HomeMy WebLinkAbout20190411_ApplicationCommunity Development Department
Planning Permit Application
1. Check Permits Requested:
D Approval-in-Concept -AIC # D Lot Merger
D Coastal Development Permit D Limited Term Permit -
D Waiver for De Minimis Development D Seasonal D < 90 day 0>90 days
D Coastal Residential Development D Modification Permit
D Condominium Conversion D Off-Site Parking Agreement
D Comprehensive Sign Program D Planned Community Development Plan
D Development Agreement D Planned Development Permit
D Development Plan D Site Development Review -D Major D Minor
D Lot Line Adjustment Iii Parcel Map
2. Project Address(es)/Assessor's Parcel No(s)
445-134-17, -4311 Jamboree Road. Nu.0 . t d"e~ ~ f ~ 1 l
f ,1-2. 01 q --001
() l../ I. 11. l -j. '\
C.ITY OF NEWPORT BEACH
100 Civic Center Drive
Newport Beach, California 92660
949 644-3200
newportbeachca .gov/communitydevelopment
D Staff Approval
D Tract Map
D Traffic Study
D Use Permit -OMinor 0Conditional
D Amendment to existing Use Permit
D Variance
D Amendment -OCode OPC OGP OLCP
D Other:
3. Project Description and Justification (Attach additional sheets if necessary):
Tentative parcel map on Lot 1, Tract. 17763, Uptown Newport Planned Development. Intent is to divide lot 1 in to 2 parcels . 0 .919 acre and 1.141 acre
. JTsG-PARCEL1 LLC I 4. Applicant/Company Name . ·
M T Add j 2 Park Plaza Suite/Unit jsuite 700 I a1 mg ress
City I Irvine State l ea I Zip 192614 I
Phone 1949-417-1396 Fax 1949-417-1399 I Email tbitney@shopoff .com, jsantry@shopoff.com
I 5. C t t/C N !Tom Bitney, John Santry on ac ompany ame
M T Add l same as above Suite/Unit I a1 mg ress
City State I Zip I
Phone Fax I Email
6. 0 N j TsG-Parcel 1, LLC wner ame
M T Add I same as above Suite/Unit a1 mg ress
City State I Zip
Phone Fax I Email
7 P t O , Aff"d "t * (I) (W ) John Santry, Executive VP-Acquisition and Development . roper y wner s I av1 : e
depose and say that (I am) (we are) the owner(s) of the property (ies) involved in this application. (I) (We) further
certify, under penalty of perjury, that the foregoing statements and answers herein contained and the information
herewith submitt dare in all respects true and correct to the best of (my) (our) knowledge and belief.
Signature(s): L.AlM~~~~~~~..__ ____ Title: ba:.M(eU&el..~e: '----~~~~
Signature(s): ---------------Title: '----------------' Date: '-------~
*May be signed by the lessee or by an authorized agent if written authorization from the owner of record is filed concurrently with the
application. Please note, the owner(s)' signature for Parcel/Tract Map and Lot Line Adjustment Application must be notarized .
F:\Users\CDD\Shared\Admin \Planning_Division\Applications\Application_Guidelines\Planning Permit Application -CDP added .docx Re v: 01 /24/17
PA2019-067
FOR OFFICE USE ONLY\
Date Filed: _______________________ 2700-5000 Acct.
APN No: __________________________ Deposit Acct. No. ________________________
Council District No.: _________________ For Deposit Account:
General Plan Designation: ____________ Fee Pd: _______________________________________
Zoning District: _____________________ Receipt No: ____________________________
Coastal Zone: Yes No Check #: __________
Visa MC Amex # ____________
CDM Residents Association and Chamber
Community Association(s): _______________________ Development No: __________________________
_____________________________________________ Project No: ________________________________
_____________________________________________ Activity No: _______________________________
Related Permits: ___________________________
APPLICATION Approved Denied Tabled: _________________________
ACTION DATE
Planning Commission Meeting
Zoning Administrator Hearing
Community Development Director
Remarks:
__________________________________________________________________________________________
__________________________________________________________________________________________
APPLICATION WITHDRAWN: Withdrawal Received (Date): ________________________
APPLICATION CLOSED WITHOUT ACTION: Closeout Date: ________________________
Remarks:
__________________________________________________________________________________________
__________________________________________________________________________________________
__________________________________________________________________________________________
__________________________________________________________________________________________
4/11/2019
445 134 17
3
MU-H2
PC58 Uptown Newport
PA2019-067
NP2019-003
n/a
PA2011-134
D2013-0134
PA2019-067
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
State of Cai ornia
Count of ss.
On 20 ,
Notary ublic, personally appeared , who
proved to me on the basis of satisfactory evidence to pers n(s) whose name(s) is/are
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 signatures(s) on the instrument the
persori.(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENAL TY OF PERJURY ur.,der the laws of the State of California that the foregoing
paragraph is true and correct.
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of ss.
On , 20__ before me,
Notary Public, personally appeared
(seal)
proved to me on the basis of satisfactory evidence to be the person( s) whose name( s) is/are
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 signatures(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature ( seal)
PA2019-067
UPTOWN NEWPORT, NEWPORT BEACH, CA
Accompanying Written Statement for TPM 2019-122
April 05, 2019
LOCATION
The Uptown Newport Lot 1 is located within the Uptown Newport Planned Community
Development Plan (Zone PC-58) within the City of Newport Beach Airport Area (Land-Use MU-
H2). See Figure A below for location. Lot 1 is an approximate 2.58 acre site recorded as Part of
Tract Map 17763 (Assessor’s Parcel Number: 134-445-17) See Figure B below. The purpose of
TPM 2019-122 is to subdivide Lot 1 into two separate lots.
Figure A, Uptown Newport Vicinity Map
PA2019-067
Figure B, Portion of County Assessors Parcel Map
What is the existing use?
Lot 1 is currently a vacant/ undeveloped lot.
What Improvements and public utilities are proposed to be made or installed and when are
said improvements proposed to be completed?
The improvements and public utilities were constructed as a part of the Phase 1 Uptown
Newport Project. This Parcel Map is for Finance and Conveyance purposes only and no
development is proposed with this map. Further applications will be required to develop Lot 1.
Mark S. Reader, PE| Senior PM, Land Development
David Evans and Associates, Inc.
17782 17th Street, Suite 200 | Tustin, CA |
d: 714.665.4542 | c: 949-981-5260| | msr@deainc.com
ENERGY | LAND DEVELOPMENT | MARINE SERVICES | SURVEYING AND GEOMATICS | TRANSPORTATION
| WATER AND ENVIRONMENT
PA2019-067
CLTA Preliminary Report Form Order Number: NHSC-5064254 (mw)
(Rev. 11/06) Page Number: 1
First American Title
File No.: NHSC-5064254 (mw)
This report has been amended/updated to reflect the following matters:
[ ] No changes made to the report other than the Effective Date
[ ] Property address has been revised
[ ] Vesting has been revised
[ ] Legal Description has been revised
[ X ] Taxes have been updated
[ ] Original item number(s) have been removed
[ X ] New item number(s) 1a. through 1d. have been added
[ X ] Original item number(s) 1 have been revised
[ X ] Other: Item No(s). A through I of Informational Notes have been removed
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Order Number: NHSC-5064254 (mw)
Page Number: 2
First American Title
Updated 10/01/2018
First American Title Company
1250 Corona Pointe Court, Suite 200
Corona, CA 92879
Terri Hovdestad
Shopoff Realty Investments, L.P.
2 Park Plaza, Suite 700
Irvine, CA 92614
Customer Reference: Uptown Newport
Order Number: NHSC-5064254 (mw)
Title Officer: Mark Wardle
Phone: (951)256-5830
Fax No.:
E-Mail: MWardle@firstam.com
Buyer:
Owner: Uptown Newport
PRELIMINARY REPORT
In response to the above referenced application for a policy of title insurance, this company hereby reports that it is prepared to issue, or
cause to be issued, as of the date hereof, a Policy or Policies of Title Insurance describing the land and the estate or interest therein
hereinafter set forth, insuring against loss which may be sustained by reason of any defect, lien or encumbrance not shown or referred to as
an Exception below or not excluded from coverage pursuant to the printed Schedules, Conditions and Stipulations of said Policy forms.
The printed Exceptions and Exclusions from the coverage and Limitations on Covered Risks of said policy or policies are set forth in Exhibit A
attached. The policy to be issued may contain an arbitration clause. When the Amount of Insurance is less than that set forth in the
arbitration clause, all arbitrable matters shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the
parties. Limitations on Covered Risks applicable to the CLTA and ALTA Homeowner’s Policies of Title Insurance which establish a Deductible
Amount and a Maximum Dollar Limit of Liability for certain coverages are also set forth in Exhibit A. Copies of the policy forms should be
read. They are available from the office which issued this report.
Please read the exceptions shown or referred to below and the exceptions and exclusions set forth in Exhibit A of this
report carefully. The exceptions and exclusions are meant to provide you with notice of matters which are not covered
under the terms of the title insurance policy and should be carefully considered.
It is important to note that this preliminary report is not a written representation as to the condition of title and may not
list all liens, defects, and encumbrances affecting title to the land.
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Order Number: NHSC-5064254 (mw)
Page Number: 3
First American Title
This report (and any supplements or amendments hereto) is issued solely for the purpose of facilitating the issuance of a policy of title
insurance and no liability is assumed hereby. If it is desired that liability be assumed prior to the issuance of a policy of title insurance, a
Binder or Commitment should be requested.
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Order Number: NHSC-5064254 (mw)
Page Number: 4
First American Title
Dated as of September 21, 2018 at 7:30 A.M.
The form of Policy of title insurance contemplated by this report is:
To Be Determined
A specific request should be made if another form or additional coverage is desired.
Title to said estate or interest at the date hereof is vested in:
TSG – PARCEL 1, LLC, A DELAWARE LIMITED LIABILITY COMPANY, AS TO LOT 1, A PORTION
OF LETTERED LOTS B, M, N, O, LETTERED LOTS C, D AND P;
UPTOWN NEWPORT JAMBOREE, LLC, A DELAWARE LIMITED LIABILITY COMPANY, AS TO LOT
2, A PORTION OF LETTERED LOTS B, L, M, N, AND O, LETTERED LOTS E, F, J AND K;
TPG/TSG VENTURE I ACQUISITION, LLC, A DELAWARE LIMITED LIABILITY COMPANY, AS TO A
PORTION OF LETTERED LOTS L, M AND O, LETTERED LOTS G, H AND I;
UPTOWN NEWPORT BUILDING OWNER, LP, A DELAWARE LIMITED PARTNERSHIP, AS TO LOTS
3 AND 4;
THE CITY OF NEWPORT BEACH, AS TO LOT A
The estate or interest in the land hereinafter described or referred to covered by this Report is:
A fee.
The Land referred to herein is described as follows:
(See attached Legal Description)
At the date hereof exceptions to coverage in addition to the printed Exceptions and Exclusions in said
policy form would be as follows:
1. General and special taxes and assessments for the fiscal year 2018-2019.
First Installment: $0.00, NO TAX DUE
Penalty: $0.00
Second Installment: $0.00, NO TAX DUE
Penalty: $0.00
Tax Rate Area: 07-088
A. P. No.: 445-134-01 through 445-134-07, 445-134-10 through 445-134-
16, 445-134-18 through 445-134-21, 445-134-23 through 445-
134-28, 445-134-30 through 445-134-33 ( Lots A through P )
and 445-134-22 ( Portion of Lot 2)
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Order Number: NHSC-5064254 (mw)
Page Number: 5
First American Title
installment amounts shown above affect each of the above above referenced Assessor Parcel
Numbers.
The County Tax Collector could not verify the amounts shown above at this time. Please verify
the amounts with the County Tax Collector prior to the close of the contemplated transaction.
1a. General and special taxes and assessments for the fiscal year 2018-2019.
First Installment: $102,503.80, OPEN
Penalty: $0.00
Second Installment: $102,503.80, OPEN
Penalty: $0.00
Tax Rate Area: 07-088
A. P. No.: 445-134-08
Affects: LOT 3
The County Tax Collector could not verify the amounts shown above at this time. Please verify
the amounts with the County Tax Collector prior to the close of the contemplated transaction.
1b. General and special taxes and assessments for the fiscal year 2018-2019.
First Installment: $88,010.63, OPEN
Penalty: $0.00
Second Installment: $88,010.63, OPEN
Penalty: $0.00
Tax Rate Area: 07-088
A. P. No.: 445-134-09
Affects: LOT 4
The County Tax Collector could not verify the amounts shown above at this time. Please verify
the amounts with the County Tax Collector prior to the close of the contemplated transaction.
1c. General and special taxes and assessments for the fiscal year 2018-2019.
First Installment: $67,761.68, OPEN
Penalty: $0.00
Second Installment: $67,761.68, OPEN
Penalty: $0.00
Tax Rate Area: 07-088
A. P. No.: 445-134-17
Affects: LOT 1
The County Tax Collector could not verify the amounts shown above at this time. Please verify
the amounts with the County Tax Collector prior to the close of the contemplated transaction.
PA2019-067
Order Number: NHSC-5064254 (mw)
Page Number: 6
First American Title
1d. General and special taxes and assessments for the fiscal year 2018-2019.
First Installment: $9,523.24, OPEN
Penalty: $0.00
Second Installment: $9,523.24, OPEN
Penalty: $0.00
Tax Rate Area: 07-088
A. P. No.: 445-134-29
Affects: Portion of Lot 2
The County Tax Collector could not verify the amounts shown above at this time. Please verify
the amounts with the County Tax Collector prior to the close of the contemplated transaction.
2. The lien of supplemental taxes, if any, assessed pursuant to Chapter 3.5 commencing with
Section 75 of the California Revenue and Taxation Code.
3. An easement for avigation purposes in and through the air above and incidental purposes,
recorded March 17, 1964 as Book 6965, Page 721 of Official Records.
In Favor of: The County of Orange
Affects: A portion of said land
The location of the easement cannot be determined from record information.
4. An easement for pole lines, conduits and incidental purposes, recorded February 18, 1974 as
Book 11074, Page 182 of Official Records.
In Favor of: Southern California Edison Company, a corporation
Affects: Lettered Lots E, F, G, H and M
5. An easement for pole lines, conduits and incidental purposes, recorded February 19, 1974 as
Book 11077, Page 1117 of Official Records.
In Favor of: Southern California Edison Company, a corporation
Affects: Lettered Lots H, I, J and L
6. A non-exclusive easement for purposes of ingress and egress as reserved in the deed recorded
May 7, 1974 in Book 11137, Page 1008 of Official Records.
Note 1: Said document recites the following:
"Said reservation is subject to: Grantee's right to relocate said easement at Grantee's expense, at
any time, and from time to time".
Note 2: Said easements is 25 and 30 feet in width at different locations.
Affects: Lot 2 and Lettered Lots M and O
PA2019-067
Order Number: NHSC-5064254 (mw)
Page Number: 7
First American Title
7. An easement for electrical supply systems and communication systems and incidental purposes,
recorded March 7, 1990 as Instrument No. 90-120897 of Official Records.
In Favor of: Southern California Edison Company, a corporation
Affects: Lettered Lot H
8. An easement for communication facilities and incidental purposes, recorded July 3, 1991 as
Instrument No. 91-346219 of Official Records.
In Favor of: Pacific Bell
Affects: Lots 3 and 4 and Lettered Lot H
9. An easement for maintenance and operation of an electrical substation and incidental purposes,
recorded September 3, 1992 as Instrument No. 92-594041 of Official Records.
In Favor of: Southern California Edison Company, a corporation
Affects: Lot 2 and Lettered Lot E
10. The terms and provisions contained in the document entitled "Sound Mitigation Agreement"
recorded June 30, 1997 as Instrument No. 19970303268 of Official Records.
11. An easement for telecommunications facilities and incidental purposes, recorded November 15,
2005 as Instrument No. 2005000916240 of Official Records.
In Favor of: CoxCom Inc., d/b/a Cox Communications Orange County
Affects: Lots 3 and 4 and Lettered Lot H
12. Intentionally Deleted
13. The terms and provisions contained in the document entitled "Development Agreement"
recorded March 26, 2013 as Instrument No. 2013000180939 of Official Records.
The terms and provisions contained in the document entitled "Partial Assignment and Assumption
of Development Agreement" recorded February 14, 2014 as Instrument No. 2014000060352 of
Official Records.
Affects: Lot 2, A Portion of Lot 4, A Portion of Lettered Lots A, B, L, M,
N, and O, Lettered Lots E, F, J and K
The terms and provisions contained in the document entitled "Partial Assignment and Assumption
of Development Agreement" recorded February 14, 2014 as Instrument No. 2014000060354 of
Official Records.
Affects: Lot 1, A Portion of Lettered Lots A, B, M, N, O, Lettered Lots C,
D and P
The terms and provisions contained in the document entitled "Partial Assignment and Assumption
of Development Agreement" recorded February 14, 2014 as Instrument No. 2014000060356 of
Official Records.
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Order Number: NHSC-5064254 (mw)
Page Number: 8
First American Title
Affects: Lot 3, A Portion of Lot 4, A Portion of Lettered Lots L, M and O,
Lettered Lots G, H and I
Document(s) declaring modifications thereof recorded July 6, 2015 as Instrument No.
2015000349840 of Official Records.
The terms and provisions contained in the document entitled "Partial Assignment and Assumption
of Development Agreement" recorded March 6, 2017 as 2017000091827 of Official Records.
Affects: Lots 3 and 4 and other property
The terms and provisions contained in the document entitled "Partial Assignment and Assumption
of Development Agreement" recorded April 10, 2017 as 2017000143133 of Official Records.
Affects: Lots 3 and 4 and other property
14. The terms and provisions contained in the document entitled "Memorandum of Agreement"
recorded June 13, 2013 as Instrument No. 2013000359252 and rerecorded July 18, 2013 as
Instrument No. 2013000429555, both of Official Records.
15. The terms and provisions contained in the document entitled "Inter-Phase Agreement"
recorded February 14, 2014 as Instrument No. 2014000060494 of Official Records.
16. The terms and provisions contained in the document entitled "Grant of Easements (Water, Fire,
Gas, Sewer and Storm Drain)" recorded February 14, 2014 as Instrument No. 2014000060495 of
Official Records.
17. The terms and provisions contained in the document entitled "Development Cooperation
Agreement" recorded February 14, 2014 as Instrument No. 2014000060496 of Official Records.
18. The terms and provisions contained in the document entitled "Memorandum of Shared
Infrastructure Agreement" recorded February 14, 2014 as Instrument No. 2014000060929 of
Official Records.
Affects: Lots 1 and 2, A Portion of Lot 4, A Portion of Lettered Lots A, B,
L, M, N, O, Lettered Lots C, D, E, F, J, K and P
The terms and provisions contained in the document entitled "Memorandum of Second
Amendment to Shared Infrastructure Construction Agreement" recorded March 6, 2017
as 2017000091828 of Official Records.
Affects: Lots 1, 3, 4, A and B (portion) C, D, G, H, I, L (portion), M
(portion), N, O (portion), P of Tract No. 17763
19. An option in favor of TPG/TSG Venture I Acquisition LLC, a Delaware limited liability company as
contained in or disclosed by a document recorded February 14, 2014 as Instrument No.
2014000060972 of Official Records.
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Order Number: NHSC-5064254 (mw)
Page Number: 9
First American Title
Affects: Lot 2, A Portion of Lot 4, A Portion of Lettered Lots A, B, L, M,
N, and O, Lettered Lots E, F, J and K
20. The terms and provisions contained in the document entitled "License Agreement"
recorded February 14, 2014 as Instrument No. 2014000061108 of Official Records.
Affects: Lot 2, Portions of Lettered Lots A, M and O, Lettered Lots E and
F
A document recorded June 5, 2015 as Instrument No. 2015000292781 of Official Records
provides that the lien or charge of the deed of trust was subordinated to the lien or charge of the
deed of trust recorded March 21, 2014 as Instrument No. 2014000107704 of Official Records.
The terms and provisions contained in the document entitled "Amendment, Assignment and
Assumption of License Agreement" recorded March 6, 2017 as 2017000091826 of Official
Records.
21. Intentionally Deleted
22. A document entitled "Assignment of Contract Rights and Agreements" recorded February 14,
2014 as Instrument No. 2014000061175 of Official Records, as additional security for the
payment of the indebtedness secured by the deed of trust recorded February 14, 2014 as
Instrument No. 2014000061109 of Official Records.
Affects: Lot 3, A Portion of Lot 4, A Portion of Lettered Lots L, M and O,
Lettered Lots G, H and I
23. A notice of nonresponsibility, executed by Uptown Newport Jamboree, LLC, a Delaware limited
liability company, recorded August 12, 2014 as Instrument No. 2014000323937 of Official
Records.
Affects: Lot 2, Portions of Lettered Lots A, M and O, Lettered Lots E and
F
24. A notice of nonresponsibility, executed by Uptown Newport Jamboree, LLC, a Delaware limited
liability company, recorded September 19, 2014 as Instrument No. 2014000382172 of Official
Records.
Affects: Lot 2, Portions of Lettered Lots A, M and O, Lettered Lots E and
F
25. A notice of nonresponsibility, executed by Uptown Newport Jamboree, LLC, a Delaware limited
liability company, recorded January 14, 2015 as Instrument No. 2015000023703 of Official
Records.
Affects: Lot 2, Portions of Lettered Lots A, M and O, Lettered Lots E and
F
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Order Number: NHSC-5064254 (mw)
Page Number: 10
First American Title
26. An easement dedicated to the City of Newport Beach on the Map of Tract 17763 as referred to in
the legal description
For: Emergency access, ingress, egress, public pedestrian walkway,
paseo, open space, parking, public utility and public access and
incidental purposes.
27. Easements reserved on the Map of Tract 17763 as referred to in the legal description:
For: Public pedestrian, private street, walkway, paseo, open space,
landscape, temporary access, parking, public utility and public
access and incidental purposes.
28. A temporary easement reserved on the Map of Tract 17763 as referred to in the legal description
For: project construction staging, stockpiling and installation of park
improvements and incidental purposes.
Affects: Lot A
29. A permanent easement reserved on the Map of Tract 17763 as referred to in the legal description
For: operation, maintenance and repair of installed park
improvements and incidental purposes.
Affects: Lot A
30. The following matters shown or disclosed by the Map of Tract 17763 referred to in the legal
description:
All lettered Lots are "Not a Separate Building Site"
Lot "A" is for "Park" purposes and "Water Treatment" purposes.
Lot "B" is for "Access", "Paseo", "Open Space" and "Landscape" purposes.
Lot "C" is for "Access", "Paseo", "Open Space" and "Landscape" purposes.
Lot "D" is for "Access", "Paseo", "Open Space" and "Landscape" purposes.
Lot "E" is for "Access", "Paseo", "Open Space" and "Landscape" purposes.
Lot "F" is for "Access", "Paseo", "Open Space" and "Landscape" purposes.
Lot "G" is for "Access", "Paseo", "Open Space" and "Landscape" purposes.
Lot "H" is for "Access", "Paseo", "Open Space" and "Landscape" purposes.
Lot "I" is for "Access", "Paseo", "Open Space" and "Landscape" purposes.
Lot "J" is for "Access", "Paseo", "Open Space" and "Landscape" purposes.
Lot "K" is for "Access", "Paseo", "Open Space" and "Landscape" purposes.
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Order Number: NHSC-5064254 (mw)
Page Number: 11
First American Title
Lot "L" is for "Emergency Access", "Public Access", "Private Street" and "Utility" purposes.
Lot "M" is for "Emergency Access", "Public Access", "Private Street" and "Utility" purposes.
Lot "N" "Access", "Paseo", "Open Space", "Utility" and "Landscape" purposes.
Lot "O" is for "Emergency Access", "Public Access", "Private Street" and "Utility" purposes.
Lot "P" is for "Emergency Access", "Public Access", "Private Street" and "Utility" purposes.
31. Abutter's rights of ingress and egress to or from Jamboree Road have been dedicated or
relinquished on the filed Map, except at the "access openings" shown on the map of Tract 17763.
32. A deed of trust to secure an original indebtedness of $18,000,000.00 recorded July 10,
2015 as Instrument No. 2015000361484 of Official Records.
Dated: July 10, 2015
Trustor: TSG – Parcel 1, LLC, a Delaware limited liability company
Trustee: First American Title
Beneficiary: Terra Secured Income Fund 5, LLC, a Delaware limited liability
company
Affects: Lot 1
A document recorded March 31, 2016 as 2016000136850 of Official Records provides
that the above document was subordinated to the document recorded March 31, 2016 as
20160000136850 of Official Records.
A document recorded April 28, 2016 as 2017000187274 of Official Records provides
that the above document was subordinated to the document recorded April 28, 2016 as
2016000187274 of Official Records.
33. A deed of trust to secure an original indebtedness of $25,750,000.00 recorded August 14,
2015 as Instrument No. 2015000424863 of Official Records.
Dated: August 14, 2015
Trustor: Uptown Newport Jamboree, LLC, a Delaware limited liability
company
Trustee: First American Title Insurance Company
Beneficiary: Fidelity & Guarantee Life Insurance Company, an Iowa
corporation
A document entitled "Assignment of Leases and Rents" recorded August 14, 2015 as Instrument
No. 2015000424864 of Official Records, as additional security for the payment of the
indebtedness secured by the deed of trust.
Affects: Lot 2, Portions of Lettered Lots A, M and O, Lettered Lots E and
F and other property
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Order Number: NHSC-5064254 (mw)
Page Number: 12
First American Title
34. An unrecorded lease dated March 12, 2002, executed by Uptown Newport Jamboree, LLC, a
Delaware limited liability company as lessor and Newport FAB, LLC, a Delaware limited liability
company doing business as Jazz Semiconductor as lessee, as disclosed by a "Subordination, Non-
Disturbance and Attornment Agreement" recorded August 14, 2015 as Instrument No.
2015000424867 of Official Records.
Defects, liens, encumbrances or other matters affecting the leasehold estate, whether or not
shown by the public records.
35. An unrecorded lease dated November 23, 2011, as amended on June 11, 2015, executed by
Uptown Newport Jamboree, LLC, a Delaware limited liability company as lessor and Skyworks
Solutions, Inc., a Delaware corporation as lessee, as disclosed by a "Subordination, Non-
Disturbance and Attornment Agreement" recorded August 14, 2015 as Instrument No.
2015000424868 of Official Records.
Defects, liens, encumbrances or other matters affecting the leasehold estate, whether or not
shown by the public records.
36. The terms and provisions contained in the document entitled "Affordable Housing Agreement"
recorded September 09, 2015 as Instrument No. 2015000465265 of Official Records.
The terms and provisions contained in the document entitled "Partial Assignment and Assumption
of Affordable Housing Agreement" recorded March 6, 2017 as 2017000091825 of Official
Records.
Affects: Lots 3 and 4 and other property
The terms and provisions contained in the document entitled Partial Assignment and Assumption
of Affordable Housing Agreement recorded April 10, 2017 as 2017000143134 of Official Records.
Affects: Lots 3 and 4 and other property
37. An easement for storm drain and incidental purposes, recorded June 19, 2015 as Instrument No.
2015000320678 of Official Records.
In Favor of: TSG – Parcel 1, LLC, a Delaware limited partnership
Affects: Lettered Lot A
38. A document entitled Tract Map Certificate of Correction recorded February 2, 2016 as
2016000045179 of Official Records.
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39. Covenants, conditions, restrictions, easements, assessments, liens, charges, terms and provisions
in the document recorded March 31, 2016 as 2016000136850 of Official Records, which provide
that a violation thereof shall not defeat or render invalid the lien of any first mortgage or deed of
trust made in good faith and for value, but deleting any covenant, condition or restriction
indicating a preference, limitation or discrimination based on race, color, religion, sex, sexual
orientation, familial status, disability, handicap, national origin, genetic information, gender,
gender identity, gender expression, source of income (as defined in California Government Code
§ 12955 (p)) or ancestry, to the extent such covenants, conditions or restrictions violate 42
U.S.C. § 3604(c), or California Government Code § 12955. Lawful restrictions under state and
federal law on the age of occupants in senior housing or housing for older persons shall not be
construed as restrictions based on familial status.
Note: You may wish to contact the homeowners association referred to in the above document
for information regarding assessments, transfer requirements or other matters.
Affects: Lots 1, 3 and 4, and Lots B to P and Lot 2 (annexable territory)
with other property
40. Covenants, conditions, restrictions, easements, assessments, liens, charges, terms and provisions
in the document recorded April 28, 2016 as 2016000187274 of Official Records, which provide
that a violation thereof shall not defeat or render invalid the lien of any first mortgage or deed of
trust made in good faith and for value, but deleting any covenant, condition or restriction
indicating a preference, limitation or discrimination based on race, color, religion, sex, sexual
orientation, familial status, disability, handicap, national origin, genetic information, gender,
gender identity, gender expression, source of income (as defined in California Government Code
§ 12955 (p)) or ancestry, to the extent such covenants, conditions or restrictions violate 42
U.S.C. § 3604(c), or California Government Code § 12955. Lawful restrictions under state and
federal law on the age of occupants in senior housing or housing for older persons shall not be
construed as restrictions based on familial status.
Note: You may wish to contact the homeowners association referred to in the above document
for information regarding assessments, transfer requirements or other matters.
Affects: Lots 1, 3 and 4 and Lots B to P and Lot 2 (annexable territory)
with other property
41. An easement for underground communication facilities and incidental purposes,
recorded February 22, 2017 as 2017000075078 of Official Records.
In Favor of: Pacific Bell Telephone Company, a California corporation dba
AT&T California
Affects: Lots 1 through 4, inclusive and Lettered Lots C, L, M, O, P of
Tract 17763
42. An easement for water pipeline and access purposes and incidental purposes, recorded February
27, 2017 as 2017000082310 of Official Records.
In Favor of: Irvine Ranch Water District
Affects: Lot A
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43. An easement for water pipeline and access purposes and incidental purposes, recorded February
27, 2017 as 2017000082311 of Official Records.
In Favor of: Irvine Ranch Water District
Affects: Lots 3 and 4 and Lettered Lots L and M, and portions of Lots D,
O and P
44. An easement for water pipeline and access purposes and incidental purposes, recorded February
27, 2017 as 2017000082312 of Official Records.
In Favor of: Irvine Ranch Water District
Affects: Lot 1 and Lettered Lots L and M and portions of Lots D, O and P
45. An easement for water pipeline and access purposes and incidental purposes, recorded February
27, 2017 as 2017000082313 of Official Records.
In Favor of: Irvine Ranch Water District
Affects: Lot 2 and Lettered Lots L and M and portions of Lots D, O and P
46. The terms and provisions contained in the document entitled Regulatory Agreement and
Declaration of Restrictive Covenants recorded March 6, 2017 as 2017000091829 of Official
Records.
Affects: Lots 3 and 4
47. A deed of trust to secure an original indebtedness of $161,620,000.00 recorded March 6,
2017 as 2017000091830 of Official Records.
Dated: March 1, 2017
Trustor: UPTOWN NEWPORT BUILDING OWNER, LP, a Delaware limited
partnership
Trustee: Fidelity National Title Insurance Company
Beneficiary: Wilmington Trust, National Association, a national association
Affects: Lots 3 and 4
48. A deed of trust to secure an original indebtedness of $163,692,302.00 recorded March 6,
2017 as 2017000091831 of Official Records.
Dated: March 1, 2017
Trustor: UPTOWN NEWPORT BUILDING OWNER, LP, a Delaware limited
partnership
Trustee: Fidelity National Title Insurance Company
Beneficiary: Comerica Bank, in its capacity as Agent for Lenders
Affects: Lots 3 and 4
49. A document entitled Intercreditor Agreement recorded March 6, 2017 as 2017000091833 of
Official Records.
Affects: Lots 3 and 4
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50. An easement for pipelines and conduits, together with devices for metering, measuring,
regulating, cathodic protection, communications and other appurtenances and incidental
purposes, recorded May 2, 2017 as 2017000176218 of Official Records.
In Favor of: Southern California Gas Company, a California corporation, its
successors and assigns
Affects: Lots L, M and O
51. An easement for pipelines and conduits, together with devices for metering, measuring,
regulating, cathodic protection, communications and other appurtenances and incidental
purposes, recorded May 2, 2017 as 2017000176219 of Official Records.
In Favor of: Southern California Gas Company, a California corporation, its
successors and assigns
Affects: Lot 1
52. An easement for pipelines and conduits, together with devices for metering, measuring,
regulating, cathodic protection, communications and other appurtenances and incidental
purposes, recorded May 2, 2017 as 2017000176220 of Official Records.
In Favor of: Southern California Gas Company, a California corporation, its
successors and assigns
Affects: Lot 2, with other property
52a. An easement for Broadband Communication Services and incidental purposes, recorded March 09,
2018 as Instrument No. 2018000085170 of Official Records.
In Favor of: Cox Communications California, LLC, a Delaware limited liability company
Affects: As described therein
Affects: Lots 3 and 4
52b. An easement for ingress and egress and incidental purposes, recorded June 15, 2018 as Instrument
No. 2018-220450 of Official Records.
In Favor of: KCN A MANAGEMENT, LLC, a Delaware limited liability company
Affects: Lots M and O
52c. An easement for right of way to construct, use, maintain, operate, alter, add to, repair, replace,
reconstruct, inspect and remove at any time and from time to time underground electrical supply
systems and communication systems (hereinafter referred to as "systems"), consisting of wires,
underground conduits, cables, vaults, manholes, handholes, and including above-ground enclosures,
markers and concrete pads and other appurtenant fixtures and equipment necessary or useful for
distributing electrical energy and for transmitting intelligence by electrical means and incidental
purposes, recorded August 01, 2018 as Instrument No. 2018-280938 of Official Records.
In Favor of: SOUTHERN CALIFORNIA EDISON COMPANY, a corporation, its successors and
assigns
Affects: Lots 1, L, M, O and P
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52d. An easement for right of way to construct, use, maintain, operate, alter, add to, repair, replace,
reconstruct, inspect and remove at any time and from time to time underground electrical supply
systems and communication systems (hereinafter referred to as "systems"), consisting of wires,
underground conduits, cables, vaults, manholes, handholes, and including above-ground enclosures,
markers and concrete pads and other appurtenant fixtures and equipment necessary or useful for
distributing electrical energy and for transmitting intelligence by electrical means and incidental
purposes, recorded August 01, 2018 as Instrument No. 2018-280946 of Official Records.
In Favor of: SOUTHERN CALIFORNIA EDISON COMPANY, a corporation, its successors and
assigns
Affects: Lot 2
53. Rights of the public in and to that portion of the land lying within Road, Street, Alley or Highway.
54. Water rights, claims or title to water, whether or not shown by the public records.
55. Rights of parties in possession.
Prior to the issuance of any policy of title insurance, the Company will require:
56. With respect to TSG – Parcel 1, LLC, a Delaware limited liability company, Uptown Newport
Jamboree, LLC, a Delaware limited liability company and TPG/TSG Venture I Acquisition, LLC, a
Delaware limited liability company:
a. A copy of its operating agreement and any amendments thereto;
b. If it is a California limited liability company, that a certified copy of its articles of organization
(LLC-1) and any certificate of correction (LLC-11), certificate of amendment (LLC-2), or
restatement of articles of organization (LLC-10) be recorded in the public records;
c. If it is a foreign limited liability company, that a certified copy of its application for registration
(LLC-5) be recorded in the public records;
d. With respect to any deed, deed of trust, lease, subordination agreement or other document or
instrument executed by such limited liability company and presented for recordation by the
Company or upon which the Company is asked to rely, that such document or instrument be
executed in accordance with one of the following, as appropriate:
(i) If the limited liability company properly operates through officers appointed or elected
pursuant to the terms of a written operating agreement, such document must be executed by at
least two duly elected or appointed officers, as follows: the chairman of the board, the president
or any vice president, and any secretary, assistant secretary, the chief financial officer or any
assistant treasurer;
(ii) If the limited liability company properly operates through a manager or managers identified in
the articles of organization and/or duly elected pursuant to the terms of a written operating
agreement, such document must be executed by at least two such managers or by one manager
if the limited liability company properly operates with the existence of only one manager.
e. Other requirements which the Company may impose following its review of the material
required herein and other information which the Company may require
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57. With respect to UPTOWN NEWPORT BUILDING OWNER, LP, a Delaware limited partnership, a
limited partnership:
a. That a certified copy of the application for registration, foreign limited partnership (form LP-5)
and any amendments thereto (form LP-6) be recorded in the public records;
b. A full copy of the partnership agreement and any amendments;
c. Satisfactory evidence of the consent of a majority in interest of the limited partners to the
contemplated transaction;
d. Other requirements which the Company may impose following its review of the material
required herein and other information which the Company may require.
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INFORMATIONAL NOTES
Note: The policy to be issued may contain an arbitration clause. When the Amount of Insurance is less
than the certain dollar amount set forth in any applicable arbitration clause, all arbitrable matters shall be
arbitrated at the option of either the Company or the Insured as the exclusive remedy of the parties. If
you desire to review the terms of the policy, including any arbitration clause that may be included,
contact the office that issued this Commitment or Report to obtain a sample of the policy jacket for the
policy that is to be issued in connection with your transaction.
1. The property covered by this report is vacant land.
The map attached, if any, may or may not be a survey of the land depicted hereon. First American
expressly disclaims any liability for loss or damage which may result from reliance on this map except to
the extent coverage for such loss or damage is expressly provided by the terms and provisions of the title
insurance policy, if any, to which this map is attached.
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First American Title Company
1250 Corona Pointe Court, Suite 200
Corona, CA 92879
(951)256-5880
Fax - (909)476-2401
WIRE INSTRUCTIONS
for
First American Title Company, Demand/Draft Sub-Escrow Deposits
Riverside County, California
First American Trust, FSB
5 First American Way
Santa Ana, CA 92707
Banking Services: (877) 600-9473
ABA 122241255
Credit to First American Title Company
Account No. 3097840000
Reference Title Order Number 5064254 and Title Officer Mark Wardle
Please wire the day before recording.
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LEGAL DESCRIPTION
Real property in the City of Newport Beach, County of Orange, State of California, described as
follows:
LOTS 1 THROUGH 4, INCLUSIVE, AND LETTERED LOTS A THROUGH P, INCLUSIVE, OF TRACT
NO. 17763 IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA AS
SHOWN ON A MAP FILED IN BOOK 937, PAGES 17 THROUGH 23, INCLUSIVE, OF
MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM ALL OIL, GAS, HYDROCARBONS AND OTHER MINERALS OF EVERY
KIND AND NATURE BELOW A DEPTH OF FIVE HUNDRED (500) FEET BENEATH THE SURFACE OF
THE ABOVE DESCRIBED PROPERTY, WITHOUT THE RIGHT OF SURFACE ENTRY, AS RESERVED
IN THE DEED RECORDED MAY 7, 1974 IN BOOK 11137, PAGE 1008 OF OFFICIAL RECORDS.
APN: 445-134-01 through 445-134-30
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NOTICE
Section 12413.1 of the California Insurance Code, effective January 1, 1990, requires that any title insurance
company, underwritten title company, or controlled escrow company handling funds in an escrow or sub-escrow
capacity, wait a specified number of days after depositing funds, before recording any documents in connection
with the transaction or disbursing funds. This statute allows for funds deposited by wire transfer to be disbursed
the same day as deposit. In the case of cashier's checks or certified checks, funds may be disbursed the next day
after deposit. In order to avoid unnecessary delays of three to seven days, or more, please use wire transfer,
cashier's checks, or certified checks whenever possible.
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EXHIBIT A
LIST OF PRINTED EXCEPTIONS AND EXCLUSIONS (BY POLICY TYPE)
CLTA/ALTA HOMEOWNER'S POLICY OF TITLE INSURANCE (02-03-10)
EXCLUSIONS
In addition to the Exceptions in Schedule B, You are not insured against loss, costs, attorneys' fees, and expenses resulting from:
1. Governmental police power, and the existence or violation of those portions of any law or government regulation concerning:
(a) building; (d) improvements on the Land;
(b) zoning; (e) land division; and
(c) land use; (f) environmental protection.
This Exclusion does not limit the coverage described in Covered Risk 8.a., 14, 15, 16, 18, 19, 20, 23 or 27.
2. The failure of Your existing structures, or any part of them, to be constructed in accordance with applicable building codes. This Exclusion
does not limit the coverage described in Covered Risk 14 or 15.
3. The right to take the Land by condemning it. This Exclusion does not limit the coverage described in Covered Risk 17.
4. Risks:
(a) that are created, allowed, or agreed to by You, whether or not they are recorded in the Public Records;
(b) that are Known to You at the Policy Date, but not to Us, unless they are recorded in the Public Records at the Policy Date;
(c) that result in no loss to You; or
(d) that first occur after the Policy Date - this does not limit the coverage described in Covered Risk 7, 8.e., 25, 26, 27 or 28.
5. Failure to pay value for Your Title.
6. Lack of a right:
(a) to any land outside the area specifically described and referred to in paragraph 3 of Schedule A; and
(b) in streets, alleys, or waterways that touch the Land.
This Exclusion does not limit the coverage described in Covered Risk 11 or 21.
7. The transfer of the Title to You is invalid as a preferential transfer or as a fraudulent transfer or conveyance under federal bankruptcy, state
insolvency, or similar creditors' rights laws.
LIMITATIONS ON COVERED RISKS
Your insurance for the following Covered Risks is limited on the Owner's Coverage Statement as follows: For Covered Risk 16, 18, 19, and 21
Your Deductible Amount and Our Maximum Dollar Limit of Liability shown in Schedule A.
Your Deductible Amount Our Maximum Dollar
Limit of Liability
Covered Risk 16: 1% of Policy Amount or $2,500.00 (whichever is less) $10,000.00
Covered Risk 18: 1% of Policy Amount or $5,000.00 (whichever is less) $25,000.00
Covered Risk 19: 1% of Policy Amount or $5,000.00 (whichever is less) $25,000.00
Covered Risk 21: 1% of Policy Amount or $2,500.00 (whichever is less) $5,000.00
ALTA RESIDENTIAL TITLE INSURANCE POLICY (6-1-87)
EXCLUSIONS
In addition to the Exceptions in Schedule B, you are not insured against loss, costs, attorneys' fees, and expenses resulting from:
1. Governmental police power, and the existence or violation of any law or government regulation. This includes building and zoning
ordinances and also laws and regulations concerning:
(a) and use
(b) improvements on the land
(c) and division
(d) environmental protection
This exclusion does not apply to violations or the enforcement of these matters which appear in the public records at Policy Date.
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This exclusion does not limit the zoning coverage described in Items 12 and 13 of Covered Title Risks.
2. The right to take the land by condemning it, unless:
(a) a notice of exercising the right appears in the public records on the Policy Date
(b) the taking happened prior to the Policy Date and is binding on you if you bought the land without knowing of the taking
3. Title Risks:
(a) that are created, allowed, or agreed to by you
(b) that are known to you, but not to us, on the Policy Date -- unless they appeared in the public records
(c) that result in no loss to you
(d) that first affect your title after the Policy Date -- this does not limit the labor and material lien coverage in Item 8 of Covered Title Risks
4. Failure to pay value for your title.
5. Lack of a right:
(a) to any land outside the area specifically described and referred to in Item 3 of Schedule A OR
(b) in streets, alleys, or waterways that touch your land
This exclusion does not limit the access coverage in Item 5 of Covered Title Risks.
2006 ALTA LOAN POLICY (06-17-06)
EXCLUSIONS FROM COVERAGE
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 that arise by reason of:
1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating,
prohibiting, or relating to
(i) the occupancy, use, or enjoyment of the Land;
(ii) the character, dimensions, or location of any improvement erected on the Land;
(iii) the subdivision of land; or
(iv) environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the
coverage provided under Covered Risk 5.
(b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6.
2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
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 (however, this does not modify or limit the coverage provided under Covered Risk 11,
13, or 14); or
(e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.
4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-
business laws of the state where the Land is situated.
5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the
Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law.
6. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating
the lien of the Insured Mortgage, is
(a) a fraudulent conveyance or fraudulent transfer, or
(b) a preferential transfer for any reason not stated in Covered Risk 13(b) of this policy.
7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of
Policy and the date of recording of the Insured Mortgage in the Public Records. This Exclusion does not modify or limit the coverage
provided under Covered Risk 11(b).
The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from
Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:
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
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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. (a) 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. Any lien or right to a lien for services, labor or material not shown by the public records.
2006 ALTA OWNER'S POLICY (06-17-06)
EXCLUSIONS FROM COVERAGE
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 that arise by reason of:
1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating,
prohibiting, or relating to
(i) the occupancy, use, or enjoyment of the Land;
(ii) the character, dimensions, or location of any improvement erected on the Land;
(iii) the subdivision of land; or
(iv) environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the
coverage provided under Covered Risk 5.
(b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6.
2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
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 (however, this does not modify or limit the coverage provided under Covered Risk 9 or
10); or
(e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title.
4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction vesting
the Title as shown in Schedule A, is
(a) a fraudulent conveyance or fraudulent transfer, or
(b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy.
5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of
Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A.
The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from
Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:
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. (a) 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. Any lien or right to a lien for services, labor or material not shown by the public records.
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First American Title
ALTA EXPANDED COVERAGE RESIDENTIAL LOAN POLICY (07-26-10)
EXCLUSIONS FROM COVERAGE
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 that arise by reason of:
1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating,
prohibiting, or relating to
(i) the occupancy, use, or enjoyment of the Land;
(ii) the character, dimensions, or location of any improvement erected on the Land;
(iii) the subdivision of land; or
(iv) environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the
coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or 16.
(b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c),
13(d), 14 or 16.
2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
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 (however, this does not modify or limit the coverage provided under Covered Risk 11,
16, 17, 18, 19, 20, 21, 22, 23, 24, 27 or 28); or
(e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.
4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-
business laws of the state where the Land is situated.
5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the
Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law. This Exclusion does not modify or limit
the coverage provided in Covered Risk 26.
6. Any claim of invalidity, unenforceability or lack of priority of the lien of the Insured Mortgage as to Advances or modifications made after the
Insured has Knowledge that the vestee shown in Schedule A is no longer the owner of the estate or interest covered by this policy. This
Exclusion does not modify or limit the coverage provided in Covered Risk 11.
7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching subsequent to Date
of Policy. This Exclusion does not modify or limit the coverage provided in Covered Risk 11(b) or 25.
8. The failure of the residential structure, or any portion of it, to have been constructed before, on or after Date of Policy in accordance with
applicable building codes. This Exclusion does not modify or limit the coverage provided in Covered Risk 5 or 6.
9. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating
the lien of the Insured Mortgage, is
(a) a fraudulent conveyance or fraudulent transfer, or
(b) a preferential transfer for any reason not stated in Covered Risk 27(b) of this policy.
PA2019-067
Privacy Information
We Are Committed to Safeguarding Customer Information
In order to better serve your needs now and in the future, we may ask you to provide us with certain information. We understand that you may be concerned about what we will do with such
information - particularly any personal or financial information. We agree that you have a right to know how we will utilize the personal information you provide to us. Therefore, together with our
subsidiaries we have adopted this Privacy Policy to govern the use and handling of your personal information.
Applicability
This Privacy Policy governs our use of the information that you provide to us. It does not govern the manner in which we may use information we have obtained from any other source, such as
information obtained from a public record or from another person or entity. First American has also adopted broader guidelines that govern our use of personal information regardless of its source.
First American calls these guidelines its Fair Information Values.
Types of Information
Depending upon which of our services you are utilizing, the types of nonpublic personal information that we may collect include: • Information we receive from you on applications, forms and in other communications to us, whether in writing, in person, by telephone or any other means; • Information about your transactions with us, our affiliated companies, or others; and • Information we receive from a consumer reporting agency.
Use of Information
We request information from you for our own legitimate business purposes and not for the benefit of any nonaffiliated party. Therefore, we will not release your information to nonaffiliated parties
except: (1) as necessary for us to provide the product or service you have requested of us; or (2) as permitted by law. We may, however, store such information indefinitely, including the period
after which any customer relationship has ceased. Such information may be used for any internal purpose, such as quality control efforts or customer analysis. We may also provide all of the types of
nonpublic personal information listed above to one or more of our affiliated companies. Such affiliated companies include financial service providers, such as title insurers, property and casualty
insurers, and trust and investment advisory companies, or companies involved in real estate services, such as appraisal companies, home warranty companies and escrow companies. Furthermore,
we may also provide all the information we collect, as described above, to companies that perform marketing services on our behalf, on behalf of our affiliated companies or to other financial
institutions with whom we or our affiliated companies have joint marketing agreements.
Former Customers
Even if you are no longer our customer, our Privacy Policy will continue to apply to you.
Confidentiality and Security
We will use our best efforts to ensure that no unauthorized parties have access to any of your information. We restrict access to nonpublic personal information about you to those individuals and
entities who need to know that information to provide products or services to you. We will use our best efforts to train and oversee our employees and agents to ensure that your information will be
handled responsibly and in accordance with this Privacy Policy and First American's Fair Information Values. We currently maintain physical, electronic, and procedural safeguards that comply with
federal regulations to guard your nonpublic personal information.
Information Obtained Through Our Web Site
First American Financial Corporation is sensitive to privacy issues on the Internet. We believe it is important you know how we treat the information about you we receive on the Internet.
In general, you can visit First American or its affiliates’ Web sites on the World Wide Web without telling us who you are or revealing any information about yourself. Our Web servers collect the
domain names, not the e-mail addresses, of visitors. This information is aggregated to measure the number of visits, average time spent on the site, pages viewed and similar information. First
American uses this information to measure the use of our site and to develop ideas to improve the content of our site.
There are times, however, when we may need information from you, such as your name and email address. When information is needed, we will use our best efforts to let you know at the time of
collection how we will use the personal information. Usually, the personal information we collect is used only by us to respond to your inquiry, process an order or allow you to access specific
account/profile information. If you choose to share any personal information with us, we will only use it in accordance with the policies outlined above.
Business Relationships
First American Financial Corporation's site and its affiliates' sites may contain links to other Web sites. While we try to link only to sites that share our high standards and respect for privacy, we are
not responsible for the content or the privacy practices employed by other sites.
Cookies
Some of First American's Web sites may make use of "cookie" technology to measure site activity and to customize information to your personal tastes. A cookie is an element of data that a Web site
can send to your browser, which may then store the cookie on your hard drive.
FirstAm.com uses stored cookies. The goal of this technology is to better serve you when visiting our site, save you time when you are here and to provide you with a more meaningful and
productive Web site experience.
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Fair Information Values
Fairness We consider consumer expectations about their privacy in all our businesses. We only offer products and services that assure a favorable balance between consumer benefits and consumer
privacy.
Public Record We believe that an open public record creates significant value for society, enhances consumer choice and creates consumer opportunity. We actively support an open public record
and emphasize its importance and contribution to our economy.
Use We believe we should behave responsibly when we use information about a consumer in our business. We will obey the laws governing the collection, use and dissemination of data.
Accuracy We will take reasonable steps to help assure the accuracy of the data we collect, use and disseminate. Where possible, we will take reasonable steps to correct inaccurate information.
When, as with the public record, we cannot correct inaccurate information, we will take all reasonable steps to assist consumers in identifying the source of the erroneous data so that the consumer
can secure the required corrections.
Education We endeavor to educate the users of our products and services, our employees and others in our industry about the importance of consumer privacy. We will instruct our employees on
our fair information values and on the responsible collection and use of data. We will encourage others in our industry to collect and use information in a responsible manner.
Security We will maintain appropriate facilities and systems to protect against unauthorized access to and corruption of the data we maintain.
Form 50-PRIVACY (9/1/10) Page 1 of 1 Privacy Information (2001-2010 First American Financial Corporation)
PA2019-067