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HomeMy WebLinkAbout108-07 RESOLUTIONRESOLUTION NO. 108-07 A RESOLUTION TO APPROVE THE PURCHASE OF ABOUT 13.75 ACRES FOR A CITY PARK TO BE NAMED THE BROOKS-HUMMEL NATURE PRESERVE IN THE AMOUNT OF $495,000.00 AND TO SELL THE FAYETTEVILLE NATURAL HERITAGE ASSOCIATION A CONSERVATION EASEMENT ON THIS PROPERTY FOR $179,500.00; AND APPROVE A BUDGET ADJUSTMENT IN THE AMOUNT OF $495,000.00. WHEREAS, the Fayetteville City Council passed Resolution No. 52-07 on March 20, 2007, authorizing the Mayor to negotiate for the purchase of about 13.75 acres from the Forrest F. Brooks Revocable Trust for up to $495,000.00 if the neighbors and the Fayetteville Natural Heritage Association would purchase a conservation easement from the city for this land for $179,500.00; and WHEREAS, the Fayetteville Natural Heritage Association and adjoining neighbors have already raised $167,000.00 which can be used as the down payment for this property; and WHEREAS, Amendment 78 of the Arkansas Constitution allows a city to finance short term (five years or less) debt and the seller has agreed to carry the note and mortgage at 6% per annum for five years, compounded annually (with five equal annual payments); and WHEREAS, the seller has agreed to further convey a twelve (12) foot wide access easement from Hillcrest Avenue to this property along the north side of the Brooks' residential lot at 1602 Hillcrest Avenue. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1: That the City Council of the City of Fayetteville, Arkansas hereby approves the Real Estate Contract attached as Exhibit "A" to this Resolution and agrees to purchase the Forrest F. Brooks Revocable Trust's approximately 13.75 acres for $495,000.00 as set forth in that contract. The City Council further explicitly agrees to sell a conservation easement to the Fayetteville Natural Heritage Association on this property for $179,500.00 and to name the property the "Brooks -Hummel Nature Preserve". Page 2 Res. 108-07 Section 2: That the City Council of the City of Fayetteville, Arkansas hereby authorizes Mayor Coody to sign all documents: contracts, deeds, mortgages, notes, etc. necessary to fulfill the terms of the Real Estate Contract. Section 3: That the City Council of the City of Fayetteville, Arkansas hereby approves the attached budget adjustment in the amount of $495,000.00. �```RtitITR"'''�,, SAC>G,1Yo,' r,ii4s�` :-.6":• •\ 14Et i w 4• .•[[...1 R S 00 PASSED and APPROVED this 5th day of June, 2007. APPROVED: By: ATTEST: D N COODY, Mayor By: SONDRA E. SMITH, City Clerk/Treasurer City of Fayetteville, Arkansas Budget Adjustment Form Budget Year 2007 Department: Sales Tax Capital Improvements Division: Program: Date Requested 6/5/2007 C. 6 Brooks -Hummel Nature Preserve C10 Adjustment Number Project or Item Added/Increased: $495,000 is being requested in the Land Acquistion account for the Brooks -Hummel Land Purchase. Project or Item Deleted/Reduced: To recognize $167,000 from a donation from the Fayetteville Natural Heritage Association. To recognize $328,000 in Installment Sale Proceeds related to the five annual installments of the purchase. Justification of -this Increase: The $495,000 is for the purchase of 13.75 acres from the Forrest F. Brooks Recocable Trust Justification of this Decrease: Increase Expense Budget (Decrek\ ti Account Name Account NumbA 60 - Project Number Land acquisition 4470 9470. 580. d" $��'. �. 07027 1 Account Name Decrease Expense Budget (Increase Revenue Budget) Account Number Amount installment Sale Proceeds Donations Project Number 4470 0947. 6884 04 328,000 07027 1 4470 0947 4809 00 167,000 07027. 1 , Approval Signatures 4bui Department Director Date Date Finance & Internal Services Director Mayor Date Date Budget Office Use Only Type: A B C E Posted to General Ledger Posted to Project Accounting Entered in Category Log • Initial Date Initial Date Initial Date REAL ESTATE SALES CONTRACT 1. The City of Fayetteville, Arkansas, offers to buy, and the undersigned Trustee of the Forrest F. Brooks Revocable Trust Under Agreement Dated March 26, 2004, hereinafter also referred to as "Seller," offers to sell, subject to the terms and conditions set forth in this contract, approximately 13.75 acres, more particularly described in Exhibit "A" attached hereto and made a part hereof, hereinafter also referred to as the "Property." SEE ATTACHED EXHIBIT "A" FOR PROPERTY DESCRIPTION 2. Purchase Price: The full purchase price for the Property is Four Hundred Ninety -Five Thousand Dollars ($495,000.00). Subject to the following conditions and the approval of the Fayetteville City Council, the City of Fayetteville shall pay for the Property at closing the total cash payment of One Hundred Sixty -Seven Thousand Dollars ($167,000.00) and execute a promissory note, in the form set forth on Exhibit "B" attached hereto, to pay the remaining Three Hundred Twenty -Eight Thousand Dollars ($328,000.00) with interest at Six Percent (6.00%) per annum, in five equal payments payable annually on the first day of July, with the first installment due and payable on July 1, 2008, and the last installment becoming due and payable on July 1, 2012. 3. Conveyance will be made to the City of Fayetteville by Trustee's Warranty Deed, reflecting on its face a vendor's lien, in the form set forth on Exhibit "C" attached hereto, except it shall be subject to recorded instruments and easements, if any, which do not materially affect the value of the Property. Such conveyance shall include mineral rights owned by Seller. 4. Seller shall furnish a policy of title insurance in the amount of the purchase price from a title insurance company selected by the City of Fayetteville, the cost of which shall be divided equally between Seller and the City of Fayetteville. 5. Seller will provide any survey it currently has to the City of Fayetteville. However, Seller shall not be required to have a survey performed for the City of Fayetteville. Seller agrees to allow the City of Fayetteville, if the City of Fayetteville so desires, at the City's expense, to survey the Property. Seller may cure any title problems which result from any differences between the recorded legal descriptions of the Property and the survey description. Said title problems, if any, must be resolved prior to closing to the satisfaction of the City of Fayetteville; provided, however, Seller may unilaterally rescind this contract if, in Seller's sole discretion, the title problems are too expensive to resolve. 6. Taxes and special assessments due on or before closing shall be paid by Seller. General taxes, ad valorem taxes, and special assessments shall be prorated as of closing. 1 7. The closing of the transaction contemplated by the undersigned parties to this contract shall occur on or before June 29, 2007, unless both parties agree in writing to extend the closing date or the contract is rescinded by either party hereto. 8. Possession of the Property shall be delivered to the City of Fayetteville on the date of closing. 9. Seller hereby grants permission for the City of Fayetteville or its designates to enter the Property and improvements for the purpose of inspection and/or surveying. 10. Risk of loss or damage to the Property by fire or other casualty occurring up to the time of closing is assumed by Seller; provided, however, if Seller sustains any material damage to the Property which adversely affects the value of the Property, either party may unilaterally rescind this contract. 11. To the best of Seller's knowledge, there are currently no environmental hazards on the Property which materially affect the value of the Property. Seller shall sell and convey the Property "AS IS" to the City of Fayetteville. At any time before Closing, the City of Fayetteville or its agents may enter the Property in order to conduct one or more environmental surveys of the Property. If any environmental hazard is discovered, Seller may either cure such environmental hazard at Seller's expense or either party may unilaterally rescind this contract. 12. The City of Fayetteville agrees to name the Property the "Brooks -Hummel Nature Reserve." 13. The City of Fayetteville agrees to convey a conservation easement on the Property to the Fayetteville Natural Heritage Association, Inc. for $179,500.00. This conservation easement shall be substantially in the same form as the one proposed for Mount Sequoyah Woods. 14. The City of Fayetteville shall receive full credit against the cash due at closing ($167,000.00) and final purchase price ($495,000.00) of the $8,000.00 paid by the neighbors or Fayetteville Natural Heritage Association as earnest money or for an option to purchase. 15. Seller agrees to convey a permanent access easement twelve (12) feet in width connecting this Property to Hillcrest Avenue along the north side of Seller's residential lot situated at 1602 Hillcrest Avenue, Fayetteville, Arkansas. 16. This agreement shall be governed by the laws of the State of Arkansas.. 17. This agreement, when executed by both Seller and the City of Fayetteville shall contain the entire understanding and agreement of the parties with respect to the matters referred to herein and shall supersede all price or contemporaneous agreements, representations and understanding with respect to such matters, and no oral representations or statements shall be considered a part hereof. CITY OF FAYETTEVILLE A Municipal Corporation By: AN COODY Mayor Date: (Vhie Date: 4/7/87 „„,,,,,211/FN ��,•1Y o,c`•G� "1.1' • FAYETTEVILLE; ( ti 1 ti N. •Gp `��iVG 7 ON,++•++ FORREST F. BROOKS REVOCABLE TRUST UNDER AGREEMENT DATED MARCH 26, 2004 By: Date: Betty Hu el, Trustee Agent or Witness: 3 Date: State of Arkansas )ss. County of Washington ACKNOWLEDGMENT Before me, a duly commissioned and acting Notary Public in and for said State and County, on this date personally appeared Betty Hummel, who stated that she is the sole Trustee of the Forrest F. Brooks Revocable Trust Under Agreement Dated March 26, 2004, and was duly authorized in that capacity to so execute and seal the foregoing Real Estate Contract for and in the name and on behalf of said Trust for the consideration and purposes therein mentioned and set forth. In witness thereof, I have hereunto set my hand and seal this June 2007. My Commission Expires: ARY PUBLIC ACKNOWLEDGMENT STATE OF ARKANSAS COUNTY OF WASHINGTON BE IT REMEMBERED, that on this date, before the undersigned, a duly commissioned and acting Notary Public within and for said County and State, personally appeared to me well known as the person who executed the foregoing document, and who stated and acknowledged that they are the Agent or Witness of Seller and are duly authorized in their respective capacities to execute the foregoing instrument for and in the name and behalf of said trust, and further stated and acknowledged that they had so signed, executed and delivered said instrument for the consideration, uses and purposes therein mentioned and set forth. WITNESS my hand and seal on this day of June, 2007. Notary Public My Commission Expires: ACKNOWLEDGMENT STATE OF ARKANSAS COUNTY OF WASHINGTON BE IT REMEMBERED, that on this date, before the undersigned, a duly commissioned and acting Notary Public within and for said County and State, personally appeared Dan Coody and Sondra Smith, to me well known as the persons who executed the foregoing document, and who stated and acknowledged that they are the Mayor and City Clerk of the City of Fayetteville, Arkansas, a municipal corporation, and are duly authorized in their respective capacities to execute the foregoing instrument for and in the name and behalf of said municipal corporation, and further stated and acknowledged that they had so signed, executed and delivered said instrument for the consideration, uses and purposes therein mentioned and set forth. WITNESS my hand and seal on this My Commisslon Expires: day of June, 2007. EXHIBIT "A" LEGAL DESCRIPTION OF PROPERTY A PART OF THE NE14 OF THE NW14 OF SECTION 10, TOWNSHIP 16 NORTH, RANGE 30 WEST, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SOUTHWEST CORNER OF SAID FORTY ACRE TRACT FOR THE POINT OF BEGINNING AND RUN THENCE N0°32' 15"W ALONG THE WEST LINE OF SAID FORTY 851.78 FEET; THENCE N89°0' 19"E 483.79 FEET TO A FOUND STONE; THENCE N0°24'15"W 139.45 FEET TO A FOUND IRON PIN; THENCE N89°30'24"E 263.98 FEET TO A FOUND IRON PIN; THENCE S0°55'55"E 376.00 FEET; THENCE S0°22'51"E 609.85 FEET TO THE SOUTH LINE OF SAID FORTY; THENCE S88°37'27"W ALONG SAID SOUTH LINE 626.45 FEET TO THE POINT OF BEGINNING AND CONTAINING 13.75 ACRES, MORE OR LESS, WASHINGTON COUNTY, ARKANSAS. SUBJECT TO A SEWER LINE EASEMENT TO THE CITY OF FAYETTEVILLE WATER AND SEWER DEPT. AND ANY OTHER RIGHT OF WAYS AND\OR EASEMENTS OF RECORD. (This is not scrivener's legal description) 6 111111111111111111111111111111 111111111 llll llll Doc ID: 011305240003 Type REL Recorded: 06/29/2007 at 11:57:07 AM Fee Amt: $14.00 Paae 1 of 3 Washington County. AR Bette Stamps Circuit Clerk Fi1e2007-00024964 TRUSTEE'S DEED WITH VENDOR'S LIEN KNOW ALL MEN BY THESE PRESENTS: That I, Betty Hummel as Successor Trustee of the Forrest F. Brooks Revocable Trust Under Agreement Dated March 26, 2004, hereinafter referred to as "Grantor," in exchange for the sum of One Dollar ($1.00) and other good and valuable consideration in hand paid by the City of Fayetteville, Arkansas, hereinafter called "Grantee," of which amount the balance of Three Hundred Twenty -Eight Thousand Dollars ($328,000.00) shall be paid by Grantee as set forth below, and a Vendor's Lien to secure the same is hereby expressly retained on the real property hereinafter described, do hereby GRANT, BARGAIN, SELL and CONVEY unto said -3 Grantee, and said Grantee's successors and assigns, the following described real property Ss situate in the Washington County, Arkansas, to -wit: LEGAL DESCRIPTION FOR THIS INSTRUMENT IS AS SET FORTH WORD FOR WORD ON EXHIBIT "A" ATTACHED HERETO AND INCORPORATED HEREIN BY REFERENCE (This is not scrivener's legal description) 3 To have and to hold the said land and appurtenances thereunto belonging unto the said Grantee, and Grantee's successors and assigns, forever, subject to the Vendor's Lien expressly retained herein to secure payment of the balance of the purchase price. And I, said Grantor, hereby covenant with Grantee that I am lawfully seized of said land, that the same is unencumbered except for the Vendor's Lien reserved herein and other easements and encumbrances of record, and warrant that I will forever defend the title to the said land against any and all legal claims whatsoever. As stated hereinabove, the conveyance of the above-described real property is expressly subject to a Vendor's Lien in favor of Grantor, and Grantor's successors and assigns, which Grantee is bound and obligated to satisfy in full before said lien will be released. The Vendor's Lien shall secure payment to Grantor, and Grantor's successors and assigns, pursuant to one purchase money promissory note executed on even date herewith, the terms of which are as follows: Grantee shall pay Grantor -the sum of Three Hundred Twenty -Eight Thousand Dollars ($328,000.00) plus interest accruing at the rate of Six Percent (6.00%) per annum, in five equal annual payments, on the first day of July, the first becoming due and payable on July 1, 2008, and the last payment becoming due and payable on July 1, 2012. If Grantee breaches any obligation under the said purchase money promissory note, Grantor shall have the right to declare the entire unpaid principal balance, plus all interest accrued thereon, due and payable at once and to enforce the payment thereof. The conveyance of the above-described real property shall not become absolute until the purchase money promissory note and all interest accrued thereon, and any and all other amounts due to Grantor or to the legal holder of the note as herein provided, shall have been fully paid off and discharged. It is further understood and L c►-o gggq-Gad agreed that all rights and privileges hereby granted to, or reserved by, Grantor shall inure to the benefit of, and may be exercised by, Grantor's heirs, successors and assigns, or by any legal holder of the purchase money promissory note. WITNESS my hand and seal on this June? , 2007. This instrument prepared by: LUSHBAUGH LAW FIRM, LTD. 418 W. Meadow Street Fayetteville, AR 72702 479-521-2323 ACKNOWLEDGMENT State of Arkansas ) )ss. County of Washington } Before me, a duly commissioned and acting Notary Public in and for said State and County, on this date personally appeared Betty Hummel, who stated that she is the sole Trustee of the Forrest F. Brooks Revocable Trust Under Agreement Dated March 26, 2004, and was duly authorized in that capacity to so execute and seal the foregoing instrument for and in the name and on behalf of said Trust for the consideration and purposes therein mentioned and set forth. In witness thereof, I have hereunto set my hand and seal this Juneo?q. 2007. My Commission Expires: 7/0W/A OFFICIAL SEAL ELEP ;':'-OR E. PARIZEK NOTARY I LIBLIC . ARKANSAS WASH:. :3'TON COUNTY EXHIBIT "A" LEGAL DESCRIPTION A PART OF THE NE 1/4 OF THE NW 1/4 OF SECTION 10, TOWNSHIP 16 NORTH, RANGE 30 WEST, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SOUTHWEST CORNER OF SAID FORTY ACRE TRACT FOR THE POINT OF BEGINNING AND RUN THENCE N 0°32'15" W ALONG THE WEST LINE OF SAID FORTY 851.78 FEET; THENCE N 89°0'19" E 483.79 FEET TO A FOUND STONE; THENCE N 0°24'15" W 139.45 FEET TO A FOUND IRON PIN; THENCE N 89°3024" E 263.98 FEET TO A FOUND IRON PIN; THENCE S 0°55'55" E 376.00 FEET; THENCE S 89°32'32" W 122.64 FEET; THENCE 5 0°22'51" E 609.85 FEET TO THE SOUTH LINE OF SAID FORTY; THENCE S 88°3727" W ALONG SAID SOUTH LINE 626.45 FEET TO THE POINT OF BEGINNING AND CONTAINING 13.75 ACRES, MORE OR LESS, WASHINGTON COUNTY, ARKANSAS. SUBJECT TO A SEWER LINE EASEMENT TO THE CITY OF FAYETTEVILLE WATER AND SEWER DEPT. AND ANY OTHER RIGHT OF WAYS AND\OR EASEMENTS OF RECORD. AND ALSO A TWELVE (12) FEET WIDE EASEMENT, FOR THE PURPOSES OF INGRESS AND EGRESS FOR THE ABOVE-DESCRIBED REAL PROPERTY, ALONG THE NORTH BOUNDARY LINE OF THE FOLLOWING DESCRIBED REAL PROPERTY: A PART OF THE NW14 OF THE NW14 OF SECTION 10, TOWNSHIP 16 NORTH, RANGE 30 WEST, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE NORTHEAST CORNER OF SAID FORTY ACRE TRACT; THENCE 50232'15"E 470.25 FEET TO THE POINT OF BEGINNING AND RUN THENCE S0232'15"E 189.75 FEET; THENCE S89210'39"W 154.47 FEET; THENCE N0232'15"W 189.75 FEET; THENCE N89210'39"E 154.47 FEET TO THE POINT OF BEGINNING AND CONTAINING 0.67 ACRES, MORE OR LESS, WASHINGTON COUNTY, ARKANSAS. SUBJECT TO THE RIGHT OF WAY OF HILLCREST AVENUE ALONG THE WEST SIDE AND ANY OTHER RIGHT OF WAYS ANDIOR EASEMENTS OF RECORD. (This is not scrivener's Legal description) Zl L -06l 6 9 Lwo j o. fz6/L610O uoi}eioossy afll1 pue} ueouawy N °i b. cD b O 3 �. N Q._._ m. 5. •- CD rn o ci m o 0 o c m w, , 0 x m 0 `F" l3j P, = b .� 7c" * N O_ fV N -4 Q -1= CD O p1 (D d3 o m o co • o Ccs, 0 s•0 0 uc r D go m en a m v> a "3mv c oQ mi3 Eo 3 A `•C = - b 3 O NCD (D (D @ CD p O <7 p d d b - to p _' CD O O -Q C �i n3 Ct O �, C7 co Q1 _F:3C O CD (D fn g. 'p C 0 'O O 4 o Q .<• ..a...: CD (fl CD o CD N 01 0 Co n N ( 'O_ Gci) C• D O y O - O Cn Q n= cr a ni N = [D A s- C) N (0 = (i> O O N 43 2h • o cu (D 7c (D (D `C N 'noA )INVHI OWNER'S POLICY OF TITLE INSURANCE Issued by Lawyers Title Insurance Corporation awyers Title Lawyers Title Insurance Corporation is a member of the LandAmerica family of title insurance underwriters. POLICY NUMBER A75 -Z117716 SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS AND STIPULATIONS, LAWYERS TITLE INSURANCE COPORATION, a Virginia corporation, herein called the Company, insures, as of Date of Policy shown in Schedule A, against loss or damage, not exceeding the Amount of Insurance stated in Schedule A, sustained or incurred by the insured by reason of: 1. Title to the estate or interest described in Schedule A being vested other than as stated therein; 2. Any defect in or lien or encumbrance an the title; 3. Unmarketability of the title; 4. Lack of a right of access to and from the land. The Company will also pay the costs, attorneys' fees and expense's incurred in defense of the title, as insured, but only to the extent provided in the Conditions and Stipulations. IN WITNESS WHEREOF, LAWYERS TITLE INSURANCE CORPORATION has caused its corporate name and seal to be hereunto affixed by its duly authorized officers, the Policy to become valid when countersigned by an authorized officer or agent of the Company. Attest: Secretary LAWYERS TITLE INSURANCE CORPORATION By: eA EXCLUSIONS FROM COVERAGE President The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1. (a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (I) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge. 3. Defects, liens, encumbrances, adverse claims or other matters: . (a) created, suffered, assumed or agreed to by the insured claimant; (b) not known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resulting in no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy; or (e) resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the estate or interest insured by this policy. 4. Any claim, which arises out of the transaction vesting in the insured the estate or interest insured by this policy, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that is based on: (a) the transaction creating the estate or interest insured by this policy being deemed a fraudulent conveyance or fraudulent transfer; or (b) the transaction creating the estate or interest insured by this policy being deemed a preferential transfer except where the preferential transfer results from the failure: (i) to timely record the instrument of transfer; or (ii) of such recordation to impart notice to a purchaser for value or a judgment or lien creditor. NM 1 PA 10 ALTA Owner's Policy (10/17/92) Form 1190-74Z ORIGINAL Valid only if Schedules A and B are attached. AGENT CASE NO. - 07-028994-500 DATE OF POLICY - JUNE 29, 2007, AT 11:57AM AMOUNT OF INSURANCE - $495,000.00 SCHEDULE A 1. Name of Insured: City of Fayetteville, Arkansas 2. The estate or interest in the land described herein and which is covered by this policy is: OWNER'S POLICY POLICY NO. - A75 -Z117716 Fee Simple 3. The estate or interest referred to herein is at Date of Policy of record in the insured: City of Fayetteville, Arkansas 4. The land referred to in the policy is situated in the County of Washington„ State of Arkansas and described as follows: A part of the NE 1/4 of the NW 1/4 of Section 10, Township 16 North, Range 30 West, being more particularly described as follows: Commence at the Southwest corner of said Forty acre tract for the point of beginning and run thence N 0°32'15" W along the West line of said Forty 851.78 feet; thence N 89°0'19" E 483.79 feet to a found stone; thence N 0°24'15" W 139.45 feet to a found iron pin; thence N 89°30'24" E 263.98 feet to a found iron pin; thence S 0°55'55" E 376.00 feet; thence S 89°32'32" W 122.64 feet; thence S 0°22'51" E 609.85 feet to the South line of said Forty; thence S 88°37'27" W along said South line 626.45 feet to the point of beginning and containing 13.75 acres, more or Tess, Washington County, Arkansas. Subject to a sewer line easement to the City of Fayetteville Water and Sewer Dept. and any other rights-of-way and/or easements of record. LAWYERS TITLE INSURANCE CORPORATION This policy is invalid unless the cover sheet, Schedule A and Schedule B are attached. LENDERS TITLE COMPANY 1046 STEARNS ROAD FAYETTEVILLE, AR 72703 Arkansas License No. IA -82 By v Authorize ignatory e20-077 Title Agent's License: SA82-82 SCHEDULE B AGENT'S CASE NO. - 07-028994-500 This policy does not insure against loss or damage by reason of the following: GENERAL EXCEPTIONS: OWNER'S POLICY POLICY NO. - A75 -Z117716 (1) Rights or claims of parties in possession not shown by the public records. (2) Easements, or claims of easements, not shown by the public records. (3) Encroachments, overlaps, boundary line disputes, or other matters which would be disclosed by an accurate survey or inspection of the premises. (4) Any lien, or right to a lien, for services, labor, or material heretofore or hereafter furnished, imposed by law and not shown by the public records. SPECIAL EXCEPTIONS: 1. Loss arising from any Oil, Gas or Mineral interests, conveyed, retained, assigned or any activity on or damage to the insured land caused by the exercise of sub -surface rights or ownership, including but not limited to the right of ingress and egress for said sub -surface purposes. 2. Taxes and assessments for the year(s) 2007 and thereafter, which are not yet due and payable, plus any penalties and interest which may accrue. 3. Any inaccuracy in the area, square footage, or acreage of land described in Schedule A. The Company does not insure the area, square footage, or acreage of the land. 4. Right of Way/Easement in favor of the City of Fayetteville, Arkansas, and recorded in Book 510 at page 435, in Washington County, Arkansas. 5. Right of Way/Easement in favor of the City of Fayetteville, Arkansas, and recorded in Book 533 at page 95, in Washington County, Arkansas. 6. Right of Way/Easement in favor of the City of Fayetteville, Arkansas, and recorded in Book 533 at page 368, in Washington County, Arkansas. 7. Any rights, easements, interests or claims which may exist by reason of or reflected by survey dated January 8, 2006, corrected June 25, 2007, by Gore Engineering & Land Surveying. 8. Terms and conditions of that certain Vendor's Lien by and between Betty Hummel as Successor Trustee of the Forrest F. Brooks Revocable Trust Under Agreement Dated March 26, 2004 ("Seller") and the City of Fayetteville Arkansas ("Buyer") dated June 29, 2007 and filed in the records of Washington County, Arkansas, on June 29, 2007 as Instrument No. 2007-00024964, creating the estate or interest -hereby insured. 9. This policy does not insure or guarantee performance by the Seller, his/her/their/its heirs, successors, and/or assigns under the terms of the aforementioned Vendor's Lien. LAWYERS TITLE INSURANCE CORPORATION CONDITIONS AND 1. DEFINITION OF TERMS. The following terms when used in this policy mean: (a) "insured": the insured named in Schedule A, and, subject to any rights or defenses the Company would have had against the named insured, those who succeed to the interest of the named insured by operation of law as distinguished from purchase including, but not limited to, heirs, distributees, devisees, survivors, personal representatives, next of kin, or corporate or fiduciary successors. (b) "insured claimant": an insured claiming loss or damage. (c) "knowledge" or "known": actual knowledge, not constructive knowledge or notice which may be imputed to an insured by reason of the public records as defined in this policy or any other records which impart constructive notice of matters affecting the land. (d) "land": the land described or referred to in Schedule A, and improvements affixed thereto which by law constitute real property. The term "land" does not include any property beyond the Tines of the area described or referred to in Schedule A, nor any right, title, interest, estate or easement in abutting streets, roads, avenues, alleys, lanes, ways or waterways, but nothing herein shall modify or limit the extent to which a right of access to and from the land is insured by this policy. (e) "mortgage": mortgage, deed of trust, trust deed, or other security instrument. (1) "public records": records established under state statutes at Date of Policy for the purpose of imparting constructive notice of matters relating to real property to purchasers for value and without knowledge. With respect to Section 1(a)(iv) of the Exclusions From Coverage, "public records" shall also include environmental protection liens filed in the records of the clerk of the United States district court for the district in which the land is located. (g) "unmarketability of the title": an alleged or apparent matter affecting the title to the land, not excluded or excepted from coverage, which would entitle a purchaser of the estate or interest described in Schedule A to be released from the obligation to purchase by virtue of a contractual condition requiring the delivery of marketable title. 2. CONTINUATION OF INSURANCE AFTER CONVEYANCE OF TITLE. The coverage of this policy shall continue in force as of Date of Policy in favor of an insured only so long as the insured retains an estate or interest in the land, or holds an indebtedness secured by a purchase money mortgage given by a purchaser from the insured, or only so long as the insured shall have liability by reason of covenants of warranty made by the insured in any transfer or conveyance of the estate or interest. This policy shall not continue in force in favor of any purchaser from the insured of either (i) an estate or interest in the land, or (ii) an indebtedness secured by a purchase money mortgage given to the insured. 3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT. The insured shall notify the Company promptly in writing (i) in case of any litigation as set forth in Section 4(a) below, (ii) in case knowledge shall come to an insured hereunder of any claim of title or interest which is adverse to the title to the estate or interest, as insured, and which might cause loss or damage for which the Company may be liable by virtue of this policy, or (iii) if title to the estate or interest, as insured, is rejected as unmarketable. If prompt notice shall not be given to the Company, then as to the insured all liability of the Company shall terminate with regard to the matter or matters for which prompt notice is required; provided, however, that failure to notify the Company shall in no case prejudice the rights of any insured under this policy unless the Company shall be prejudiced by the failure and then only to the extent of the prejudice. 4. DEFENSE AND PROSECUTION OF ACTIONS; DUTY OF INSURED CLAIMANT TO COOPERATE. (a) Upon written request by the insured and subject to the options contained in Section 6 of these Conditions and Stipulations, the Company, at its own cost and without unreasonable delay, shall provide for the defense of an insured in litigation in which any third party asserts a claim adverse to the title or interest as insured, but only as to those stated causes of action alleging a defect, lien or encumbrance or other matter insured against by this policy. The Company shall have the right to select counsel of its choice (subject to the right of the insured to object for reasonable cause) to represent the insured as to those stated causes of action and shall not be liable for and will not pay the fees of any other counsel. The Company will not pay any fees, costs or expenses incurred by the insured in the defense of those causes of action which allege matters not insured by this policy. (b) The Company shall have the right, at its own cost, to institute and prosecute any action or proceeding or to do any other act which in its opinion may be necessary or desirable to establish the title to the estate or interest, as insured, or to prevent or reduce loss or damage to the insured. The Company may take any appropriate action under the terms of this policy, whether or not it shall be liable hereunder, and shall not thereby concede liability or waive any provision of this policy. If the Company shall exercise its rights under this paragraph, it shall do so diligently. (c) Whenever the Company shall have brought an action or interposed a defense as required or permitted by the provisions of this policy, the Company may pursue any litigation to final determination by a court of competent jurisdiction STIPULATIONS and expressly reserves the right, in its sole discretion, to appeal from any adverse judgment or order. (d) In all cases where this policy permits or requires the Company to prosecute or provide for the defense of any action or proceeding, the insured shall secure to the Company the right to so prosecute or provide defense in the action or proceeding, and all appeals therein, and permit the Company to use, at its option, the name of the insured for this purpose. Whenever requested by the Company, the insured, at the Company's expense, shall give the Company all reasonable aid (i) in any action or proceeding, securing evidence, obtaining witnesses, prosecuting or defending the action or proceeding, or effecting settlement, and (il) in any other lawful act which in the opinion of the Company may be necessary or desirable to establish the title to the estate or interest as insured. If the Company is prejudiced by the failure of the insured to furnish the required cooperation, the Company's obligations to the insured under the policy shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation, with regard to the matter or matters requiring such cooperation. 5. PROOF OF LOSS OR DAMAGE. In addition to and after the notices required under Section 3 of these Conditions and Stipulations have been provided the Company, a proof of loss or damage signed and sworn to by the insured claimant shall be furnished to the Company within 90 days after the insured claimant shall ascertain the facts giving rise to the loss or damage. The proof of loss or damage shall describe the defect in, or lien or encumbrance on the title, or other matter insured against by this policy which constitutes the basis of loss or damage and shall state, to the extent possible, the basis of calculating the amount of the loss or damage. If the Company is prejudiced by the failure of the insured claimant to provide the required proof of loss or damage, the Company's obligations to the insured under the policy shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation, with regard to the matter or matters requiring such proof of loss or damage. In addition, the insured claimant may reasonably be required to submit to examination under oath by any authorized representative of the Company and shall produce for examination, inspection and copying, at such reasonable times and places as may be designated by any authorized representative of the Company, all records, books, ledgers, checks, correspondence and memoranda, whether bearing a date before or after Date of Policy, which reasonably pertain to the loss or damage. Further, if requested by any authorized representative of the Company, the insured claimant shall grant its permission, in writing, for any authorized representative of the Company to examine, inspect and copy all records, books, ledgers, checks, correspondence and memoranda in the custody or control of a third party, which reasonably pertain to the loss or damage. All information designated as confidential by the insured claimant provided to the Company pursuant to this Section shall not be disclosed to others unless, in the reasonable judgment of the Company, it is necessary in the administration of the claim. Failure of the insured claimant to submit for examination under oath, produce other reasonably requested information or grant permission to secure reasonably necessary information from third parties as required in this paragraph shall terminate any liability of the Company under this policy as to that claim. 6. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS;TERMINATION OF LIABILITY. In case of a claim under this policy, the Company shall have the following additional options: (a) To Pay or Tender Payment of the Amount of Insurance. To pay or tender payment of the amount of insurance under this policy together with any costs, attorneys' fees and expenses incurred by the insured claimant, which were authorized by the Company, up to the time of payment or tender of payment and which the Company is obligated to pay. Upon the exercise by the Company of this option, all liability and obligations to the insured under this policy, other than to make the payment required, shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation, and the policy shall be surrendered to the Company for cancellation. (b) To Pay or Otherwise Settle With Parties Other than the Insured or With the Insured Claimant. (i) to pay or otherwise settle with other parties for or in the name of an insured claimant any claim insured against under this policy, together with any costs, attorneys' fees and expenses incurred by the insured claimant which were authorized by the Company up to the time of payment and which the Company is obligated to pay; or (ii) to pay or otherwise settle with the insured claimant the loss or damage provided for under this policy, together with any costs, attorneys' fees and expenses incurred by the insured claimant which were authorized by the Company up to the time of payment and which the Company is obligated to pay. Upon the exercise by the Company of either of the options provided for in paragraphs (b)(i) or (ii), the Company's obligations to the insured under this policy for the claimed loss or damage, other than the payments required to be made, shall terminate, including any liability or obligation to defend, prosecute or continue any litigation. CONDITIONS AND STIPULATIONS (Continued) 7. DETERMINATION, EXTENT OF LIABILITY AND COINSURANCE. This policy is a contract of indemnity against actual monetary loss or damage sustained or incurred by the insured claimant who has suffered loss or damage by reason of matters insured against by this policy and only to the extent herein described. (a) The liability of the Company under this policy shall not exceed the least of: (i) the Amount of Insurance stated in Schedule A; or, (ii) the difference between the value of the insured estate or interest as insured and the value of the insured estate or interest subject to the defect, lien or encumbrance insured against by this policy. (b) In the event the Amount of Insurance stated in Schedule A at the Date of Policy is less than 80 percent of the value of the insured estate or interest or the full consideration paid for the land, whichever is less, or if subsequent to the Date of Policy an improvement is erected on the land which increases the value of the insured estate or interest by at least 20 percent over the Amount of Insurance stated in Schedule A, then this Policy is subject to the following: (1) where no subsequent improvement has been made, as to any partial loss, the Company shall only pay the loss pro rata in the proportion that the amount of insurance at Date of Policy bears to the total value of the insured estate or interest at Date of Policy; or (ii) where a subsequent improvement has been made, as to any partial loss, the Company shall only pay the loss pro rata in the proportion that 120 percent of the Amount of Insurance stated in Schedule -A bears to the sum of the -Amount of Insurance stated in Schedule A and the amount expended for the improvement. The provisions of this paragraph shall not apply to costs, attorneys' fees and expenses for which the Company is liable under this policy, and shall only apply to that portion of any loss which exceeds, in the aggregate, 10 percent of the Amount of Insurance stated in Schedule A. (c) The Company will pay only those costs, attorneys' fees and expenses incurred in accordance with Section 4 of these Conditions and Stipulations. 8. APPORTIONMENT. If the land described in Schedule A consists of two or more parcels which are not used as a single site, and a loss is established affecting one or more of the parcels but not all, the loss shall be computed and settled on a pro rata basis as if the amount of insurance under this policy was divided pro rata as to the value on Date of Policy of each separate parcel to the whole, exclusive of any improvements made subsequent to Date of Policy, unless a liability or value has otherwise been agreed upon as to each parcel by the Company and the insured at the time of the issuance of this policy and shown by an express statement or by an endorsement attached to this policy. 9. LIMITATION OF LIABILITY. (a) If the Company establishes the title, or removes the alleged defect, lien or encumbrance, or cures the lack of a right of access to or from the land, or cures the claim of unmarketability of title, all as insured, in a reasonably diligent manner by any method, including litigation and the completion of any appeals therefrom, it shall have fully performed its obligations with respect to that matter and shall not be liable for any loss or damage caused thereby. (b) In the event of any litigation, including litigation by the Company or with the Company's consent, the Company shall have no liability for loss or damage until there has been a final determination by a court of competent jurisdiction. and disposition of all appeals therefrom, adverse to the title as insured. (c) The Company shall not be liable for loss or damage to any insured for liability voluntarily assumed by the insured in settling any claim or suit without the prior written consent of the Company. 10. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF LIABILITY. All payments under this policy, except payments made for costs, attorneys' fees and expenses, shall reduce the amount of the insurance pro tanto. 11. LIABILITY NONCUMULATIVE. It is expressly understood that the amount of insurance under this policy shall be reduced by any amount the Company may pay under any policy insuring a mortgage to which exception is taken in Schedule B or to which the insured has agreed, assumed, or taken subject, or which is hereafter executed by an insured and which is a charge or lien on the estate or interest described or referred to in Schedule A, and the amount so paid shall be deemed a payment under this policy to the insured owner. 12. PAYMENT OF LOSS. (a) No payment shall be made without producing this policy for endorsement of the payment unless the policy has been lost or destroyed, in which case proof of loss or destruction shall be furnished to the satisfaction of the Company. (b) When liability and the extent of loss or damage has been definitely fixed in accordance with these Conditions and Stipulations, the loss or damage shall be payable within 30 days thereafter. 13. SUBROGATION UPON PAYMENT OR SETTLEMENT. (a) The Company's Right of Subrogation. Whenever the Company shall have settled and paid a claim under this policy, all right of subrogation shall vest in the Company unaffected by any act of the insured claimant. The Company shall be subrogated to and be entitled to all rights and remedies which the insured claimant would have had against any person or property in respect to the claim had this policy not been issued. if requested by the Company, the insured claimant shall transfer to the Company all rights and remedies against any person or property necessary in order to perfect this right of subrogation. The insured claimant shall permit the Company to sue, compromise or settle in the name of the insured claimant and to use the name of the insured claimant in any transaction or litigation involving these rights or remedies. If a payment on account of a claim does not fully cover the loss of the insured claimant, the Company shall be subrogated to these rights and remedies in the proportion which the Company's payment bears to the whole amount of the loss. If loss should result from any act of the insured claimant, as stated above, that act shall not void this policy, but the Company, in that event, shall be required to pay only that part of any losses insured against by this policy which shall exceed the amount, if any, lost to the Company by reason of the impairment by the insured claimant of the Company's right of subrogation. (b) The Company's Rights Against Non-insured Obligors. The Company's right of subrogation against non-insured obligors shall exist and shall include, without limitation, the rights of the insured to indemnities, guaranties, other policies of insurance or bonds, notwithstanding any terms or conditions contained in those instruments which provide for subrogation rights by reason of this policy. 14. ARBITRATION. Unless prohibited by applicable law, either the Company or the insured may demand arbitration pursuant to the Title Insurance Arbitration Rules of the American Arbitration Association. Arbitrable matters may include, but are not limited to, any controversy or claim between the Company and the insured arising out of or relating to this policy, any service of the Company in connection with its issuance or the breach of a policy provision or other obligation. All arbitrable matters when the Amount of insurance is $1,000,000 or less shall be arbitrated at the option of either the Company or the insured. All arbitrable matters when the Amount of insurance is in excess of $1,000,000 shall be arbitrated only when agreed to by both the Company and the insured. Arbitration pursuant to this policy and under the Rules in effect on the date the demand for arbitration is made or, at the option of the insured, the Rules in effect at Date of Policy shall be binding upon the parties. The award may include attorneys' fees only if the laws of the state in which the land is located permit a court to award attorneys' fees to a prevailing party. Judgment upon the award rendered by the Arbitrator(s) may be entered in any court having jurisdiction thereof. The law of the situs of the land shall apply to an arbitration under the Title Insurance Arbitration Rules. A copy of the Rules may be obtained from the Company upon request. 15. LIABILITY LIMITED TO THIS POLICY; POLICY ENTIRE CONTRACT. (a) This policy together with all endorsements, if any, attached hereto by the Company is the entire policy and contract between the insured and the Company. In interpreting any provision of this policy, this policy shall be construed as a whole. (b) Any claim of loss or damage, whether or not based on negligence, and which arises out of the status of the title to the estate or interest covered hereby -or by any action asserting such claim, shall be restricted to this policy. (c) No amendment of or endorsement to this policy can be made except by a writing endorsed hereon or attached hereto signed by either the President, a Vice President, the Secretary, an Assistant Secretary, or validating officer or authorized signatory of the Company. 16. SEVERABILITY. In the event any provision of the policy is held invalid or unenforceable under applicable law, the policy shall be deemed not to include that provision and all other provisions shall remain in full force and effect. 17. NOTICES, WHERE SENT. All notices required to be given the Company and any statement in writing required to be furnished the Company shall include the number of this policy and shall be addressed to: Consumer Affairs Department, P.O. Box 27567, Richmond, Virginia 23261-7567. LENDERS TITLE COM PANY PRIVACY POLICY NOTICE Dear Lenders Title Company Client: AUG 03 2007 CITL" OF FAYE -7 tiViLLE MAYOR'S OFFICE The Financial Services Modernization Act recently enacted by Congress has brought many changes to the financial services industry, which includes title companies. One of the changes is that we are now required to explain to our customers the ways in which we collect and use customer information. The statement on the attached letter is the privacy policy of Lenders Title Company. Protecting your information has always been a part of our business philosophy. We will continue to protect the privacy, accuracy, and security of customer information given to us. No response to this notice is required, but if you have questions, please write to us at: l.tc - Privacy Policy.rtf Lenders Title Company 8114 Cantrell Road, Suite 250 Little Rock, Arkansas 72227 1 of 4 LENDERS TITLE COMPANY PRIVACY POLICY What kinds of information we collect. Lenders Title Company's primary business is a title insurance, closing, and escrow provider. We collect information about you (for instance, your name, address, telephone number) and information about your transaction including the identity of the real property that you are buying, selling, or financing. We obtain a copy of any deeds, notes, or mortgages that are involved in the transaction. We may get this information from you, the lender, attorney, or real estate broker that you have chosen. Our title insurance company then obtains information from the public records about the property so that we can prepare a title insurance policy and/or settlement statement, When we provide closing, escrow, title, or settlement services, we may obtain your social security number and receive additional information from third parties including appraisals, credit reports, land surveys, escrow account balances, loan payoffs, and sometimes bank account numbers to facilitate the transaction. If you are concerned about the information we have collected, please write to us. How we use this information. The company giving or specifically adopting this notice does not share your non-public, personal information with outside marketers. There's no need to tell us to keep your information to ourselves because we share your information only to provide the services requested by you or your lender, or in other ways permitted by law. The privacy laws permit some sharing without your approval. We may share internally and with nonaffiliated third parties in order to carry out and service your transaction, to protect against fraud or unauthorized transactions, for institutional risk control, and to provide information to government and law enforcement agencies. We are permitted by law to use certain information to identify and market our own products to you that may be useful to you. This credit information about you is shared only to facilitate your transaction or for other purposes permitted by law. How we protect your information. We restrict access to nonpublic personal information about you to those employees who need the information to provide products or services to you or to other parties/providers to the particular transaction we are servicing. We maintain physical, electronic, and procedural safeguards that comply with law to guard your nonpublic personal infonnation. We reinforce the company's privacy policy with our employees. Ltc - Privacy Policy.rtf 2 of 4