HomeMy WebLinkAboutProperty - Acquisitions - 902 16 Purchase of Property at 9451 N. Egleson Drive 8.8 Acres of Land Near Canyon Del Oro High Scho Tide Security Agency, LLC
6390 E. TANQUE VERDE
TUCSON, AZ 85701
(520)885-1600
FAX
Town of Oro Valley, Arizona Order No.: 600-60403-IL
C/O Tobin C. Sidles, Esq. Date: July 21, 2016
11000 N La Canada
Oro Valley, AZ 85737
All of us at Title Security Agency, LLC sincerely appreciate the privilege of having served you in this transaction.
Attached please find your:
• title policy and recorded deed
Your policy of title insurance is an important record. It provides you with valuable protection of your interest in real
property.
Please specify Title Security Agency, LLC for your future title insurance needs. We believe that the unique
feature which distinguishes our service organization from another, particularly in our field, is the skill and
experience of our personnel. Our people pride themselves in offering you the finest, most up to date service and
personal assistance available in the title industry.
Specifying Title Security Agency, LLC may also provide a discount on your next title insurance policy.
Thank you.
Title Department
enc.
Policy Transmittal(Without Privacy Notice) 600-60403
Owner's Policyof Title
Insurance
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sISSUED BY
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First American Title Insurance Company
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■ POLICY NUMBER
OwnersPolicy
Any notice of claim and any other notice or statement in writing required to be given to the Company under this policy must be given to
the Company at the address shown in Section 18 of the Conditions.
COVERED RISKS
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B, AND THE
CONDITIONS, FIRST AMERICAN TITLE INSURANCE COMPANY, a Nebraska corporation (the"Company')pany")insures, as of Date of Policy and., to
the extent stated in Covered Risks 9 and lot after Date of Policy, against loss or damage, not exceeding the Amount of Insurance, sustained or
incurred by the Insured by reason of:
1. Title being vested other than as stated in Schedule A.
2. Any defect in or lien or encumbrance on the Title. This Covered Risk includes but is not limited to insurance against loss from
(a) A defect in the Title caused by
(i) forgery,fraud, undue influence,duress, incompetency, incapacity, or impersonation;
(ii) failure of any person or Entity to have authorized a transfer or conveyance;
(iii) a document affecting Title not properly created,executed,witnessed, sealed, acknowledged, notarized, or delivered.;
(iv) failure to perform those acts necessary to create a document by electronic means authorized by law;
(s) a document executed under a falsified, expired,or otherwise invalid power of attorney;
(vi) a document not properly filed, recorded, or indexed in the Public Records including failure to perform those acts by electronic means
authorized by law; or
(vii) a defective judicial or administrative proceeding.
(b) The lien of real estate taxes or assessments imposed on the Title by a governmental authority due or payable, but unpaid..
(c) Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate
and complete land survey of the Land. The term 'encroachment'includes encroachments of existing improvements located on the Land
onto adjoining land, and encroachments onto the Land of existing improvements located on adjoining land.
3. Unmarketable Title.
4. No right of access to and from the Land.
(Covered Risks Continued on Page 2)
In Witness Whereof, First American Title Insurance Company has caused its corporate name to be hereunto affixed by its authorized officers as of
Date of Policy shown in Schedule A.
First American Title Insurance Company
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Oennisj.Gilmore
President
,441Jeffrey S.Robinson
Secretary
(This Policy is valid only when Schedules A and B are attached) This jacket was created electronically and constitutes an original document
Copyright 2006-2009 American Land Title Association.All rights reserved.The use of this form is restricted to ALTA licensees and ALTA members in good standing as of the date of use.
All other uses are prohibited. Reprinted under license from the American Land Title Association.
Form 5011400(7-1-14) Page 1 of 5 I ALTA Owner's Policy of Title Insurance(6-17-06)
COVERED RISKS(Continued)
5. The violation or enforcement of any law, ordinance, permit, or governmental regulation (including those relating to building and zoning.)
restricting,regulating,prohibitng,or relating to
(a) the occupancy,.use,or enjoyment of the Land;
(b) the character,dimensions,or location of any improvement erected on the Land;
(c) the subdivision of land;or
(d) environmental protection
if a notice, describing any part of the Land„ is recorded in the Public Records setting forth the violation,or intention to enforce, but only to the
extent of the violation or enforcement referred to in that notice.
6. An enforcement action based on the exercise of a governmental,police power not covered by Covered Risk 5 if a notice of the enforcement
action,describing any part of the Land,is recorded in the Public,Records.,but only:to the extent of the enforcement referred to in that notice.
7. The exercise of the rights of eminent domain f a notice of the exercise,describing any part of the Land,is recorded in the Public Records..
8. Any taking by a governmental body that has occurred and is binding on the rights of a purchaser for value without Knowledge.
9. Title being:vested other than as stated in Schedule A or being defective
(a) as a result of the avoidance in whole or in par(or from a court order providing an alternative remedy:,of a transfer of all or any part of the
title to or any interest in the Land .occurring prior to the transaction vesting Title as shown in Schedule A because that prior transfer
constituted a.fraudulent,or preferential,transfer under federal bankruptcy,state insolvency:,or similar creditors'rights laws;or
(b) because the instrument of transfer vesting Title as shown in Schedule A constitutes a preferential transfer under federal bankruptcy, state
insolvency,or similar creditors rights laws by reason of the failure of its recording in the Public Record's,
(i) to be timely,or
(ii) to impart notice of its existence to a purchaser for value or to a judgment or lien creditor..
10. Any defect in or lien,or encumbrance on-the Title or other:matter:included in Covered Risks 1 through 9 that has been created or attached or
has been filed or.recorded in the Public Records subsequent to Date of Policy and prior to the recording of the deed or other instrument of
transfer in the Public Records that vests Title as shown in Schedule A.
The:Companywill also,pay the costs,attorneys'fees,and expenses incurred in defense of any:matter insured against by this Policy,but only to the
extent provided in the Conditions.
EXCLUSIONS FROM COVERAGE
The following matters are ,.expressly excluded from the coverage of (b) not Known to the Company-, not recorded in the Public
this policy, and the Company will not pay loss or damage, costs„ Records at Date of Policy, but Known to the Insured
attorneys fees,or expenses that arise byreason of Claimant and not disclosed in writing to,the Company by the
1. (a) Any law, ordinance, permit, or governmental regulation Insured Claimant prior to the date the Insured Claimant
(including those relating to building and zoning) restricting, became an Insured under this policy..
regulating,prohibiting,or relating to (c) resulting in no loss or'damage to the Insured Claimant;
() the occupancy,use,or enjoyment of the Land; (d) attaching or created subsequent to Date of Policy(however,
(ii) the character, dimensions, or location of any this does not modify or limit the coverage provided under
improvement erected on the Land; Covered Risk 9 and 10);or
(iii) the subdivision of land;or (e) resulting in loss or damage that would not have been
(v) environmental protection: sustained if the Insured Claimant had paid value for the
or the effect of.any violation of these laws, ordinances,, or Title.
governmental regulations. This Exclusion ya) does not 4. Any claim,by reason,of the operation of federal bankruptcy,state
modify or limit the.'coverage provided under Covered Risk 5.. insolvency, or similar creditors' rights laws, that the transaction
(b) Any governmental police power. 'This Exclusion 1.(b) does vesting the Title as shown in Schedule A,.is
not modify or limit the coverage "provided under Covered (a) a fraudulent conveyance or fraudulent transfer;:or
Risk.6, (b) a preferential transfer for any reason not stated in Covered
2. Rights of eminent domain. This.: Exclusion does not modify or Risk 9 of this policy.,
limit the coverage provided under Covered Risk 7 or 8.. 5. Any len on the Title for real estate taxes or assessments
3. Defects,liens,encumbrances,adverse claims,or other matters imposed by :governmental authority and created or attaching
(a) created, suffered, assumed, or agreed to by the Insured between Date of Policy and the date of recording of the deed or
Claimant; other instrument of transfer in the Public Records that vests Title
as shown in Schedule A.
Form 5011400(7-1-14) Page 2 of 5 ALTA Owner's Policy of Title Insurance(6-17-06)
CONDITIONS
1. DEFINITION OF TERMS 5(d), 'Public Records" shall also 'include environmental
The folk wing terms when used in this policy mean: protection liens filed in the records of the,clerk of the United
(a) Amount of Insurance': The amount stated in Schedule A.as States District Court for the district where the Land islOcated„
may be increased or decreased by endorsement to this (j) 'Title: The estate or interest described in Schedule A.
polity, increased,' by :Section 8(6.), or decreased by Sections (k) "Unmarketable Title':'Title affected by an alleged or apparent
10 and 11 of these Conditions, matter that''',Aiould permit a prospective purchaser or lessee of
(b) "Date of Policy": The date designated as Date of Policy"in the Title or lender on the Title to be released from the
Schedule A. Obligation to purchase, lease, or lend if there is a contractual
(c) "Entity": A corporation,: partnership, trust, limited liabilitycondition requiring the delivery'of marketable title.
company,or other similarlegal entity. 2. CONTINUATION OF INSURANCE.
(d) "Insured": The insured named in Schedule A, The coverage of this policy shall continue in force as of Date of
(1) The term"Insured"also includes Policy in favor of an Insured, but only so long as the insured
(A) successors to the Title of the Insured by operation retains an estate or interest in the Land, or holds an obligation,
of law as distinguished from purchase, including secured by a purchase money Mortgage given by a purchaser
heirs,devisees,survivors,personal representatives, from the Insured,.or only so long as the Insured shall have liability
or next of kin.; by reason of warranties in any transfer or conveyance of the Title.
(B) successors to an Insured by dissolution, merger, This policy shall not continue in force in favor of any purchaser
consolidation„distribution,or reorganization; from the Insured of either(i)an estate or interest in the Land,or(ii),
(C) successors to an insured by its conversion to an obligation secured by a purchase money Mortgage given to the.
another kind of Entity., Insured,.
(D) a grantee of an Insured under a deed delivered 3. NOTICE Of CLAIM TO BE GIVEN BY INSURED CLAIMANT
without payment of actual .valuable consideration The Insured shall notify the Company promptly in.writing(i)in case
conveying the Title of any litigation as set forth in Section 5(a)of these Conditions, (ii)
(1) if the stock, shares, memberships, or :other in case Knowledge shall come to an Insured hereunder of any
equity interests of the grantee are Wholly- claim of title or interest that is adverse to the Title,as insured,and
owned by the named Insured., that might cause loss or damage for which the Company may be
(2) if the grantee wholly'owns the named Insured, liable by virtue of this policy, or (iii) if the Title., as insured, is
(3) if the grante.e is whoily-owned by an affiliated rejected as Unmarketable Title. If the Company is prejudiced by
Entity of the named Insured, provided the the'failure of the Insured Claimant to provide prompt notice, the
affiliated Entity and the named Insured are Company's liability to the Insured Claimant under the policy shall
both 'wholly-owned by the same person or be reduced to the extent of the prejudice.
Entity,or 4. PROOF OF LOSS
(4) tithe grantee is a trustee or beneficiary of a In the event the Company is unable to determine the amount of
trust created by a ':ovritten instrument loss or damage, the Company may., at its option, require as a
established by the Insured named in Schedule condition of payment that the Insured Claimant furnish a signed
A.for estate planning purposes. proof of loss. The proof of loss must describe.: the defect, lien.
(ii) With regard to(A),(B.),(C),and(ID)reserving,however,all encumbrance, or other matter insured against by this policy that
rights and defenses as to any successor that the Company constitutes the basis of loss or damage and shall state, to the
would have had against any predecessor!Insured. extentpossible, the basis of calculating the amount of the loss or
(e) "Insured Claimant": An Insured claiming loss or damage. damage.
if) 'Knowledge'or"Known': Actual knowledge:,not constructive 5. DEFENSE AND PROSECUTION OF ACTIONS
knowledge or notice that may be imputed to an Insured by (a) Upon 'written request by the Insured, and subject to the
reason of the Public Records or any other records that impart' options contained in Section 7 of these Conditions, the
constructive notice of matters affecting the Title.. Company:, at its own cost and Without unreasonable delay,
(g) land': The land described in Schedule A, and affixed shall provide for the defense of an insured in litigation in,
improvements that by law constitute real property. The tem which any third party asserts a claim, covered by this policy
"Land"'does not include any property beyond the lines of the adverse to the Insured. This obligation is limited to only those
area described in Schedule A, nor any right, title, interest stated causes of action: alleging .matters insured against by
estate, or easement in abutting streets:, roads, avenues, this policy. The Company shall have the right to select
alleys:,lanes,ways,or waterways, but this does not modify or counsel of its choice (subject to the right of the Insured to
limit the extent that a right of access to and from the Land is object for reasonable cause) to represent the Insured as to
insured by this policy. those stated causes of action. it shall not be liable for and will
(h) "Mortgage': Mortgage, deed of trust, trust deed, or other not pay the fees of any other counsel, The Company will not
security instrument, including one evidenced by electronic pay any fees, costs, or expenses incurred by the Insured in,
means.authorized by law,, the defense of those causes of action that allege matters not
(i) "Public Records"': Records established under state statutes insured against by this policy..
at Date of Policy for the purpose of imparting constructive (b) The Company'shall have the right, in addition to the options
notice of matters relating to real property to purchasers for contained in Section 7 of these Conditions,at its own cost,to
value and without Knowledge. With.respect to Covered,'Risk institute and prosecute any action or proceeding or to do any
Form 5011400(7-1-14) Page 3 of 5 ALTA Owner's Policy of Title Insurance(6-17-06)
, . CONDITIONS(Continued)
other act that.in its opinion!,:may be necessary or desirable to 7. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS;
establish the Title,as insured, or to prevent or reduce loss or TERMINATION OF LIABILITY
damage to the insured. The Company may take any In case of a claim under this policy, the Company shall have the
appropriate action under the terms of this policy,:whether or following additional options:
not it snail be liable to the Insured. The exercise ,of these ia) To Pay or Tender Payment of the Amount of insurance.
rights, shall not be an admission of liability or waiver of any To pay or tender payment of the Amount of Insurance under
provision of.this policy,. If the Company exercises its rights this :policy together with., any costs, attorneys fees., and
under this subsection,it must do so diligently. expenses incurred by the insured Claimant that were
Whenever the Company brings an:action or asserts a defense
-authorized; by the Company up to the time of payment or
as required or permitted by thispolicy, the Company may tender of payment and that the Company is obligated to pay.
pursue the litigation to a final determination by a court of Upon the exercise by the Company of this option, all liability
competent jurisdiction, and a expressly reserves the right, in and obligations of the Company to the insured under this
its sole discretion,.to appeal any adverse judgment or urder pir oher than to make the payment required in this
6. DUTY OF INSURED CLAIMANT TO COOPERATE subsection,shall terminate:,including any liability or obligation
(a) in all cases where this policy permits or requires the to defend,prosecute„or continue any litigation.
Company to prosecute or provide for the defense of any (b) To Pay or Otherwise Settle With Parties Other Than the.
action or proceeding and any appeals, the Insured shall insured or With the Insured Claimant.
secure to the Company the right to so prosecute or provide (I) To pay or otherwise set le with other parties for or in the
defense in the action or provaeding,including the right.to use, name of an Insured Claimant any Claim insured against
at its option, the name of the insured for this purpose. under this policy. in addition, the Company Will pay any
Whenever requested by the Company, the Insured, at the costs:, attorneys!' fees, and expenses incurred by the:
Company's expense, shall give the Company all reasonable insured Claimant that were authorized by the Company
aid(i) in securing evidence,obtaining witnesses, prosecuting up to the time of payment and that the Company is
or defending the action or proceeding,:or effecting settlement obligated to pay;or
and (ii) in any other lawful act that in the opinion of the (ii) To pay or otherwise settle with the Insured Claimant the
Company may be necessary or desirable to establish the Title loss or damage provided for under this policy, together
or any other mater as insured. If the Company is prejudiced .with any costs, attorneys' fees, and expenses incurred
by the failure of the insured to furnish the required by the Insured Claimant that were authorized by the.
cooperation, the Company's obligations to the insured under Company up to the time of payment and that the
the policy shall terminate, including any liability or obligation Company is obligated to pay.
to defend,prosecute..or continue any litigation,with regard to Upon the exercise by the Company of either of the options
the matter or matters requiring such cooperation.. provided for in subsections (b)(i) or (10, the Company's
(b) The Company-.may reasonably require the insured Claimant obligations to the Insured under this policy for the claimed
to submit to examination under oath by any authorized loss or damage, other than the payments required to be
representative of the Company and to produce for made, shall terminate, including any liability or obligation to
examination, inspection, and ,c)pying, at .such reasonable defend,.prosecute,or continue any litigation.
times and places as may be designated by the authorized 8. DETERMINATION AND EXTENT OF LIABILITY
representative of the Company, all records, in whatever' This policy is a contract of indemnity against actual monetary loss
medium maintained, including books, .ledgers, checks, or damage sustained or incurred by the Insured Claimant who has
memoranda, correspondence, reports, e-mails, disks, tapes, suffered loss or damage by reason of matters insured against by
and videos whether bearing a date before or after Date of this policy.
Policy, that reasonably pertain to the loss or damage. (a) The extent of liability of the Company for loss or damage
Further, if requested by any authorized representative of the under this policy shall not exceed the lesser of
Company the Insured Claimant shall grant its permission,in in the.Amount of Insurance;Or
writing, for any authorized representative of the Company to (ii) the difference between the value of the Title as insured
examine,inspect„.and copy all of these records in the custodyand the value of the Title subject to the risk insured
or control of a third party that reasonably pertain to the loss or against by this policy..
damage.. All information designated as confidential by the (b.) If the Company pursues its rights under Section 5 of these
Insured Claimant provided to the Company pursuant to this Conditions ;and is unsuccessful in establishing the Title, -as
Section shall not be disclosed to others unless, in the insured,
reasonable judgment of the Company, it is necessary in the (i) the.Amount of insurance shall be increased by 10%,and
administration of the claim. Failure of the insured Claimant to fii) the insured Claimant.shall have the right to have the loss
submit for examination under oath, prod-lice any reasonably or damage determined either as of the date the claim,
requested information, or grant permission to secure was made by the insured Claimant or as of the dateit is
reasonably necessary information from third parties as settled and paid.
required in this subsection. , unless prohibited by law or (0) In addition to the extent of liability under (a) and (b), the
governmental regulation:, shall terminate any liability of the Company will also pay those costs, attorneys" fees, and
Company under this policy as to that claim, expenses incurred in accordance with. Sections 5 and 7 of
these Conditions.
Form 5011400(7-1-14) Page 4 of 5 I ALTA Owner's Policy of Title Insurance(6-17-06)
CONDITIONS(Continued)
9. LIMITATION OF Luouri, ("Rules"). Except as provided in the Rules, there shall be no
If the Company establishes the Title, or removes the alleged joinder or consolidation 'with claims Or controversies of other
defect, lien, or encumbrance, or cures the tack of a right of persons. Arbitrable matters may include, but are not limited to,
access to or from the Land, or cures the claim of any controversy or claim between the Company and the Insured
Unmarketable Title, all as insured, in a reasonably diligent arising out of or relating to this poky, any servicein connection:
manner by any method,including litigation and the completion with its issuance or the breath of a policy provision,or to any other
of any appeals, it shall have fully performed its obligations controversy or claim arising out of the transaction giving rise to this
with respect to that matter and shall not be'liablefor any loss policy. All arbitrable matters when the Amount of Insurance is
or damage caused to the Insured. $2000,000 or less shall be arbitrated at the option of either the:
(b) in the event of any litigation; including litigation by the Company or the Insured. All arbitrable matters when the Amount
Company or with the Company's consent, the Company shall of insurance is: in excess of $2.,000,000 shall be arbitrated only
have no liability for loss or damage until there,has been a final when agreed to by both the Company and the Insured. Arbitration
determination by a: court of competent jurisdiction, .and pursuant to this policy and under the Rules shall be binding upon:
disposition of all appeals,adverse to the Title,as insured, the parties.. Judgment upon the award rendered by the.
Cr) The Company Shall not be liable for loss or damage to the .Arbitrator(s)may be entered in any court of competent jurisdiction...
insured for liability voluntarily assumed by the insured in 15. LIABILITY LIMITED T0 THIS POLICY; POLICY ENTIRE
settling any claim or suit without the prior written consent of CONTRACT
the Company. (a) This policy together with all endorsements,if any,attached to
10. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION it.by the Company is the entire policy and contract between
OF LIABILITY the Insured and the Company. In interpreting any provision of
All payments under this policy-, except payments made for costs,, this policy,this policy shall be construed as a whole.
attorneys' fees, and expenses„, shall reduce the Amount of (b) Any claim of loss or damage that arises out of the status of
Insurance by the amount of the payment the 'Title or by any action asserting such claim shall be
11. LIABILITY NONCUMULATIVE -restricted to this policy.
The Amount of Insurance shall be reduced by any amount the (c) Any amendment of or endorsement to this policy must be in:
Company pays under any policy insuring- a Mortgage to which writing and authenticated by an authorized person, or
exception is taken in Schedule B or to which the Insured has expressly incorporated by;Schedule,A of this-policy.
agreed, assumed, or taken subject, or which is executed by an (d) Each endorsement to this policy issued at any time is made a
Insured after Date of Policy and which is.a charge or lien on the part of this policy and is subject to all of its terms and.
Title, and the amount so paid shall be deemed a payment to the provisions.. Except .as the endorsement expressly states, it
Insured under this policy, does not Ci) modify any of the terms and provisions of the
12. PAYMENTOF LOSS poilcy, (ii)modify any prior endorsement, (iii)extend the Date
Alten liability and the extent of loss or damage have been of Policy,or(iv)increase the Am.,ount of insurance,
definitely fixed in accordance with these Conditions:, the payment 16. SEVERABILITY
shall be made within 30 days. In the event any provision of this policy„in whole or in part,is held
13. RIGHTS OF RECOVERY UPON PAYMENT OR SETTLEMENT invalid or unenforceable under:applicable law, the policy Shall be
(a) Whenever the Company shall have settled and paid a:claimdeemed not to include that provision or such part held to be.
under this policy, it shall be subrogated and entitled to the invalid,but all other provisions shall remain in full force and effect.
rights of the Insured Claimant in the Title and all other rights 17. CHOICE OF LAW; FORUM
and remedies in respect to the claim that the Insured (a) Choice of Law: The Insured acknowledges the Company has
Claimant has against any person or property',to the extent of underwritten the risks covered by this polity and determined
the amount of any loss, costs.,attorneys'fees,and expenses the :premium charged therefor 'in reliance upon the taw
paid by the Company. if requested :by the -Company, the affecting interests :in real property and applicable to the
insured Claimant shall execute documents to evidence the _interpretation, rights, remedies, or enforcement of policies of
transfer to the Company of these rights and remedies. The title insurance of the jurisdiction Where the Land is located.
insured Claimant shall permit the Company to sue„. Therefore,the court or an arbitrator shall apply the law of the
compromise, or settlein the name of the Insured Claimant jurisdiction where the Land is locatedto determine the validity
and to use the name of the Insured Claimant in any of claims against the Title that are adverse to the Insured and
transaction or litigation involving these rights and remedies., to interpret and enforce the terms of this policy. In neither
If a payment on account of a _claim does not fully cover the .case shall the court or arbitrator apply its conflicts of law
loss of the insured Claimant, the Company shall defer the principles to determine the applicable law.
exercise of its right to recover until after the Insured Claimant (b) Choice of Forum: Any litigation or other proceeding brought
shall have recovered,its loss. by the Insured against the Company must be filed only in a:
(b) The Company's right of subrogation includes the rights of the state or federal court within.the United States of America or its
insured to indemnities,guaranties,other policies of insurance, territories having appropriate jurisdiction.
or bonds„ notwithstanding any terms or conditions contained 18. NOTICES,WHERE SENT
in those instruments that address subrogation rights. Any notice of claim and any other notice or statement in writing
14. ARBITRATION required to be given to the Company under this policy must be given
Either the Company or the insured may demand that the claimor to the Company'at-First American Title Insurance Company,Attn:
controversy shall be submitted to arbitration pursuant to the Title Claims National Intake.Center,I First American Way,Santa Ana,.
Insurance Arbitration Rules of the American Land Title Association California 92707. Phone:888-6324642.
Form 5011400(7-1-14) Page 5 of 5 ALTA Owner's Policy of Title Insurance(6-17-06)
Owner's
Policy of Title Insurance
Firs ThIe '
ISSUED BY
w.:.... First American Title Insurance Company
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Schedule A
POLICY NUMBER
5011400-1000317
Name and Address of Title Insurance Company:
FIRST AMERICAN TITLE INSURANCE COMPANY, 1 First American Way, Santa Ana, California 92707
File No.: 600-60403
Address Reference: 9451 N. Egleston Drive, Tucson, AZ 85704
Amount of Insurance: $265,000.00 Premium: $863.00
Date of Policy: June 17, 2016 at 02:34 PM.
1. Name of Insured:
Town of Oro Valley, Arizona, a municipal corporation
2. The estate or interest in the Land that is insured by this policy is:
Fee
3. Title is vested in:
Town of Oro Valley, Arizona, a municipal corporation
4. The Land referred to in this policy is described as follows:
SEE EXHIBIT A ATTACHED HERETO
Issuing Agent: Title Security Agency, LLC
Address: 6390 E. Tanque Verde
City, State, Zip: Tucson, AZ 85701
Telephone: (520)885-1600
y
EY 11,,,
By:
Authorized Officer or Agent
(This Schedule A valid only when Schedule B is attached)
Form 5011400-A(7-1-14) Page 1 of 1 I ALTA Owner's Policy of Title Insurance(6-17-06)
Schedule A
Owner's Policy of Title Insurance
• tt
FirS t Arnencan Tale
ISSUED BY
First American Title Insurance Company
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Schedule B
POLICY NUMBER
5011400-1000317
File No.: 600-60403
EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage, and the Company will not pay costs, attorneys' fees, or expenses that
arise by reason of:
1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies
taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may
result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such
agency or by the Public Records.
2. Any facts, rights, interests, or claims that are not shown by the Public Records but that could be ascertained by an
inspection of the Land or that may be asserted by persons in possession of the Land.
3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records.
4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be
disclosed by an accurate and complete land survey of the Land and not shown by the Public Records.
5. Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c)
water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the
Public Records.
6. TAXES AND ASSESSMENTS collectible by the County Treasurer, a lien not yet due and payable for the following
year:
2016
7. EASEMENTS, RESTRICTIONS, RESERVATIONS, CONDITIONS AND SET-BACK LINES as set forth on the plat
recorded as Book 6 of Maps, Page 79, but deleting any covenant, condition or restriction indicating a preference,
limitation or discrimination based on race, color, religion, sex, handicap, familial status or national origin to the
extent such covenants, conditions or restrictions violate 42 USC 3604(c).
8. EASEMENT and rights incident thereto, as set forth in instrument:
Recorded in Docket 10037
Page 782
Purpose recreational purposes
9. EASEMENT and rights incident thereto, as set forth in instrument:
Recorded in Docket 10040
Page 1031
Purpose water pipes and mains
Form 5011499-B(7-1-14) Page 1 of 2 ALTA Owner's Policy of Title Insurance(6-17-06)
Schedule B
SCHEDULE B
(Continued)
10. EASEMENTS and other matters as shown on survey recorded in Document No. 2015-2030532 of Surveys.
END OF SCHEDULE B
Form 5011499-B(7-1-14) Page 2 of 2 1 ALTA Owner's Policy of Title Insurance(6-17-06)
Schedule B
Owner's PolicyofTitle Insurance
�yx
FirstArnerican
ISSUED BY
First American Title Insurance Company
Exhibit
■ POLICY NUMBER
5011400-1000317
File No.: 600-60403
EXHIBIT A
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE COUNTY OF PIMA, STATE OF ARIZONA, AND IS
DESCRIBED AS FOLLOWS:
That portion Lot 31, of LINDA VISTA CITRUS TRACTS NO. 2, according to the plat of record in the office of the County
Recorder of Pima County, Arizona recorded in Book 6 of Maps, Page 79, located in the Northwest quarter of the Northeast
quarter of Section 24, Township 12 South, Range 13 East of the Gila and Salt River Meridian, Pima County, Arizona,
described as follows:
Commencing at the North quarter corner of said Section 24, said corner being a 2" brass cap stamped "LS 36914" in the
center of Linda Vista Boulevard, from which the Northeast corner of said Section 24 bears North 89 degrees 51 minutes
31 seconds East 2,751.59 feet distant, said corner being a 2" brass cap in the center of Linda Vista Boulevard;
Thence South 00 degrees 06 minutes 41 seconds East 661.71 feet upon the West line of the Northeast qaurter of said
Section 24 to the Northwest corner of said Lot 31, also being the Southwest corner of"Vista Montana" as recorded in Book
56 of Maps, Page 31, Pima County Records;
ThenceNorth 89 degrees 55 minutes 33 seconds East 108.00 feet upon the North line of said Lot 31, upon the South line
of said "Vista Montana", to the POINT OF BEGINNING;
Thence continue North 89 degrees 55 minutes 33 seconds East 551.07 feet upon the North line of said Lot 31, upon the
South line of said "Vista Montana", to the Northeast corner of said Lot 31, to the West right-of-way of Egleston Drive (Calle
Godorniz) as recorded in "Linda Vista Citrus Tracts No. 2", per Book 6 of Maps, Page 79, Pima County Records;
Thence South 00 degrees 09 minutes 29 seconds East 661.68 feet upon said West right-of-way, upon the East line of said
Lot 31, to the Southeast corner thereof;
Thence South 89 degrees 57 minutes 00 seconds West 658.35 feet upon the South line of said Lot 31 to the Southwest
corner thereof;
Thence North 00 degrees 13 minutes 15 seconds West 182.00 feet upon the West line of said Lot 31;
Thence North 89 degrees 46 minutes 45 seconds East 91.00 feet;
Thence North 00 degrees 13 minutes 15 seconds West 47.75 feet;
Thence North 89 degrees 46 minutes 45 seconds East 17.00 feet;
Thence North 00 degrees 13 minutes 15 seconds West 431.38 feet to the POINT OF BEGINNING.
Form 5011400-EX(7-1-14) Page 1 of 1 I Exhibit A
* E RECORDING * Pa e 1 of II
3
111111
III
IIII
I I11111
III
I
SEQUENCE: 20161690543
No. Pages: 3
RECORDING REQUESTED BY: 6/17/2016 2:34 PM
Title.eche ity Agency, Li ,�"��aunt '
• ,.
o aaa tl
�nd eE is n n ovR Qa a m lL v a Y
_ F F. ANN RODRIGUEZ, RECORDER 9, P
Town of Oro Valley, Arizona, a Recorded By: PEB(e-recordin Iz
municipal corporation
11000 N La Canada
Oro Valley, AZ 85737
ESCROW NO.: 600-60403-IL SPACE ABOVE THIS LINE FOR RECORDER'S USE
Exempt PER ARS 11-1134
A3
SPECIAL WARRANTY DEED
For the consideration of Ten Dollars, and other valuable considerations, I or we,
Amphitheater Unified School District No. 10, a political subdivision of the State of Arizona,
who acquired title as School District No. 4 (Amphitheater High School) of Pima County
do/does hereby convey to
Town of Oro Valley, Arizona, a municipal corporation
the following real property situated in Pima County, Arizona:
See Exhibit"A"attached hereto and made a part hereof.
SUBJECT TO: Current taxes and other assessments, reservations in patents and all easements, rights of way,
encumbrances, liens, covenants, conditions, restrictions, obligations, and liabilities as may appear of record.
And the Grantor hereby binds itself and its successors to warrant and defend the title, against all acts of the
Grantor herein,and no other, subject to the matters set forth.
Dated: June 10, 2016
Grantor(s):
Amphitheater Unified School District No. 10
who acquired title as School District No. 4
(Amphitheater High School) of RE a County
BY: L_C�.
Todd A. Jaeger
Associate to the S seri, endent and General
CJunOel
Page 1 of 3
Escrow No.: 640-60403-IL.
State of Arizona }ss:
County of Pima
On this \ 'qday of , 20110 before me, FOR NOTARY SEAL OR STAMP
The Undersigned
a Notary Public in and for said County and State, personally
appeared
Todd A. Jaeger, Associate to the Superintendent and Generai �,. CONNIE.R MCFARLAND
i� l.fc
��_''
Counsel for Amphitheater Unified School District Nn. 1 n • ' •t NOTARY PUBLIC,ARIZONA
'9• PIMA COUNTY
personally known to me (or proved to me on the basis of • ~ My Commission Expires
satisfactory evidence) to be the person(s)whose name(s) is/are November 13,2019
subscribed to the within instrument and acknowledged leLd,1lg,,Cid to me ti lat
he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on the
instrument the person(s), or the entity upon behalf of which the
person(s) acted, executed the instrument
WITNESS my hand and official seal.
Notary Public: Q.,Q0b,.#44:12_e-YN
o�
My Commission Expires: tt+O'4 N3 3 2,o•
Page 2 of 3
Escrow No.: 800-80403-iL
EXHIBIT "A"
Thnt portion Lot 31' of L|NOA NsTA CITRUS TFAcTS No, 2. according to the of record in the office of the
County Recorder of Pima County, Arizona recorded in Book 6 of Maps, Page 79, located in the Northwest quarter
of the Northeast quarter of Section 24, Township 12 South, Range13Fast ofthoGila and Salt River Meridian
Pima County, '
Commencing at the North guar-ter corner of said Section 24, said corner being a 2" brass cap stamped "LS 36914"
(ntheoanterofLindoVlohaBou|evond' fromvvhiohthPNorthoaotoornerofooidSgotion24beorsNorth8Qdagnaeo
51 minutes 31 seconds East 2,751.59 feet distant, said corner being a 2" brass cap in the center of Linda Vista
Boulevard;
Thence South 00 degrees 06 minutes 41 seconds East 661.71 feet upon the West line of the Northeast gaurter of
said Section 24 to the Northwest corner of said Lot 31, also being the Southwest corner of"Vista Montana"as
recorded in Book 56 of Maps, Page 31, Pima County Records;
ThenceNodh88degnoea55minuLos33aeoondsEosi1O8.00feetupontheNorth /inaofooidLot31 upon the
South line of said "Vista Montana", to the PO/NT OF BEGINNING;
Thence continue North 89 degrees 55 minutes 33 seconds Eas551.07 feet upon the North line of said Lot 31
upon the South line ofsaid ��atoyNonbana"' iothe No�heaatcorner ofsaid Lot 31, tothe VVesthQh�of+woyof'
Egleston Drive(Calle Godorniz) as recorded in "Linda Vista Citrus Tracts No. 2", per Book 6 of MapsPage
Pima County Records;
79,
right-of-way,ThenoaSouihOOdegnaeaO0minub*s29seoondoEastGO1.G8feoiuponsoidVVesiupon the East
/ineofaaidLoi31' 1oiha8ouiheasioomerthenao�
Thence South 89 degrees 57 minutes 00 seconds West 658.35 feet upon the South line of said Lot 31 to the
Southwest corner thereof;
ThonoallodhOOdeQreea13minuteo15oecondsVVeet182.0Ofaetupon1hoVVosi|inoofeaidLot31'
.
Thence North 89 degrees 46 minutes 45 seconds East 91.00 feet;
Thence North 00 degrees 13 minutes 15 seconds West 47.75 feet;
Thence North 89 degrees 46 minutes 45 seconds East 17.00 feet;
'
Thence North 00 degrees 13 minutes 15 seconds West 431.38 feet to the POINT OF BEGINNING.
Page 3 of 3
111111111111111110111111111111 Illgill111111111111111
SEQUENCE: 20161690543
No. Pages: 3
6/17/2016 2 :34 PM
��• ;.\
RECORDING REQUESTED BY: (A ait�y•,
Title Security Agency, LLC F. ANN RODRIGUEZ, RECORDER 1,
AND WHEN RECORDED MAIL TO: Recorded By. PEB te-recordin• _'
Town of Oro Valley, Arizona, a
municipal corporation
11000 N La Canada
Oro Valley, AZ 85737
ESCROW NO.: 600-60403-IL SPACE ABOVE THIS LINE FOR RECORDER'S USE
Exempt PER ARS 11-1134
A3
SPECIAL WARRANTY DEED
For the consideration of Ten Dollars, and other valuable considerations, I or we,
Amphitheater Unified School District No. 10, a political subdivision of the State of Arizona,
who acquired title as School District No.4 (Amphitheater High School) of Pima County
do/does hereby convey to
Town of Oro Valley,Arizona, a municipal corporation
the following real property situated in Pima County,Arizona:
See Exhibit"A"attached hereto and made a part hereof.
SUBJECT TO: Current taxes and other assessments, reservations in patents and all easements, rights of way,
encumbrances,liens, covenants, conditions, restrictions, obligations, and liabilities as may appear of record.
And the Grantor hereby binds itself and its successors to warrant and defend the title, against all acts of the
Grantor herein,and no other, subject to the matters set forth.
Dated: June 10, 2016
Grantor(s):
Amphitheater Unified School District No. 10
who acquired title as School District No. 4
(Amphitheater High School)of Pala County
BY.
Todd A. Jaeger
Associate to the S (seri, endent and General
Counsel
Page 1 of 3
Escrow No.: 600-60403-IL
State of Arizona )ss:
County of Pima
140-
On this ,0'day of , 201kgbefore me, FOR NOTARY SEAL OR STAMP
The Undersigned
a Notary Public in and for said County and State, personally
appeared ,
Todd A. Jaeger,Associate to the Superintendent and General . , CONNIE R MCFARLAND
Unified Vic: n! Rt 10 re NOTARY PUBLIC,ARIZONA
Counselfor Amphitheaterni � d ho Di, rift No. :
personally known to me (or proved to me on the basis of
c't,:;111• PIMA COUNTY
satisfactory evidence) to be the person(s)whose name(s) is/are MNove ber 13,2019
. � Nover�nber 13,2019
subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s)on the
instrument the person(s), or the entity upon behalf of which the
person(s)acted, executed the instrument
WITNESS my hand and official seal.
Notary Public:
My Commission Expires: p�
Page 2 of 3
Escrow No.: 600-60403-IL
EXHIBIT "A"
That portion Lot 31, of LINDA VISTA CITRUS TRACTS NO. 2, according to the plat of record in the office of the
County Recorder of Pima County,Arizona recorded in Book 6 of Maps, Page 79, located in the Northwestq uarter
of the Northeast quarter of Section 24, Township 12 South, Range 13 East of the Gila and Salt River Meridian,
Pima County, Arizona, described as follows:
Commencing at the North quarter corner of said Section 24, said corner being a 2" brass cap stamped "LS 36914"
in the center of Linda Vista Boulevard,from which the Northeast corner of said Section 24 bears North 89 degrees
51 minutes 31 seconds East 2,751.59 feet distant, said corner being a 2" brass cap in the center of Linda Vista
Boulevard;
Thence South 00 degrees 06 minutes 41 seconds East 661.71 feet upon the West line of the Northeast qaurter of
said Section 24 to the Northwest corner of said Lot 31, also beingthe Southwest corner
of"Vista Montana"as
recorded in Book 56 of Maps, Page 31, Pima County Records;
Thence North 89 degrees 55 minutes 33 seconds East 108.00 feet upon the North line of said Lot 31, upon the
South line of said "Vista Montana",to the POINT OF BEGINNING; p
Thence continue North 89 degrees 55 minutes 33 seconds East 551.07 feet upon the North line of said Lot 31
upon the South line of said "Vista Montana", to the Northeast corner of said Lot 31, to the West right-of-way of
�
Egleston Drive(Calle Godorniz)as recorded in "Linda Vista Citrus Tracts No. 2", per Book 6 of Maps, Page 79,
Pima County Records;
Thence South 00 degrees 09 minutes 29 seconds East 661.68 feet upon said West right-of-way, upon the East
line of said Lot 31,to the Southeast corner thereof; y p
Thence South 89 degrees 57 minutes 00 seconds West 658.35 feet upon the South line of said Lot 31 to the
Southwest corner thereof;
Thence North 00 degrees 13 minutes 15 seconds West 182.00 feet upon the West line of said Lot 31;
Thence North 89 degrees 46 minutes 45 seconds East 91.00 feet;
Thence North 00 degrees 13 minutes 15 seconds West 47.75 feet;
Thence North 89 degrees 46 minutes 45 seconds East 17.00 feet;
Thence North 00 degrees 13 minutes 15 seconds West 431.38 feet to the POINT OF BEGINNING.
Page 3 of 3
OFFICE OF LEGAL COUNSEL
Todd A.Jaeger,J.D.
Mos
Associate to the Superintendent
(520)696-5156
APHIT CATER.
FAX(520)696-5074
S / 701 W.Wetmore Road • Tucson,AZ 85705 • (520)696-5000 • TDD2
(5 0)696-5055
GOVERNING BOARD MEMBERS Deanna M.Day,M.Ed. Jo Grant Kent Paul Barrabee Ph.D.
Julie Cozad,M.Ed. Scott A.Leska
President Vice President
SUPERINTENDENT
Patrick Nelson
March 29, 2016
Caroline Standiford
Legal Department
Town of Oro Valley
11000 N La Canada Dr
Oro Valley AZ 85737
RE: Sale/Purchase of Real Property
9451 N Egleston Drive
Dear Ms. Stand iford:
Enclosed is one (1) original of the Purchase and Sale Agreement and the
g Quit Claim
Deed for the Egleston Drive property.
Copies of these documents have been forwarded to the Title Security, LLC who has
been retained for the escrow process.
Thank you.
Regards,
C
Connie R. McFarland
Legal Assistant to Todd A. Jaeger, J.D.
Office of Legal Counsel
Amphitheater High•Canyon del Oro High•Ironwood Ridge High
Amphitheater Middle School•Coronado K-8 School•Cross Middle School•La Cima Middle School•Wilson K-8 School
Copper Creek Elementary•Donaldson Elementary•Harelson Elementary•Holaway Elementary•Keeling Elementary•Mesa Verde Elementary
Nash Elementary•Painted Sky Elementary•Prince Elementary•Rio Vista Elementary•Walker Elementary•Rillito Center
RESOLUTION NO. (R)15-59
A RESOLUTION OF THE MAYOR AND COUNCIL OF THE
TOWN OF ORO VALLEY, ARIZONA, AUTHORIZING THE
TOWN MANAGER TO PROCEED WITH THE PURCHASE OF
8.8 ACRES OF LAND LOCATED NEAR CANYON DEL ORO
HIGH SCHOOL AND JAMES D. KRIEGH PARK FOR THE
PURPOSE OF VARIOUS MUNICIPAL USES TO INCLUDE A
POLICE SUBSTATION AND OTHER PUBLIC SAFETY OR
RECREATIONAL RELATED USES
WHEREAS, the Town is interested in purchasing 8.8 acres of land located near Canyon Del Oro
High School and James D. Kriegh Park which is currently owned by Amphitheater School
District; and
WHEREAS,Amphitheater School District is willing to sell the parcel to the Town for$265,000;
and '
WHEREAS,the parcel of land is being considered for various municipal uses to include ap olice
substation, public safety related uses and recreational related uses to benefit both the Town and
James D. Kriegh Park; and
WHEREAS, it is in the best interest of the Town and its citizens to purchase the 8.8 acres of
land located near James D. Kriegh Park and Canyon Del Oro High School for thep rice of
$265,000, plus minor related costs for the purpose of various municipal uses, including a police
substation and other public safety or recreational uses;
NOW, THEREFORE, BE IT RESOLVED bythe Mayor and Council of
y the Town of Oro
Valley,Arizona,that:
1. The Town Manager is authorized to take such steps as are necessary to purchase the 8.8
acres of land located near James D. Kriegh Park and Canyon Del Oro High School.
PASSED AND ADOPTED by the Mayor and Town Council of the Town of Oro Valley,
Arizona this 2nd day of September,2015.
TOWN OF ORO VALLEY
4 -
Dr. Satish I. Hiremath
ATTEST: APPROVED AS TO FORM:
Ju - . Bower, Town Clerk Tobin Sidles, Legal Services Director
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QUITCLAIM DEED
THIS DEED, executed this dayof Citi , 2016 between
QUITCLAIM
the Town of Oro Valley ("Grantor"), and Amphitheater Unified School District of Pima
County ("Grantee").
WITNESSETH
The Grantor, for good consideration, including the amount of two hundred sixty five
thousand dollars ($265,000),does hereby remise, release and quitclaim unto the Grantee
forever, all the right, title, interest and claim which the Grantor has in and to the following
described parcel of land, and improvements and appurtenances thereto in the County of
Pima, State of Arizona, to wit:
See Exhibit A, Legal Description of Property
DATED this ,2 s'°day off'Z.CH , 2016.
iir
GIVANTO' GRANTEE
ToAvn of tiro Valley Amphitheater High School
F Ai 74(4,4_ • /
Title Title
ATTEST:
Juli Bower, Town Clerk
STATE OF ARIZONA )
)ss.
County of Pima )
ACKNOWLEDGED before me this day of ,2016,by
Notary
My Commission Expires:
STATE OF ARIZONA )
)ss.
County of Pima )
ACKNOWLEDGED before me this c4 day of toc. ,2016, by
r0 . os.e.y..r-
0,___ INaild
o.At*, ter,
Notary
_�i=, CONNIE R MCFARLAND
h-4: -• •• NOTARY PUBLIC,ARIZONA
My Commission Expires: ?!� PIMA COUNTY
p
�WO My Commissk
November 13ion,2019es
EXHIBIT "A"
LEGAL llCSCRIPTION
ErliPLARIS 3528 N. FLOWING WELLS RD
TUCSON, ARIZONA 85705
IL A N D TEL: 520-322-6400
SURVEYING, LLC FAX: 520-322-6401
LEGAL DESCRIPTION - Job No. 14132
April 3, 2015
EAST PARCEL- LOT 31:
That portion of Lot 31 of "Linda Vista Citrus Tracts No. 2" as recorded in Book 6 at Page 79,
Maps & Plats, Pima County Records, located in the Northwest quarter of the Northeast
quarter of Section 24, Township 12 South, Range 13 East, Gila and Salt River Meridian,
Pima County, Arizona, being more particularly described as follows:
Commencing at the North one-quarter corner of said Section 24, said corner being a 2" brass
cap stamped "LS 36914" in the center of Linda Vista Boulevard, from which the Northeast
corner of said Section 24 bears North 89°51'31" East 2,751.59 feet distant, said corner being
a 2"brass cap in the center of Linda Vista Boulevard;
Thence South 00°06'41" East 661.71 feet upon the West line of the Northeast quarter of
said Section 24 to the Northwest corner of said Lot 31, also being the Southwest corner
of "Vista Montana" as recorded in Book 56 at Page 31, Maps & Plats, Pima County
Records;
Thence North 89°55'33" East 108.00 feet upon the North line of said Lot 31, upon the
South line of said "Vista Montana", to the Point of Beginning;
Thence continue North 89°55'33" East 551.07 feet upon the North line of said Lot 31,
upon the South line of said "Vista Montana", to the Northeast corner of said Lot 31, to
the West right-of-way of Egleston Drive (Calle Godorniz) as recorded in "Linda Vista
Citrus Tracts No. 2", per Book 6 at Page 79, Maps & Plats, Pima County Records;
Thence South 00°09'29" East 661.68 feet upon said West right-of-way, upon the East
line of said Lot 31, to the Southeast corner thereof;
Thence South 89°57'00" West 658.35 feet upon the South line of
said Lot 31 to the Southwest corner thereof;
/
Thence North 00°13'15" West 182.00 feet upon the West line of �..said Lot Lot 31; C�� N.
\� c:� s/
Thence North 89°46'45" East 91.00 feet; �� �-
0' 35543- o
LU TODD A. �o
Thence North 00°13'15" West 47.75 feet; HOUT -t
`S1 G D
Thence North 89°46'45" East 17.00 feet; "t
Thence North 00°13'15" West 431.38 feet
to the Point of Beginning. EXPIRES 12-31-15
The area of said East Lot contains 384,816.5 square feet or 8.83 acres, more or less.
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SURVEY:FC DATE:4-3-15
CAD: TNI 'VISION: o LA R I S 3528 N.FLOWING WELLS RD. A BOUNDARY SURVEY AND SPLIT OF LOT 31 OF"LINDA VISTA CITRUS TRACTS No.
CHECKED-.TAH DATE: �� RAND TUCSON,ARIZONA 85705 2°AS RECORDED IN
JOB'b•:1132 REV..: ,,� TEL.:(520)322-6400 BOOK 6 AT PAGE 79 OF MAPS AND PLATS,LOCATED IN THE
SHEET 1 of.1 DATE 1 SURVEYING, LLC FAX:(520)322-6401 N.E.1/4 OF SECTION 24,T.12 S.,R.13 E.,G.&S.R.M.,PIMA COUNTY,ARIZONA
REAL PROPERTY SALE AND PURCHASE AGREEMENT
AND
ESCROW INSTRUCTIONS
(Real Properties Located in Oro Valley,Arizona)
This /'fiJ-f A reement is made effective as ofg 'LG 2016, by and
between AMPHITHEATER PUBLIC SCHOOLS ("Seller"), and the TOWN OF ORO
VALLEY, an Arizona municipal corporation ("Buyer"), in recognition of the following facts and
intentions:
A. Seller is the beneficial owner of certain real properties situated in the Town of
Oro Valley, Pima County, Arizona, as legally described on Exhibit "A-1" and depicted on
Exhibit "A-2", respectively, attached hereto and incorporated herein by this reference
(collectively, "Real Property"),
B. It is the intent of Seller and Buyer by this Agreement to sell and purchase the Property
and all rights appurtenant thereto which are owned by Seller or Seller's trust.
C. NOW, THEREFORE, for and in consideration of the foregoing premises and the mutual
covenants contained herein, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Seller hereby agrees to sell and Buyer hereby
agrees to purchase the Property upon the terms, conditions and agreements hereinafter set forth
and in recognition of the foregoing recitals which are incorporated herein by this reference:
1. Opening and Closing Date. Escrow shall be deemed open on the date ("Opening Date")
when one (1) fully-executed original of this Agreement has been delivered to (Enter Title
Company Name Here), Inc. (Enter Agent Name Here). Escrow Agent shall advise Buyer and
Seller in writing of the Opening Date. The closing of this transaction and escrow ("Closing" or
"Closing Date") shall occur on and simultaneously with the closing of the asset sale and
purchase transactions contemplated in that certain Asset Sale Agreement ("Asset Agreement") of
even date herewith between Amphitheater Public Schools, as the seller, and the Town of Oro
Valley, as the buyer.
2. Purchase Price. The total purchase price for the Property ("Purchase Price") is
$265,000.00 payable by Buyer to Seller in the manner described below:
3. Title Review.
3.1 Within fifteen (15) days following the Opening Date, Escrow Agent shall
deliver a current Preliminary Title Report ("Report") on the Real Property to Buyer and Seller.
The Report shall show the status of title to the Real Property as of the date of the Report and
shall be accompanied by legible copies of all documents referred to in the Report.
3.2 Buyer shall have until the expiration of twenty (20) days after the receipt
of the Report reasonably to approve or disapprove the status of title as shown by the Report by
notice to Seller. If Buyer is dissatisfied with any exception as to title as shown in the Report,
Buyer shall within said twenty (20) day period so advise Seller in writing of the disapproved
exceptions, but Buyer shall nevertheless provisionally accept the title subject to Seller's removal
of the so-noted disapproved exceptions or objections, in which case Seller may attempt, without
cost to Seller, to remove the disapproved exceptions or objections or obtain title insurance
endorsements reasonably satisfactory to Buyer against such exceptions and objections on or
before the Closing; provided that in no event shall Seller have any obligation to remove, amend,
obtain endorsements against or otherwise deal with any objections of Buyer concerning any
encumbrances or other matters relating to or affecting the Real Property. If Seller cannot or does
not so remove such exceptions and objections, then Buyer may waive its objections and the
transaction shall close as scheduled.
3.3 The failure of Buyer to give written notice of cancellation on or before the
expiration of such twenty (20) day period shall be deemed to be Buyer's approval of the Report.
3.4 Notwithstanding anything herein contained to the contrary, it is
understood and agreed that title to the Property shall be delivered to Buyer at the Closing free
and clear of any monetary liens and encumbrances, except for real property taxes and
assessments and community association assessments and further except for those created by,
through or under Buyer.
4. Deed. At the Closing, Seller shall convey title to the Real Property to Buyer by a Special
Warranty Deed ("Deed") wherein Seller shall warrant title against the acts of Seller only except
for the following, all of which are deemed to be approved by Buyer:
4.1 the matters set forth in the Report (including, without limitation, the
standard printed exceptions and real property taxes) which shall have been accepted by Buyer;
4.2 any additional matters accepted in writing by Buyer; and
4.3 any matters created by through or under Buyer;
4.4 all Declaration of Covenants, Conditions and Restrictions.
5. Seller's Contingency. Seller's obligations under this Agreement shall be contingent upon
the closing of the transactions contemplated in the Asset Agreement. In the event that such
transactions shall fail to close as scheduled in the Asset Agreement, Seller shall have the right, at
its sole option, to terminate this Agreement by giving written notice thereof to Seller and Escrow
Agent.
6 Title Policy. At the Closing, Seller shall provide Buyer with a standard coverage policy
of owner's title insurance issued by Escrow Agent or its underwriter in the full amount of the
Purchase Price, effective as of the Closing, insuring Buyer that the fee simple title to the Real
Property is vested in Buyer, subject only to the usual printed exceptions contained in such title
insurance policies, to real property taxes, to the matters approved by Buyer as provided in
Sections 3 and 4 above, and to any other matters approved in writing by Buyer. The obligation of
the Seller to provide the title policy called for in this Section 6 shall be satisfied if, at the
Closing, Escrow Agent or its underwriter has given a binding commitment to issue the policy in
the form required by this Section and if such policy is delivered within a reasonable time
following the Closing. Upon Closing, Seller shall pay the cost of a standard coverage policy and,
if Buyer shall elect to have an extended coverage policy of owner's title insurance, Buyer shall be
responsible for the incremental cost of obtaining an extended coverage policy over the cost of a
standard coverage policy as well as the cost for any survey required by Buyer, any lender of
Buyer, Escrow Agent or its underwriter. In any event, Buyer shall be responsible for the cost of
any and all title endorsements.
7. Possession and Closing Documents. Possession of the Property shall be delivered to
Buyer upon the Closing Date. In addition, on the Closing Date:
7.1 Buyer shall execute and deliver to Escrow Agent, for the benefit of Seller,
the Note and the Security Documents. Escrow Agent thereafter shall deliver the original
Note to Seller and file with the Arizona Secretary of State and record with the Pima
County Recorder two original counterparts of the UCC-1, both as executed by Buyer and
Seller, and shall record the executed Deed and the Deed of Trust with the Pima County
Recorder, and all other documents, certificates and instruments required to be delivered
to Buyer under this Agreement. Buyer shall comply with all of its obligations under the
Security Documents, including without limitation the title insurance requirements of the
Deed of Trust.
7.2 At no expense to Buyer, Seller shall execute and deliver to Escrow Agent,
for the benefit of Buyer, the Deed in the form attached hereto as Exhibit "F" and
incorporated herein by this reference and all other documents, certificates and
instruments required to be delivered to Buyer under this Agreement.
8. Feasibility Contingency. Buyer shall have the right until thirty (30) days after the
Opening Date ("Feasibility Period") physically to inspect and approve the feasibility, in Buyer's
sole discretion, of the Real Property for Buyer's intended purposes, including but not limited to,
conducting engineering, environmental, archaeological, habitat, soils and economic feasibility
tests and/or studies. If Buyer does not approve the feasibility of the Real Property, Buyer shall
elect at any time on or before the expiration of the Feasibility Period to terminate this Agreement
by giving written notice thereof to Seller and Escrow Agent. If Buyer shall fail to give such
notice on or before the expiration of the Feasibility Period, Buyer shall be deemed to have
approved the feasibility of the Real Property.
9. Representations. Seller makes the following representations and warranties which are
agreed to constitute a material part of the consideration hereunder and which are, to the best of
Seller's knowledge, true and accurate as of the Opening Date, and will be true and accurate as of
the Closing:
9.1 Authority. Seller has full power and authority to enter into and
perform this Agreement in accordance with its terms.
9.2 Governmental Restrictions. Seller warrants that, to the best of Seller's
knowledge, Seller has not received, nor is aware of, any notifications, restrictions or stipulations,
from the United States of America, the State of Arizona or any political subdivision or agency
threatening the use of the Property. There are no pending or threatened condemnation
proceedings affecting any portion of the Property.
9.3 Leases and Agreements. Seller is aware of no leases, options, contracts or
rights of first refusal, recorded or unrecorded, affecting the Property.
10. Entry by Buyer and Information.
10.1 Tests. Buyer, its agents and designees, shall have the right to enter upon
the Real Property at all times prior to the first to occur of(a) termination of the Agreement, and
(b) Closing, for the purposes of inspecting the Real Property and making, preparing and
obtaining any tests, surveys or studies it may desire including, without limitation, any drainage,
percolation and soil tests and studies and other engineering or archaeological tests and studies.
Buyer shall provide Seller with a certificate of liability insurance with limits acceptable to Seller
naming Seller, its beneficiary and its lender as additional insureds prior to any entry onto the
Property by Buyer or its agents for any such purposes. Buyer agrees to indemnify, pay, defend
and hold harmless Seller from all claims and liabilities for personal injury or physical property
damage or mechanics' or materialmen's liens, which may be asserted against Seller as a result of
any entry by Buyer, its agents or designees onto the Real Property. Promptly after the completion
of any tests, Buyer shall return the Property to essentially the condition existing prior to the
conduct of the tests. In the event of termination of this Agreement, Buyer shall deliver to Seller,
at no expense to Seller and immediately upon such termination, originals of all such tests,
surveys or studies relating to the Real Property.
10.2 Information; Liability Disclaimer. Seller agrees to deliver to Buyer copies
of information relating to the Property in Seller's possession within a reasonable time after the
written request of Buyer. Buyer acknowledges that any information of any kind or nature relating
to the Property, if any, which Buyer has received or may receive from Seller or its agents, is, will
be or has been furnished on the express condition that Buyer shall make its own independent
verification of the accuracy of the information. Buyer agrees that it shall not attempt to assert any
liability against Seller by reason of Seller's having furnished such information or by reason of
any such information becoming or proving to have been incorrect or inaccurate in any respect,
and Buyer does hereby covenant and agree to hold Seller harmless from and against any and all
such claims of liability by any person or entity.
11. Prorations, Adjustment and Expenses. All taxes and community association assessments,
if any, shall not be prorated as of the Closing Date; rather, they shall be assumed by Buyer. The
fees of the Escrow Agent shall be paid one-half by Seller and one-half by Buyer. Buyer shall pay
for recording the deed and affidavit of value, if any, and any other instruments which Buyer
wishes to have recorded. All other escrow-relating charges shall be shared in accordance with
Escrow Agent's prevailing custom in Pima County, Arizona.
12. Buyer's Representatives and Warranties. Buyer warrants, represents and covenants (with
the understanding that Seller is relying on said warranties, representations and covenants) that:
12.1 Buyer has full power and authority to enter into and perform this
Agreement in accordance with its terms.
12.2 Buyer acknowledges that the consummation of this transaction shall
constitute its acknowledgment that it has independently inspected and investigated the Property
and has not exercised its right to terminate this Agreement prior to the expiration of the
Feasibility Period based upon, among other things, such inspection and investigation and its own
examination of the condition of the Real Property (including the presence or absence of any
radioactive, hazardous, petroleum-based or toxic substances) and, consequently, Seller is hereby
released from all responsibility regarding the valuation or condition of the Property. Buyer
agrees to accept the Property in its present condition "AS IS" and "WHERE IS", subject only to
the specific warranties, if any, set forth in this Agreement, and hereby waives all rights and
claims of contribution and/or indemnification against Seller and its representatives, agents,
successors and assigns.
12.3 Buyer acknowledges that no person acting on behalf of Seller is
authorized to make and, by execution of this Agreement, Buyer acknowledges that no person
acting or purporting to act on behalf of Seller has made any representation, warranty, guaranty or
promise, whether oral or written, except as set forth in this Agreement; and any agreement,
statement, representation or promise made by any such person which is not contained in this
Agreement shall not be valid or binding upon Seller.
13. Risk of Loss. Except as provided in Section 10 above, the risk of loss or damage to the
Property and all liability to third persons until the Closing shall be borne by Seller.
14. Binding Effect. The provisions of this Agreement shall inure to the benefit of, and shall
be binding upon, the respective heirs, personal representatives, successors and assigns of the
parties.
15. Attorneys' Fees. If any action is brought by either party in respect to its rights under this
Agreement, the prevailing party shall be entitled to reasonable attorneys' fees and court costs as
determined by the court.
16. Waivers. No waiver of any of the provisions of this Agreement shall constitute a waiver
of any other provision, whether or not similar, nor shall any waiver be a continuing waiver.
Except as expressly provided in this Agreement, no waiver shall be binding unless executed in
writing by the party making the waiver. Either party may waive any provision of this Agreement
intended for its benefit; provided, however, such waiver shall in no way excuse the other party
from the performance of any of its other obligations under this Agreement.
17. Time. Time is of the essence of this Agreement.
18. Further Documentation. Each party agrees in good faith to execute such further or
additional documents as may be necessary or appropriate to fully carry out the intent and purpose
of this Agreement.
19. Construction. This Agreement shall be construed according to Arizona law.
20. Headings and Counterparts. The headings of this Agreement are for purposes of
references only and shall not limit or define the meaning of any provision of this Agreement.
This Agreement may be executed in any number of counterparts, each of which shall be an
original but all of which shall constitute one and the same instrument.
21. Time Periods. Except as expressly provided for herein, the time of performance of any
obligation under this Agreement shall be deemed to expire at 5:00 p.m. (Tucson time) on the last
day of the applicable time period provided for herein. If the time for the performance of any
obligation under this Agreement expires on a Saturday, Sunday or legal holiday, the time for
performance shall be extended to the next succeeding day which is not a Saturday, Sunday or
legal holiday.
22. Default and Remedies.
22.1 In the event of default by Buyer, Seller's sole remedy shall be to cancel
this Agreement; Seller and Buyer agree that it would be impractical or extremely difficult to fix
actual damages in case of the Buyer's default; neither party shall have any further obligations to
the other under this Agreement.
22.2 In the event of default by Seller that causes Seller not to close, Buyer's
sole and mutually exclusive remedies shall be either:
22.2.1 to cancel this Agreement by written notice to Seller and Escrow
Agent, Escrow Agent shall deliver all other documents Buyer has deposited with Escrow Agent
in connection with this Agreement (in which case Buyer and Seller shall have no other rights or
further obligations under this Agreement, except as provided in Section 10); or
22.2.2 to seek specific performance of this Agreement.
23. Notices. Notices required or permitted hereunder shall be given in writing and personally
delivered or sent by registered or certified mail, return receipt requested, postage prepaid, or by a
nationally recognized overnight courier service, addressed as follows:
To Seller: Amphitheater Public Schools.
If Mailed: 701 W. Wetmore Rd.
Tucson, AZ 85705
Attention: Todd Jaeger
If Delivered: 701 W. Wetmore Rd.
Tucson, Arizona 85705
Attention: Todd Jaeger
with a copy to:
To Buyer: Town Clerk
Town of Oro Valley
11000 North La Canada Drive
Oro Valley, Arizona 85737
with a copy to: Legal Services Director
Town of Oro Valley
11000 North La Canada Drive
Oro Valley, Arizona 85737
To Escrow Agent:
or at any other address designated by Buyer, Seller or Escrow Agent, in writing, and any such
notice of communication shall be deemed to have been given as of the date of delivery, if hand-
or courier-delivered, or as of three (3) days after the date of such mailing, if mailed certified,
return receipt requested, postage prepaid. Copies of all notices or communications to Buyer or
Seller shall be hand- or courier-delivered or mailed, in the manner set forth above, to Escrow
Agent, and copies of all notices by Buyer or Seller to Escrow Agent shall be hand- or courier-
delivered or mailed, in the manner set forth above, to the other party.
24. Assignment. Buyer shall not have the right to assign its rights under this Agreement to
any person or entity without the prior written consent of Seller, which may be withheld in the
sole discretion of Seller. Any purported assignment of Buyer's interest in violation of this
provision shall constitute a substantial and material breach of this Agreement; shall be null and
void and of no force or effect; and shall vest no rights or interests in the purported assignee.
Seller shall have the right to assign its interest in this Agreement and to transfer title to the
Property before the closing.
25. Brokers Commissions and Consulting Fees. Except as set forth in a separate, written
agreement, if any, between Seller and a real estate broker or other qualified person, Seller and
Buyer represent and acknowledge to each other that no person has provided real estate brokerage
services in connection with this transaction.
26. Insured Closing Letter. At the closing, Escrow Agent shall cause its underwriter to
issue to Seller and Buyer an insured closing letter with respect to this transaction.
27. Non-Foreign Affidavit and Form 1099-B. Upon the Closing, Seller shall execute and
deliver a non-foreign affidavit and Seller shall execute documents as Escrow Agent may require
to allow Escrow Agent to prepare and file a completed Internal Revenue Service Form 1099-B,
as required by applicable law.
28. Escrow Cancellation Charges. If the escrow fails to close because of Seller's default,
Seller shall be liable for all customary escrow cancellation charges. If the escrow fails to close
because of Buyer's default, Buyer shall be liable for all customary escrow cancellation charges.
29. Merger. This Agreement, together with any exhibits which may be attached hereto,
constitutes the entire Agreement between the parties pertaining to the subject matter contained in
this Agreement. All prior and contemporaneous agreements, representations and understandings,
written or oral, are superseded by and merged in this Agreement. No supplement, modification
or amendment of this Agreement shall be binding unless in writing and executed by Buyer and
Seller.
30. Escrow Instructions. Buyer and Seller hereby employ Escrow Agent to act as their
escrow agent in connection with the purchase and sale agreed to herein on the terms set forth
herein. This Agreement shall constitute instructions to Escrow Agent. In the event the parties
shall use escrow instructions ("Escrow Instructions") provided by Escrow Agent, no provisions
of the Escrow Instructions shall excuse any performance by either party at the times provided in
this Agreement, extend the Closing Date provided for herein or provide either party hereto with
any grace period not provided in this Agreement, and any such provision in the Escrow
Instructions shall be deleted.
31. No Recordation of Agreement. Neither this Agreement nor any memorandum of this
Agreement shall be recorded, and any attempted recondition by Buyer shall constitute a default
by Buyer.
32. State of Arizona Conflict of Interest Law. This Agreement is subject to the provisions of
Arizona Revised Statutes Section 38-511 concerning conflicts of interest involving political
subdivisions of the State of Arizona, such as Buyer.
IN WITNESS WHEREOF, this Agreement is executed as of the date first above written.
SELLER:
Amphitheater Public Schools., an Arizona
corporation
Date: MIX gt,'
2016 By
_(title) // Wire,e
BUYER:
TOWN OF ORO VALLEY, an Arizona municipal
corporation
Date:Mard4 Z, 2016 By
Greg Cato , Town Manager
ATTEST:
111/1 or be
le K. Bower, Town Clerk
APPROVED AS e -I '
Tobin Si.les, Legal ervices Director
ACCEPTANCE BY ESCROW AGENT
Escrow Agent acknowledges receipt of a fully executed copy of this Agreement and all
exhibits attached hereto and agrees to comply with the terms, conditions and instructions
contained in same or otherwise given to it in accordance with the terms of this Agreement and
the exhibits attached hereto.
(escrow company)
an Arizona corporation
By
Its
Date , 2016
LIST OF EXHIBITS
Exhibit A-1 - Legal Description of Real Properties
Exhibit A-1 - Map Depiction of Real Properties
Exhibit B - Promissory Note
Exhibit C - Amphitheater Public Schools Assets Security Documents
Exhibit D - Deed of Trust
Exhibit E -
Exhibit F -
•
EXHIBIT "A-1"
Legal Description of Real Properties
e e
EXHIBIT "A-2"
Map Depiction of Real Properties