West Lewis Street Revised BPA-OCR

Brownfields Property Application
North Carolina Brownfields Program
www.ncbrownfields.org
I. PROSPECTIVE DEVELOPER (PD) INFORMATION {USE TAB KEY TO GET TO NEXT
DATA ENTRY LINE-DO NOT USE THE RETURN KEY}
A. PD information:
Entity name AZ Development, LLC 'l'..l'~'.l.526~;>.z \ ~ ;9"3
Principal Officer Andrew Zimmerman N l~~ ~ ~ ,._(/) t?
Representative &f ~ ~· ~ ~ ~ ~ \1
Mailing Address 3412 Old Onslow Road ~ /...... !:: -:, ~ & 5 !:: Greensboro, NC 27407 :;_:-: J..; ~
... ~~ !!) o:,°>
E-mail address andyz@triad. rr. com ~~ \; C'tz-tnoiG~
Phone No. 336-255-4813
Fax No.
Web site
B. PD contact person information (i.e .. individual who will serve as the NCBP's point of
contact if different than above):
Name
Company
Mailing Address
E-Mail Address
Phone No.
Fax No.
George House
Brooks Pierce
230 N. Elm Street
Greensboro, NC 27401
[e-mail]
336-271-3114
C. Information regarding all parent companies. subsidiaries or other affiliates of PD (attach
separate sheet(s) if necessary):
(Use for LLCs)
Member-managed or manager-managed? Answer: Manager-managed
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If manager-managed, provide name of manager and percent of ownership:
Name
Ownership(%)
Mailing Address
E-Mail Address
Phone No.
Fax No.
Andrew Zimmerman
100
3412 Old Onslow Road
Greensboro, NC 27 407
andyz@triad. rr. com
336-271-3114
For all LLCs, list all members of the LLC and provide their percent of ownership:
Name
Ownership(%)
Mailing Address
E-Mail Address
Phone No.
Fax No.
Name
Ownership(%)
Mailing Address
E-Mail Address
Phone No.
Fax No.
Name
Ownership(%)
Mailing Address
E-Mail Address
Phone No.
Fax No.
Andrew Zimmerman
100
3412 Old Onslow Road
Greensboro, NC 27 407
[e-mail]
336-271-3114
5
Managers of manager-managed LLCs are required to execute all brownfield documents for
the LLC; as to member-managed LLCs, state name of member who will sign these
documents.
NIA
List all parent companies, subsidiaries and other affiliates:
AZAS, LLC (Affiliate)
Get Outdoors, LLC (Affiliate)
Elevation Development, LLC (Affiliate)
(Use for Partnerships)
Check one: 0General Partnership Dlimited Partnership
List all partners and percent of ownership:
Name
Ownership(%)
Mailing Address
E-Mail Address
Phone No.
Fax No.
Is this person a general or limited partner?
Name
Ownership(%)
Mailing Address
E-Mail Address
Phone No.
Fax No.
Is this person a general or limited partner?
List all parent companies, subsidiaries and other affiliates:
6
(Use for corporations other than LLCs)
(If information is the same as shown in 1.A., please indicate "same as 1.A." below.)
Name
Mailing Address
E-Mail Address
Phone No.
Fax No.
List all parent companies, subsidiaries and other affiliates:
(Use for individuals)
(If individual is the same as shown in 1.A., -please indicate "same as 1.A." above.)
Name
Mailing Address
E-Mail Address
Phone No.
Fax No.
D. Does PD have or can it obtain the financial means to fully implement a brownfields
agreement and assure the safe reuse of the property? (Attach supporting documentation
such as letters of credit, financial statements, etc.)
Answer Yes
Explanation High Point Bank has agreed to provide financing if the project is determined to
be eligible for the brownfields program. Mr. Zimmerman is an experienced businessman who
has redeveloped four properties in the Greensboro area and maintains a good standing with
local banks. Mr. Zimmerman has never filed bankruptcy and has substantial assets.
E. Does PD have or can it obtain the managerial means to fully implement a brownfields
agreement and assure the safe use of the property?
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Answer Yes
Explanation AZ Development, LLC has the proper managerial means to fully implement a
brownfields agreement. Mr. Zimmerman is an experienced business manager and has prior
experience managing a brownfields agreement (Burlington Distribution Center; NCBP ID#
10049-06-41). In addition, EnviroAssessments, PLLC, a regional environmental consulting
firm, and Mr. George House, an experienced environmental attorney with Brooks, Pierce,
Mclendon, Humphrey and Leonard, will assist AZ Development, LLC with the investigation,
negotiation, and implementation of the Brownfields Agreement.
F. Does PD have or can it obtain the technical means to fully implement a brownfields
agreement and assure the safe use of the property?
Answer Yes
Explanation AZ Development, LLC has the proper technical means to fully implement a
brownfields agreement. Mr. Zimmerman has prior experience with contaminated properties
and prior experience with a brownfields agreement (Burlington Distribution Center; NCBP ID
# 10049-06-41). In addition, EnviroAssessments, PLLC, a regional environmental
consulting firm, and Mr. George House, an experienced environmental attorney with Brooks,
Pierce, Mclendon, Humphrey and Leonard, will assist AZ Development, LLC with the
investigation, negotiation, and implementation of the Brownfields Agreement.
G. Does PD commit that it will comply (and has complied, if PD has had a prior project in the
NCBP) with all applicable procedural requirements of the NCBP, including prompt payment of
all statutorily required fees?
Answer Yes
(List all NCBP project name(s) and NCBP project ID numbers where PD or any parent
company, subsidiary and other affiliate of PD has been a party to.)
Burlington Distribution Center. 6012 High Point Road, Greensboro, NC 27407 (NCBP Project
ID Number 10049-06-41)
H. Does PD currently own the property?
Answer 117 B 1 W. Lewis St Yes, but acquired after receipt of DENR's
original Letter of Eligibility.
109/111 W. Lewis St No
If yes, when did PD purchase the property and from whom? (Provide name, address,
8
telephone number and email address of the contact person for the current
property owner.)
117 B was purchased from Phillip B. Snow and Ivy Snow Anthony on October 30, 2013. Ivy
Snow Anthony and Phillip B. Snow, obtained the property by deed dated July 6, 2012 from the
Executors of Helen Barrett Snow. Their address is: 4716 Thetford Road, Durham, NC 27707.
If no, provide the name, address, telephone number and e-mail address of the contact
person for the current property owner
109/111 W. Lewis St:
The curent property owners are South End Partners LLC, by deed dated October 23, 2013 from
Capital Bank National Association/Southern Community Bank and Trust.
I. If PD does not currently own the property, does PD have the property under contract to
purchase?
Answer Yes, as to 109/111 W. Lewis St.:
If yes, provide date of contract. 109/J 11 W. Lewis St. June 17, 2014
If no, when does the PD intend to purchase the property (e.g., after the project is determined
to be eligible for participation in the NCBP, after PD receives a draft BFA, after the
conclusion of the brownfields process)? Note: the Act requires the PD to demonstrate that it
intends to either buy or sell the property.
117 B 1 W. Lewis St.: AZ Development, LLC purchased the property after the project was
determined to be eligible for participation in the NCBP.
109/111 W. Lewis St.: AZ Development, LLC intends to purchase the property after the
project is determined to be eligible for participation in the NCBP.
J. Describe all activities that have taken place on the property since PD or PD's parents,
subsidiaries and/or other affiliates, and/or lessees or sublessees of PD, took ownership of or
operated at the property (e.g., industrial, manufacturing or commercial activities, etc.).
(Include a list of all regulated substances as defined at NCGS § 130A-310.31(b)(11) that have
been used, stored on, or otherwise present at the property while those activities were
conducted, and explain how they were used.)
117 B 1 W. Lewis St:
AZ Development, LLC has divided the property into two addresses (117 and 123 W. Lewis St.) 117
W. Lewis Street has been remodeled and developed into The Forge, a non-profit that allows
members to use wood working and metal working tools and equipment for private use. 123 W.
Lewis St has been remodeled and developed into a brewery and tap room.
9
109/111 W. Lewis St:
AZ Development, LLC does not currently own the property and has never operated at the property.
AZ Development, LLC will not take ownership of the property until the project is determined to be
eligible for the NCBP. The property is currently unoccupied and exists as a vacant commercial
warehouse property.
II. SITE INFORMATION
A Information regarding the proposed brownfields property:
Proposed project name West Lewis Street Properties
acreage 0.48 ac/0.24 ac street address(es) 117 81 W. Lewis St./ 109/111 W. Lewis
St
city Greensboro County Guilford zip
tax ID(s) or PIN(s) 117 B 1 W. Lewis St.: 7864539880
109/111 W. Lewis St.: 7864631801
27406
past use(s) 117 B 1 W. Lewis St.: Antique Store, Dry Cleaner, Lumber Yard, Livery
Stable, Dwellings (late 1800s), Furniture Store, Feed Storage.
109/111 W. Lewis St.: wagon/carriage company from at least
1885 through 1913; as an auto garage and/or auto repair shop and Pepsi Cola
Bottling Company in 1919 through at least 1925; as a furniture warehouse from
at least 1950 through 1971; also as an auto repair shop from 1962 through 1965;
and as a warehouse and/or office supply company from 1969 through 1989. The
building is presently vacant.
current use(s) 117 B 1 W. Lewis St: Storage. AZ Development, LLC has divided the
property into two addresses (117 and 123 W. Lewis St.) 117 W. Lewis Street has been
remodeled and developed into The Forge, a non-profit that allows members to use wood
working and metal working tools and equipment for private use. 123 W. Lewis St has been
remodeled and developed into a brewery and tap room.
109/111 W. Lewis St.: unoccupied and exists as a vacant commercial
warehouse property.
cause(s)/source(s) of contamination:
known
suspected 117 B 1 W. Lewis St: (1) Off-site Model Linen-B (Incident# 86606)/Facility ID
NONCD0002088: Documented solvent contamination with current Brownfields Agreement,
located north of the property.
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109/111 W. Lewis St.: (1) Former on-Site auto repair shop resulting in
potential on-site source areas of petroleum contamination identified in on-site groundwater.
(2) Off-site Model Linen-8 (Incident# 16349)/LUST and IMD listing for documented
petroleum (1 or more heating oil USts) contamination in soil, Incident remains "Open",
located north of the property.
8. Regulatorv Aaency Involvement: List the site names and all identifying numbers (ID No.)
previously or currently assigned by any federal, state or local environmental regulatory
agencies for the property. The ID No's may include CERCLIS numbers, RCRA generator
numbers for past and present operations, UST database, Division of Water Quality's incident
management database, and/or Inactive Hazardous Sites Branch inventory numbers. (In
many instances, the PD will need to actively seek out this information by reading
environmental site assessment reports, reviewing government files, contacting government
officials, and through the use of government databases, many of which may be available over
the internet.)
Agency Name/ID No: 117 B 1 W. Lewis St: None reported at the time of this submittal
Agency Name/ID No: 109/111 W. Lewis St: None reported at the time of this submittal
Agency Name/ID No:
Agency Name/ID No:
Agency Name/ID No:
C. In what way(s) is the property abandoned. idled. or underused?
117 B 1 W. Lewis St: Prior to acquisition after receiving a Letter of Eligibility, the property
was underused for storage purposes. The property did not provide any jobs or benefit to the
community. Redevelopment of the property now provides commercial retail and office space
that create jobs for the community. Redelopment greatly improved the appearance of the
property area and increased tax revenue for the City.
109/111 W. Lewis St: The property is currently underused as it is unoccupied and exists as
a vacant commercial warehouse property. The property does not currently provide any jobs
or benefit to the community. Redevelopment of the property will provide commercial retail
and office space which will create jobs for the community. The redelopment of the property
will improve the appearance of the property area and increase tax revenue for the City.
D. In what way(s) is the actual or possible contamination at the property a hindrance to
development or redevelopment of the property (attach anv supporting documentation such as
letters from lending institutions)?
117 B 1 W. Lewis St: AZ Development, LLC purchased the property after the project was
determined to be eligible for participation in the NCBP. AZ Development, LLC has divided the
property into two addresses (117 and 123 W. Lewis St.) 117 W. Lewis Street has been
remodeled and developed into The Forge, a non-profit that allows members to use wood working
and metal working tools and equipment for private use. 123 W. Lewis St has been remodeled
and developed into a brewery and tap room. In addition, AZ Development, LLC continues to
have potential liability concerns associated with the identified contamination at the property
without the implementation of a brownfields agreement.
11
109/111 W. Lewis St: AZ Development, LLC will not redevelop the property until the project
has been determined to be eligible for the NCBP. High Point Bank will not finance the property
until the project has been determined to be eligible for the NCBP (supporting documentation
attached). In addition, AZ Development, LLC has potential liability concerns associated with the
identified contamination at the property without the implementation of a brownfields agreement.
E. In what way(s) is the redevelopment of the property difficult or impossible without a
brownfields agreement (attach any supporting documentation such as letters form lending
institutions)?
117 B 1 W. Lewis St: AZ Development, LLC would not acquire the property or engage in
redevelpment until it received a Letter of Eligibility for the NCBP. High Point Bank would not
finance the property until the project has been determined to be eligible for the NCBP
(supporting documentation attached).
109/111 W. Lewis St: AZ Development, LLC will not acquire or redevelop the property until
the project has been determined to be eligible for the NCBP. High Point Bank will not finance
the property until the project has been determined to be eligible for the NCBP (supporting
documentation attached).
F. What are the planned use(s) of the redeveloped brownfields property to which the PD will
commit? Be as specific as specific as possible.
117 B 1 W. Lewis St: AZ Development, LLC has divided the property into two addresses
(117 and 123 W. Lewis St.) 117 W. Lewis Street has been remodeled and developed into
The Forge, a non-profit that allows members to use wood working and metal working tools
and equipment for private use. 123 W. Lewis St has been remodeled and developed into a
brewery and tap room.
109/111 W. Lewis St: The property is currently unoccupied, underused and deteriorating.
Redevelopment will include the total restoration of the existing on-site building and will
improve the appearance of the property. AZ Development, LLC plans to redevelop the
property with commercial retail, office and flex space. The property is located in a
commercial area of Greensboro, NC and will provide additional retail and office jobs for the
local community.
G. Current tax value of brownfields property: $265,800 -117 B 1 W. Lewis St
$236,200 -109/111 W. Lewis St
H. Estimated capital investment in redevelopment project: $600,000 -117 B 1 W. Lewis St
$600,000-109/111 W. Lewis St
I. List and describe the public benefits that will result from the property's redevelopment. Be as
specific as possible. (Examples of public benefits for brownfields projects include job creation,
tax base increases, revitalization of blighted areas, preserved green space, preserved historic
places, improving disadvantaged neighborhood quality-of-life related retail shopping
opportunities, affordable housing, environmental cleanup activities or set asides that have
12
community or environmental benefits. In gauging public benefit, NCBP places great value
upon letters of support from community groups and local government that describe
anticipated improvements in quality of life for neighboring communities that the project will
bring about. The inclusion of such support letters with this application is recommended and
encouraged.)
117 B 1 W. Lewis St: The project building is over 100 years old and had been an eye sore
for the community. Other development had taken place around the property and the
neighborhood is working together to improve the project area. Redevelopment of the property
improved the appearance of the property and return the property to a more productive use. The
redevelopment of the property will increase the tax base. Redevelopment provides retail and
office space, provides jobs and improves the quality of life in the community. Green space has
been added to redevelop the property. The unique appearance of building's history has been
preserved.
109/111 W. Lewis St: The project building is over 100 years old and has been an eye sore for
the community. Other development has taken place around the property and the neighborhood
(including the adjoining 117 B 1 W. Lewis Street property. The neighborhood is working
together to improve the project area. Redevelopment of the property will improve the
appearance of the property and return the property to a more productive use. The planned
redevelopment of the property will increase the tax base, provide retail space and jobs and
improve the quality of life in the community. Green space will be part of the plan to redevelop the
property. Any opportunity to preserve the history of the building will also be considered.
Special Note: Please describe all environment-friendly technologies and designs PD plans
to utilize in its redevelopment strategy. For example, environment friendly redevelopment
plans could include: Leadership in Energy and Environmental Design (LEED) Certification,
green building materials; green landscaping techniques such as using drought resistant
plants; energy efficient designs, materials, appliances, machinery, etc.; renewable sources of
energy, and/or recycling/reuse of old building materials such as brick or wood.
117 B 1 W. Lewis St: Smart Growth redevelop was employed to avoid development of an
undeveloped "greenfield" area. All new energy efficient heating, air conditioning, water
heating and lighting was installed and brought to current code .. All new energy efficient
windows were installed. All bathrooms were updated to include ADA fixtures and water
saving features.
109/111 W. Lewis St: Smart Growth will be utilized to redevelop a previously developed
property and avoid development of an undeveloped "greenfield" area. All new energy
efficient heating, air conditioning, water heating and lighting will be installed. All new energy
efficient windows will be installed. All bathrooms will be updated to include ADA fixtures and
water saving features.
J. Who will own the brownfields property when the Notice of Brownfields Property is filed with
the register of deeds at the conclusion of the brownfields process? (If information is the
same as 1.A. above, please indicate.)
Name Same as 1.A. for both 117 B 1 and 109/111 W. Lewis St
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Mailing Address
E-Mail Address
Phone No.
Fax No.
Ill. OTHER REQUIRED INFORMATION
A. Brownfields Affidavit: PD must provide its certification, in the form of a signed and
notarized original of the unmodified model brownfields affidavit provided by NCBP, that it
did not cause or contribute to contamination at the property and that it meets all other
statutory eligibility requirements. (Note: The form to use for this affidavit is attached to this
application. It must be filled out signed notarized, and submitted with this application.)
Is the required affidavit. as described above. included with this application?
Answer Yes for for both 117 B 1 and 109/111 W. Lewis St
B. Proposed Brownfields Agreement Form: PD must provide the completed form Proposed
Brownfields Agreement. (Note: The form to use for this document is attached to this
application. It must be filled out, initialed, and attached on your submittal.)
Is the required Proposed Brownfields Agreement . as described above. included with this
application?
Answer Yes for both 117 B 1 and 109/111 W. Lewis St
C. Location Map: PD must provide a copy of the relevant portion of the 1 :24,000 scale
U.S.G.S. topographic quadrangle map that shows the property clearly plotted, and that
measures at least an 8 % by 11 inches. (Note: these maps can be purchased through the
above link, or often through retail outdoor recreation stores that can print out the relevant
map. Often environmental reports have location maps that use this type of map as the base
for its location map.)
Is the required location map included with this application?
Answer Yes for both 117 B 1 and 109/111 W. Lewis St
D. Survey Plat: PD must provide a preliminary survey plat of the brownfields property with the
property boundaries clearly identified, and a metes and bounds legal description that
matches the property description on the plat. At this stage of the brownfields process; one
or more existing survey plats from a previous property conveyance will suffice. (Before the
brownfields project enters the public comment phase of the brownfields process, the PD will
be required to submit a final brownfields survey plat which includes the information listed in
the brownfields survev plat guidance.)
Is the required preliminary survey plat included with this application?
Answer Yes for both 117 B 1 and 109/111 W. Lewis St
14
E. Site Photographs: PD must provide at least one pre-redevelopment photograph of the
property, in either hard copy or electronic format that shows existing facilities and
structures. Please note that the NCBP prefers to have electronic photos instead of or
in addition to hard copies. Electronic copies of photographs should be emailed to:
[e-mail] with a clear indication as to which Brownfields
Application they apply to. ·
Are photographs of the property included with this application?
Answer Yes for both 117 B 1 and 109/111 W. Lewis St
Have electronic copies of the photographs been emailed to NCBP?
Answer Yes for both 117 B 1 and 109/111 W. Lewis St
F. Environmental Reports/Data: If it makes an affirmative eligibility determination, the NCBP
will request that PD provide any and all existing environmental reports and data for the
property on CD only. The brownfields process may be expedited if PD submits such
reports/data with this application.
Are any environmental reports/data being submitted with this application?
Answer Yes for both 117 B 1 and 109/111 W. Lewis St
If environmental reports/data are being submitted with this application. please provide the title.
date and author of each item being submitted:
Phase I ESA • 117 81 West Lewis Street Property, dated June 12, 2013, and authored by
Gary Sawyer (Principal; Licensed Geologist)
Phase II ESA -117 B 1 West Lewis Street Property, dated August 8, 2013, and authored
by Cllff Lundgren (Senior Project Manager; Licensed Geologist)
Phase I ESA -109-111 West Lewis Street Property, dated July 30, 2014, and authored by
Gary Sawyer (Principal; Licensed Gologlst)
Phase II ESA -109-111 West Lewis Street Property, dated September 8, 2014, and
authored by Cliff Lundgren (Senior Project Manager; Licensed Geologist)
IV. ADDITIONAL REQUIRED FORMS
The following forms are to be filled out and submitted with the application including the
Responsibility and Compliance Affidavit and the Proposed Brownfields Agreement.
Submittal of the Affidavit requires signature and notarization, and the Proposed
Brownfields Application requires an initial.
15
NORTH CAROLINA DEPARTMENT OF ENVIRONMENT
AND NATURAL RESOURCES
NORTH CAROLINA BROWNFIELDS PROGRAM
IN THE MATTER OF: AZ Development
UNDER THE AUTHORITY OF
NORTH CAROLINA GENERAL
~trTUTES 3130A-310.30, et. sei
)
)
)
AFFIDAVIT
RE: RESPONSIBILITY
AND COMPLIANCE
irrn r-
Andrew Zimmerman, being duly sworn, hereby deposes and says:
1. I am <<Owner>> of AZ Development, LLC.
2. [if signatory is not President, add this paragraph: "I am fully authorized to make the declarations
contained herein and to legally bind AZ Development, LLC ."]
3. AZ Development, LLC is applying for a Brownfields Agreement with the North Carolina Department
of Environment and Natural Resources, pursuant to N.C.G.S. 3 BOA, Article 9, Part 5 (Brownfields
Act), in relation to the following 7864539880 /7864631801 parcel(s) in Greensboro, Guilford,
County, North Carolina: 117 Bl West Lewis Street & 109/111 West Lewis Street, respectivly
4. I hereby certify, under the pains and penalties of perjury and of the Brownfields Act, that AZ
Development, LLC, and any parent, subsidiary or other affiliate meets the eligibility requirements of
N.C.G.S. 3 130A-310.31(b)(10), in that it has a bona fide, demonstrable desire to buy[8J sell 0 for
the purpose of developing or redeveloping, and did not cause or contribute to the contamination at, the
parcel(s) cited in the preceding paragraph.
5. I hereby certify, under the pains and penalties of perjury and of the Brownfields Act, that AZ
Development, LLC meets the eligibility requirement ofN.C.G.S.::>130A-310.32(a)(l) in that it and any
parent, subsidiary or other affiliate have substantially complied with:
a. the terms of any brownfields or similar agreement to which it or any parent, subsidiary or
other affiliate has been a party;
b. the requirements applicable to any remediation in which it or any parent, subsidiary or other
affiliate has previously engaged;
c. federal and state laws, regulations and rules for the protection of the environment.
C A;J'::'fu, ~ -d""-~ ~-------~~c)r ~ G.-.. ~ ""-'c...'""'A~
Signature/Printed Name
Date l 0 \ ~\ 1£4
Sworn to and subscribed before me
this e ~ day of (X_--\:::,'peJ\ '20\~. J*****************************1
* NOTMV~ ·. J BETSY 8. HINES f i RANDOLPH COUNTY. NC I
******************************! (SEAL)
~--~ ~ . Mc "=A-? Notary Public
My commiss; n expires: 3j't>/ok> ,-,
16
Preliminary Proposed Brownfields Agreement
I. Property Facts
a. Property Address(es): 117 Bl & 109/111 West Lewis Street, Greensboro, NC 27406
b. Property Seller: 117 B 1 W. Lewis St: Ivy S.Anthony 109/111 W. Lewis St: South End
Partners LLC
c. Property Buyer: AZ Development, LLC -both properties
d. Brief Property Usage History: 117 B 1 W. Lewis St: At the time of purchase and
original application, the property was underutilized for storage .. The property
historically operated as a dry cleaner, lumber yard, livery stable, furniture store,
feed storage facility and dwellings (late 1800s). AZ Development, LLC has
divided the property into two addresses (117 and 123 W. Lewis St.) 117 W.
Lewis Street has been remodel and developed into The Forge, a non-profit that
allows members to use wood working and metal working tools and equipment for
private use. 123 W. Lewis St has been remodeled and developed into a brewery
and tap room.
109/111 W. Lewis St: The property is unoccupied and vacant
The property most recently operated as a commercial warehouse property. The property
historically operated as an auto repair shop, furniture warehouse, auto garage and/or auto repair
shop and Pepsi Cola Bottling Company and wagon/carriage company (late 1800s)
e. The planned reuse will potentially involve the following use classification(s) (check all that
apply):
D School/childcare/senior care
D Residential
IZJ Commercial, retail (specify) The Forge (as described above and a brewery and tap room
at 117 B 1 W. Lewis St
IZI
IZI
D
D
D
IZI
D
Other commercial (specify) Flex (collaborative office) Space -109/111 W. Lewis St
Office
Light industrial
Heavy industrial
Recreational
Open space
Other (specify)
II. Contaminant Information
a. The contaminant situation at the property is best described by the following (check all that
apply):
17
IZ! Contaminants are from an on-property source(s)
IZ! Contaminants are from an off-property source(s)
IZ! Contaminants are from an unknown source( s)
D Contaminants have not yet been documented on the property
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IA.TA RCDERR
North Carolina Department of Environment and Natural Resources
Pat McCrory
Governor
Mr. Andrew Zimmerman
AZ Development, LLC
3412 Old Onslow Road
Greensboro, NC 27407
Division of Waste Management
Dexter R. Matthews
Director
October 28, 2013
Subject: LETTER OF ELIGIBILITY -WEST LEWIS STREET PROJECT
117-B 1 West Lewis Street
Greensboro, Guilford County
N .C. Brownfields Program Project No. 17046-13-041
Dear Mr. Zimmerman:
John E. Skvarla, Ill
Secretary
The North Carolina Department of Environment and Natural Resources (DENR)
received, on October 7, 2013, and has reviewed the Brownfields Property Application (BPA)
prepared and submitted by Michael P. McDermott Jr. ofEnviroAssessments, PLLC (EA) on
behalf of AZ Development, LLC as the applicant Prospective Developer (PD) seeking entry into
the N.C. Brownfields Program (NCBP) and a brownfields agreement regarding the subject site.
We understand that the property consists of approximately 0.48 acres and that AZ Development,
LLC desires to purchase the property for redevelopment in commercial retail, office and flex
space uses. Upon review of the BP A with respect to the requirements of the Brown fields
Property Reuse Act of 1997, DENR has determined that this redevelopment project is eligible for
entry into the NCBP and for continued evaluation for a Brownfields Agreement (BFA).
The next step in the process will involve a detailed review of available environmental and
other relevant data to determine what is currently known about contamination at the site. We are
in receipt of a Phase II Environmental Site Assessment (ESA) prepared by EA, dated August 8,
2013 and submitted with the BPA, which noted that EA also conducted a Phase I ESA, dated
June 12, 2013, for the subject property. Please forward that Phase I to your brownfields Project
Manager for inclusion in our review (an electronic copy will sutlice). Any existing historical site
information from the files ofDENR's Division of Waste Management will also be utilized
during the evaluation process. Please forward to your brownfields Project Manager any
additional environmental reports, data or site information you may have or can acquire to assist
in our evaluation. This should include reports from other DENR agencies or regional offices, if
available.
We are pleased about the public benefit offered by the redevelopment of the West Lewis
Street property, particularly because your project will further advance the redevelopment
potential in an area that already has a brownfields agreement -the Model Linen project on
property located across the street from the West Lewis Street site.
1646 Mail Service Center, Raleigh, North Carolina 27699-1646
Phone: [phone] I Internet: http:/lportal.ncdenr.org/weblwm
An Equal Opportunity\ Aff1rmatiye Action Employer-50% Recycled 110% Post Consumer Paper
Mr. Andrew Zimmerman
October 28, 2013
Page2
I understand that you are also the Prospective Developer for the recently completed
Burlington Distribution brownfields project. So I want to thank you for your continued interest in
the N.C. Brownfields Program. We look forward to working with you to advance this second
brownfields redevelopment project you have brought to the Program. As he was for your
Burlington Distribution project, Tony Duque will be the brownfields Project Manager for the
subject project. If you have questions about this correspondence or require additional
information, please feel free to contact Tony by phone at 919-707-8380 or by e-mail at
[e-mail].
Sincerely, J\ (\ Lt--
Linda M. Culpepper
Deputy Director
Division of Waste Management
cc: Project File
ec: Bruce Nicholson, DENR
Tony Duque, DENR
lVIorehead Title Company
US Trust Center, 301 N. Elm Street, Suite 250A, Greensboro, NC 27401
336-790-5499 Fax: [phone]
[e-mail]
Owner ID: 3155400-01215436
Loan ID:
Cmt ID: Gl3-1092
G13-1092
Owner: South End Partners, LLC
Property: Metes and Bounds
Desmond Sheridan
Isaacson Isaacson Sheridan & Fountain
Suite 400 101 W Friendly Avenue (27401)
PO Box 1888
Greensboro NC 27401
336-275-7626/Fax: [phone]
Owner Cov: $120,000.00
Loan Cov:
Premium: $133.50
To Agent: $106.80
To Insurer: $26.70
Total: $133.50
Amt Paid: $133.50
Amt Due: $0.00
If you have questions or need more btformation, please contact us at the address and phone number(s) above.
Thank you for doing business with Morehead Title Company.
Fi le ID G13-1092 Issued 12-19-2013 ID: 3155400-01215436 [92721 12-19-2013/HCOOPER
G13-1092
WFG National Title Insurance Company
Owner's Policy
Schedule A
Policy ID: 3155400-01215436
Address: 109 and 111 w. Lewis Street, Greensboro, NC
Coverage: $120,000.00
Policy Date: October 23, 2013 at 04:41pm in Guilford County
1. The Insured in whom title to the fee simple estate or interest in
the land is vested at the Policy Date is:
South End Partners, LLC
2. The land referred to in this policy is described in the following
instruments:
Deed from Capital Bank, Nationai Association, successor by merger
to Southern Community Bank and Trust to South End Partners, LLC,
dated October 23, 2013, and recorded on October 23, 2013, at
04:41PM, in Book 7543, Page 2700, Guilford County Registry.
3. The land referred to in this policy is described as follows:
For description of the insured land, see Exhibit "A" attached
hereto and made a part of Schedule A.
Schedule B
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. Taxes for the year 2014 and subsequent years, not yet due and
payable.
2. Survey by Joseph G. Stutts, PLS, dated October 21, 2013, reveals
the following matters: a} 0.8' building encroachment into
adjoining 8' alley. The Company insures against loss or damage
incurred by Insured solely as a result of said 0.8' building
encroachment; and b) fence encroachments onto adjoining property.
3. Title to that portion of the Land within the right of way of Lewis
Street.
ALTA Owner's Policy (6-17-06)
Office: Morehead Title Company
US Trust Center, G1·eensboro, NC 27401 336-790-5499
File ID G13-1092 Issued 12-19-2013 ID: 3155400-01215436 {92721 12-19-2013/HCOOPER Page 1
Copyright 2006-2013 American land Title Association. All rights reserved. The use of this Form Is restricted to ALTA licensees and ALTA
-AMEIUCAN
lANOTlTU ~
EXHIBIT A
LEGAL DESCR1PTION
BEGINNING at a point in the toutliern margin of Lewis Street, In the City of
G.reensboro. Nol,'fh Carolina, said point beitlg 99.23 feet west ot the
· southwest Intersection of the South Elm Street and Lewis Stree~ and
running thence parallel with South Elm 'Street South ~-o~oo W. 1~2 ·feet to
a pip,; thence ~, 83·53.00 w. 40 feet te a plpe; 'thence N. ~..06-00 E. 5 feet~
a pipe; thence. N. 83-53--00 W. 53 feet to a pipe; thence N. 03-06.00 E. 107 feet
to the southern margin ot Lewis Street; tbonee wl1:h the southertt margin of
Lewla Street S. 83-53.00 ~. 93 feet ~ the BEGINNING. Subject to the right·
of~ay over au· S-foot alley immediately north of the S. A. Hodgin property
... and · . bove:descrlbed property amt together
with all tho right. title and Interest of the Graotor in and to· that certain
alleyway approW.ately eight _feet wide ruaumg parall~I with· South Elm
...... Stteet..;t,00.feet.~est. tber.eof, .. begln Bahl Street.to.Lewis .Str.eet,. and-being.the
San\e property eonvoYed to · W. E. Go4wiu by Farmers. Cooperative
Exchange, ln.e. by .deed recorded in Book 1059, :Page 33, In the Register of
Deeds Office of Guilford County, North Carolina.
G13-1092
WFG National Title Insurance Company
Owner's Policy
Schedule B (Continued)
4. Rights of the public and others thereto in and to the use of that
portion of the Land within the bounds of the 8 foot alley.
Jv.-:---r 12--+-Authorized Signature:--------~--/ ________ _
ALTA Owner's Policy (6-17-06}
Office: Morehead Title Company
US Trust Center, Greensboro, NC 27401 336-790-5499
File JD G13-1092 Issued 12-19-2013 ID: 3155400-01215436 [92721 12-19·2013/KCOOPER
Copyright 2006-2013 American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA
Page 2 -A.MEA.lc.\t-1:
lANOTJTLE ~
G13-7092
WFG National Title Insurance Company
9 .2 Restrictions
Attached To Polic}' No. 3155400-01215436 Issued By: WFG National Title Insurance Company
The Company hereby insures the insured against loss or damage sustained by reason of:
1. The existence, at Date of Polic)', of any of the following unless expressly excepted in Schedule B:
a. Present violations on the land of any enforceable covenants, conditions or restrictions, or any existing improvements
on the land which vioate .any building setback lines shown on a plat of subdivision recorded or filed in the public
records. b. Any instrument referred to in Schedule Bas containing covenants, conditions or restrictions on the land which, in
addition, (i) establishes an easement on the land; (ii) provides for an option to purchase, a right of first refusal or the prior approval of a· future purchaser or occupant; or (iii) provides a right of reentry, possibility of
reverter or right of forfeiture because of violations on the land of any enforceable covenants, conditions or
restrictions.
c. Any encroachment of existing improvements located on the land onto adjoining land, or any encroachment onto the land of existing improvements located on adjoining land.
d. Any encroacfunent of existing improvements located on the land onto that portion of the land subject to any easement
excepted in Schedule B. e. Any notices of violations of covenants, conditions and restrictions relating to enviromental protection recorded or
filed in the public records.
2. Damage to existing buildings:
a. Which are located on or encroach upon that portion of the land subject to any easement excepted in Schedule B, which
damage results from the exercises of the right to maintain the easement for the purpose for which it was granted or reserved. · ·.
b. Resulting from the future exercise of any right existing at Date of Policy to use the surface of the land for the
extraction or development of minerals excepted from tfie description of the land or excepted in Schedule B.
3. Any final court order or judgment requiring the removal from any land adjoining the land of any encroachment, other than
fences, landscaping or driveways, excepted m Schedule B.
4. Any final court oriler or judgment denying the right to maintain any existing building on the land because of any violation of covenants, conditions or restrictions or building setback lines shown on a plat of subdivision recorded or filed in the public
records.
Wherever this endorsement the words "covenants, conditions or restrctions" appear, they shall not be deemed to refer to or include
the tenns, covenants, conditions or limitations contained in an instrument creatmg a lease.
As ussed in paragraphs l(a) and 4, the words "covenants, conditions or restrictions• shall not be deemed to refer to or include
any covenants, conditions or restrictions relating to enviromental protections.
This endorsement is issued as a part of the policy. Except as it expressly states, it does not (i) modicy any of the terms and
provisions of the policy, (ii) modify any pnor endorsements, (iii) extend the Date of Policy or (iv) increase the Amount of
Insurance. To the extent a provision of the policy or a previous endorsement controls. Other, thlS endorsement is subject to all of the terms and provisions of the policy and of any prior endorsements.
Authorized Signatory
9.2 Restrictions 9.2 Restictions
Office: Morehead Title Company
US Trust Center, Greensboro, NC 336-790-5499
Fi le ID G13-1092 Issued 12-19-2013 ID: 3155400-01215436 C9272l 12-19-2013/HCOOPER
Copyright 2006-2013 American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and AL TA
-~ l.\NOTITU ~
G13-1092
WFG National Title Insurance Company
TP-06 Single Tax Parcel
Attached to Policy No. 3155400-01215436
Issued by WFG National Title Insurance Company
The Company insures against loss or damage sustained by the Insured by reason of the Land being taxed as part of a larger parcel
of land or failing to constitute a separate tax parcel for real estate taxes.
This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and
provisions of the policy, (ii) modify any prior endorsements, (ih) extend the Date of Policy, or (iv) increase the Amount of
Insurance. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this
endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy
and of any prior endorsements.
By· ~ p.-,-
Authonzed Signatory
18-06 Single Tax Parcel Single Tax Parcel
Morehead Title Company
US Trust Center, Greensboro, NC 336-790-5499
Office:
File ID G13-1092 Issued 12-19-2013 ID: 3155400-01215436 C92721 12·19·2013/HCOOPER
Copyright 2006·2013 American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA
-AMERICAN
LAWO Tint
G13-1092
WFG National Title Insurance Company
Attached to Policy No. 3155400-01215436
Issued By: WFG National Title Insurance Company
The Company insures against loss or damage sustained by the Insured by reason of the failure of the Land as described in Schedule
A to be tlie same as that identified on the Survey made by Joseph G. Stutts, PLS
dated October 21, 2013,
and designated as Map of Survey for South End Partners, LLC.
This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and
provisions of the policy, (ii) modify any prior endorsements, (in) extend the Date of Policy, or (iv) increase the Amount of
Insurance. To the extent a provision of tlie policy or a previous endorsement is inconsistent with an express provision of this
endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy
and of any llrior .end~ements.
By: ~·( P-r
Autlionzed Signatory
ALTA 25 (Same as Survey)
Office: Morehead Title Company
US Trust Center, Greensboro, NC 336-790-5499
File ID G13-1092 Issued 12-19-2013 ID: 3155400-01215436 [9272] 12-19-2013/HCOOPER
Copyright 2006-2013 American Land Title Association. All rights reserved. The use of this Form Is restricted to ALTA licensees and ALTA
-AMERICAN
tA.liO Till£ ~ --
G13-1092
WFG National Title Insurance Company
Privacy Policy Notice
PURPOSE OF THIS NOTICE
WFG National Title Insurance Company
shares your concern about privacy. Our Company is committed to respecting the privacy of our policy holders. Therefore, in
accordance with Federal and State Jaws and re~ulations, we are providmg you witfi this notice ofhow we might use the information
about you that we gather in the process of issumg our policy of title insurance.
Title V of the Gramm"Leach-Bliley Act (GLBA) and the laws of the State in which you reside generally prohibit us from sharing
nonpublic, personal information about you with a third party unless we provide you with this notice of our privacy policies and practices, such as the type of information that we collect about you and the categories of persons or entities to whom that
mformation may be disclosed. In compliance with the GLBA and the laws of th1s State, we are providing you with this document,
which notifies you of the privacy policies and practices of
WFG National Title Insurance Company.
OUR PRIVACY POLICIES AND PRACTICES
I. Information we collect and sources from which we collect it:
We do not collect any nonpublic, personal infonnation about you other than the following:
A. Information we receive from you or from J.OUr attorney or other representative on applications, and in other
communications to us, whether in writings, in person, tiy telephone or any other means.
B. Information about your transactions with us, our affiliates, or our agents.
C. Other non,Public1 personal information about you from individuals and companies other than those proposed for coverage.
D. Unless it 1s specifically stated otherwise in an amended Privacy Policy Notice, no additional information will be
collected about you.
II. Infonnation we disclose to third parties:
In the course of our general business practice~ we may share the information we collect (as described above) about you
or others without your permission with our arriliates, such as insurance companies, agents and other real estate settlement
service providers. We may also disclose the following information:
A. To a third party contractor or service provider who provide services or perform marketing or other functions on our behalf, such as surveying, real estate tax research or municipal data firm lf the disclosure will enable that party
to perform a business, professsional, or insurance function for us.
B. To agents, brokers, or representatives to provide you with services you have requested.
C. To an insurance institution, agent, broker, representative, or credit reporting agency for either
WFG National Title Insurance Company
or the entity to which we disclose the information to perform a function in connection with an insurance transaction
involving you.
D. To an insurance regulatory authority, law enforcement, or other governmental authori!}' in order to protect our
· interests in preventing or prosecuting fraud, or if we believe that you have conducted illegal activities.
E. To an actuarial or research organization for the purpose of conducting actuarial or research studies.
F. To others with whom we enter into joint marketmg agreements for products or services that we believe you may find
of interest.
The disclosures described above are permitted by law.
WE DO NOT DISCLOSE ANY NONPUBLIC PERSONAL INFORMATION ABOUT YOU WITH AFFILIATES OR
NON-AFFILIATED THIRD PARTIES FOR ANY PURPOSE THAT IS NOT SPECIFICALLY PERMITTED BY LAW.
III. Your right to access and amend your personal information:
You have the right to request access to the personal information that we record about you. Your right includes the right to
know the sources of the mformation and the identity of the persons, institutions or types of institut10ns to whom we have
disclosed such information within two (2) years prior to your request. Your right includes the right to view such information and copy it in person, or request that a copy of it be sent to you by mail (for which we may charge you a
reasonable fee to cover our costs). Your right also includes the right to request corrections, amendments or deletions of any information in our possession. The procedures that you must follow to request access to or an amendment of your
information are as follows:
TO OBTAIN ACCESS TO YOUR INFORMATION FROM
WFG National Title Insurance Company:
You should submit a request in writing to Morehead Title Company, 1805 East Boulevard, Charlotte, North Carolina, 28203. This
Privacy Policy Notice
Office: Morehead Title Company
US Trust Center, Greensboro, NC 336-790-5499
File ID G13-1092 Issued 12-19-2013 ID: 3155400-01215436 t9272l 12-19-2013/HCOOPER
Copyright 2006-2013 American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA
-U4tA.IC4H
l4NDTITll .
.\SSOCl1i.U6Jo1
G13-1092
WFG National Title Insurance Company
Privacy Policy Notice
request should include your name, address, policy number, telephone number and the information to which you would like access. The ·
request should state whether you would like access in person or a copy of the information sent to you by mail. Upon receipt of
)'our request, we will contact you within thirty (30) business days to arrange providing you with access in person or the copies
that you have requested.
TO CORRECT, AMEND OR DELETE ANY OF YOUR INFORMATION: You should submit a request in writing to the address
referenced directly above. The request should include your name, address, policy number, telephone number
and the S,Pecific information in dispute, and the identity of the document or record that contains the disputed
information. Upon receipt of your request, we will contact you within thirty {30) business days to notify you either
that we have made the correction, amendment or deletion, or that we refuse to do so and the reasons for the refusal that you will have an opportunity to challenge.
IV. Our practices regarding information confidentiality and security:
We restrict access to nonpublic personal infonnation about you to those employees who need to know that information in
order to provide products or services to you. We maintain physical, electronic and procedural safeguards that comply with
federal regulations to guard your nonpuolic personal information.
V. Our policy regarding dispute resolution:
Any controversy or claim arising out of or relating to our privacy policy, or the breach thereof shall be settled by
arbitration in accordance with the rules of the American Arbitration Association, and judgment upon the award rendered
by the arbitrator(s) may be entered in any court having jurisdiction thereof.
VI. Reservation of the right to disclose information in unforeseen circumstances:
In connection with the potential sale of transfer of its interests, WFG National Title Insurance Company · and their respective affiliates reserve the right to sell or transfer your information (including, but not limited to your name,
ad.dress, age, ~ex, zip code, state and ~unty .of re~idenc:y !illd othe~ informati9n that you provide through our ~o!11111unications) to a
third party enuty that (1) concentrates its busmess m a similar practice or service; (2) agrees to be a successor m mterest
of
WFG National Title Insurance Company with regard to the maintenance and protection of the information collected; and (3) agrees to the
statement.
Privacy Policy Notice
Office: Morehead Title Company
US Trust Center, Greensboro, NC 336-790-5499
File ID G13-1092 Issued 12-19-2013 ID: 3155400-01215436 [9272] 12-19-2013/HCOOPER
Copyright 2006-2013 American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA
-A.~UUCA.N ~ ~
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this
policy, and the ColllJany 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 illlJrovement
erected on the Land;
(HI) 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 roodify 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, encurrbrances, adverse claims, or other matters
(a) created, suffered, assumed, or agreed to by the Insured
aaimant;
(b) not Known to the ColllJany, not recorded in the F\Jbllc Records
at Date of Policy, but Known to the Insured Clainant and not
disclosed in w riling to the ColllJany by the Insured Clainant prior
to the date the Insured Clairrant became an Insured under this
policy:
(c) resulting in no loss or damage to the Insured Claimant;
( d) atlachJng or created subsequentlo Date of Policy (how ever, this
does not modify or liml the coverage provided under Covered
Risk 9 and 10); or
(e) resulting in loss or damage thatw ould not have been sustained if
the Insured Claimant had paid value for the Tiiie.
4. Any claim, by reason of the operation of federal bankruptcy, state
insolvency, or similar creditors' rights laws, that the transaction
vesting the Tiiie as shown in Schedule A, is
(a) a fraudulent conveyance or fraudulent transfer; or
(b) a preferentlaltransferfor any reason not stated in Covered Risk
9 of this policy.
5. Any Hen on the Tiiie for real estate taxes or assessments irqiosed
by governmental authority and created or attaching between Date of
Poticy and the date of recording of the deed or other Instrument of
transfer in the F\Jblic Records that vests Title as shown in Schedule
A.
CONDITIONS
1. DS:INITION OF TERMS
The foRow Ing terms when used in this policy mean:
(a) "Amount of Insurance": The amount stated In Schedule A,
as may be increased or decreased by endorsement to this
policy, increased by Section S(b), or decreased by Sections
10 and 11 of these Conditions.
(b) "Date of Polley": The date designated as "Date of Policy" in
Schedule A.
(c) "Entity": A corporation, partnership, trust, limited liabiRty
corqiany, or other similar legal entity.
(d) 'Jnsurecl": The Insured named in Schedule A.
(Q the term"lnsured" also includes
(A) successors to the Tiiie of the Insured by operation
of law as distinguished from purchase, including
heirs, devisees, survivors, personal
representatives, or next of kin;
(B) successors to an Insured by dissolution, merger,
consolidation, distribution, or reorganization;
(C) successors to an Insured by Its conversion to
another kind of Entity;
(D) a grantee of an Insured under a deed delivered
without payment of actual valuable consideration
conveying the Tille {1) if the stock, shares,
merrberships, or other equity interests of the
grantee are wholly-owned by the named Insured,
(2) if the grantee wholly owns the named Insured,
(3) if the grantee is wholly-owned by an affiliated
Entity of the named Insured, provided the affiliated
Entity and the named Insured are both wholly-
owned by the same person or Entity, or (4) if the
grantee is a trustee or beneficiary of a trust
created by aw ritten instrument established by the
Insured named In Schedule A for estate planning
purposes.
(ii) with regard to (A), (B), (C). and (D} reserving, however,
aU rights and defenses as to any successor that the
Corqiany would have had against any predecessor
Insured.
(e) "Insured Clainanl": An Insured claiming loss or damage.
(f) "Know ledge" or "Known": Actual know ledge, not
constructive know ledge or notice that may be imputed lo an
Insured by reason of the F\rblic Records or any other
records that frrl>art constructiVe notice of matters affecting
the T~le.
(g) "Land": The land described in Schedule A, and affixed
frrl>rovemants that by law constitute real property. The term
"Land" does not include any property beyond the lines of the
area described in Schedule A, nor any right, title, interest,
estate, or easement in abutting streets, roads, avenues,
ALTA Owner's Policy (06-17-06)
VvFG National Form No. 3155400
2
alleys, lanes, ways, or waterways, but this does not roodify
or limit the extent that a right of access to and from the Land
is Insured by this poricy.
(h) "Mortgage": Mortgage, deed of trust, trust deed, or other
securfty instrument, including one evidenced by electronic
means authorized by law .
(i) "F\JbUc Records": Records established under state statutes at
Date of Policy for the purpose of imparting constructive
notice of matters relating to real property lo purchasers for
value and w fthout Know ledge. With respect to Covered Risk
5(d). "F\JbHc Records" shall also Include environmental
protection liens filed in the records of the clerk of the United
Stales District Court for the district where the Land is
located.
(j) "Trtle": The estate or interest described in Schedule A.
(k) "Unmarketable Title": Tiiie affected by an aUeged or apparent
matter that would permit a prospective purchaser or lessee
of the Tiiie or lender on the Tille to be released from the
obligation to purchase, lease, or lend if there is a contractual
condition requiring the dellvery of marketable tltle.
2. CONTINUATION OF INSURANCE
The coverage of this policy shall continue in force as of Date of
Policy in favor of an Insured, but only so long as the Insured
retains an estate or interest in the Land, or holds an obligation
secured by a purchase money Mortgage given by a purchaser
fromthe Insured, or only so long as the Insured shall have liability
by reason of warranties in any transfer or conveyance of the Title.
This poficy shaD not continue in force in favor of any purchaser
from the Insured of either (~ an estate or interest In the Land, or
(ii) an obligation 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 ColllJany promptly in w rlting (i) in
case of any litigation as set forth In Section 5(a) of these
Conditions, (ii) in case Knowledge shall come to an Insured
hereunder of any claim of title or interest that is adverse to the
Title, as insured, and that might cause loss or damage for which
the Corqiany may be liable by virtue of this policy, or (Iii) if the
Title, as insured, Is rejected as Unmarketable Title. If the
Corqiany is prejudiced by the failure of the Insured Claimant to
provide prompt notice, the ColllJany's liability to the Insured
Claimant under the poticy shal be reduced to the extent of the
prejudice.
CONDITIONS-CO NT.
4. PROOF OF LOSS
In the event the Corrpany is unable to determine the aroount of loss
or damage, the Corrpany may, at its option, require as a condition of
payment that the Insured aaimant furnish a signed proof of !oss.
The proof of loss mist describe the defect, lien, encumbrance, or
other matter insured against by this policy that constitutes the basis
of loss or damage and shall state, to the extent possible, the basis of
calculating the aroount of the Joss or damage.
5. DEFENSE AND PROSECUTION OF ACTIONS
(a) Upon w rilten request by the Insured, and subject to the options
contained in Seclion 7 of these Conditions, the Co111>any, at its
own cost and w ilhout unreasonable delay, shaB provide for the
defense of an Insured in litigation in w hlch any third party
asserts a claim covered by this poficy adverse to the Insured.
This obligation is limited to only those stated causes of action
alleging matters insured against by this policy. The Co111>any
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. It
shaO not be liable for and will not pay the fees of any other
counsel. The Corrpany will not pay any fees, costs, or
expenses incurred by the Insured in the defense of those
causes of aclion that allege matters not insured against by this
policy.
(b) The Corrpany shaD have the right, in addition to the options
contained in Section 7 of these Conditions, at its own cost, to
institute and prosecute any action or proceeding or to do any
other act that in Its opinion may be necessary or desirable to
eslabUsh the Tille, as insured, or lo prevent or reduce loss or
damage to the Insured. The Corrpany may take any
appropriate action under the terms of this policy, whether or nct
It shall be Hable to the Insured. The exercise of these rights
shaH not be an admission of Dabilily or waiver of any provision
of this policy. If the Corrpany exercises its rights under this
subsection, it rrust do so diKgently.
(c) \/Vhenever the Corrpany brings an action or asserts a defense a;
required or permitted by this policy, the Corrpany may pursue
the litigalion to a final deternination by a court of competent
jurisdiction, and ii expressly reserves the right, in its sole
discretion, lo appeal any adverse judgment or order.
6. DUTY OF INSURED CLAIMANT TO COOPERATE
(a) n all cases where this policy permits or requires the Col\l)any
to prosecute or provide for the defense of any action or
proceeding and any appeals, the Insured shall secure to the
Company the right to so prosecute or provide defense in the
action or proceeding, including the right to use, at its option, the
name of the Insured for this purpose. Whenever requested by
the Corrpany, the Insured, at the Corrpany's expense, shaft
give the Company all reasonable aid {Q in securing evidence,
obtaining w ltnesses, prosecuting or defending the action or
proceeding, or effecling settlement, and {IQ In any other lawful
act that in the opinion of the Company may be necessary or
desirable to estabDsh the Tiiie or any other matter as Insured.
If the Company is prejudiced by the failure of the Insured to
furnish the required cooperation, the Co111>any's obligations to
the Insured under the policy shall terminate, including any
liability or obligation to defend, prosecute, or continue any
litigation, w ilh regard to the matter or matters requiring such
cooperation.
(b) The Corrpany may reasonably require the Insured Claimant to
submit to examination under oath by any authorized
representative of the Company and to produce for examination,
inspection, and copying, at such reasonable
times and places as may be designated by the authorized
representative of the Company, all records, in whatever
medium maintained, including books, ledgers, checks,
memoranda, correspondence, reports, e-mails, disks, tapes,
and videos whether bearing a date before or after Date of
Policy, that reasonabl'/ pertain to the loss or damage. Further,
AL TA Owner's Policy (06-17 -06)
WFG National Form !lb. 3155400
3
if requested by any authorized representative of the
Company, the Insured Oaimant shall grant its pernission, in
w rltlng, for any authorized representative of the Corrpany to
examine, inspect, and copy all of these records in the
custody or control of a third party that reasonabl'f 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 Corrpany, it
is necessary in the adrrinistration of the claim. FaKure of the
Insured Claimant to submit for exarrination under oath,
produce any reasonably requested information, or grant
permission to secure reasonably necessary information from
third parties as required in this subsection, unless prohibited
by law or governmental regulation, shall terminate any
llability of the Company under this policy as to that claim.
7. OPTIONS TO PAY OR OTHER'INISE 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 Oaimant that were
authorized by the Corrpany up to the time of payment or
tender of payment and that the Corrpany is obligated to pay.
Upon the exercise by the Corrpany of this option, all liability
and obligations of the Corrpany to the Insured under this
policy, other than lo make the payment required in this
subsection, shall terminate, Including any llabHlty or
obligation to defend, prosecute, or continue any litigation.
{b) To Pay or Otherwise Settle With Parties Other Than the
Insured or Wrth the Insured Claimant.
(~ to pay or otherwise settlewHh other parties for or in the
name of an Insured Claimant any claim insured against
under this policy. In addition, the Company w Ill pay any
costs, attorneys' fees, and expenses incurred by the
Insured Claimant that were authorized by the Company
up to the time of payment and that 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 that were authorized by the
Corrpany up to the time of payment and that the
Company is obligated to pay.
Upon the exercise by the Corrpany of either of the options
provided for in subsections {b)(i) or {i~. 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, incklding any liabilily or obligation to
defend, prosecute, or conlinue any titigation.
8. DETERMINATION AND EXTENT OF LIABILITY
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.
(a) The extent of liability of the Company for loss or damage
under this policy shall not exceed the lesser of
(I) the Amount of Insurance; or
(Ii) the difference beMleen the value of the Tiiie as Insured
and the value of the Trtle subject to the risk insured
against by this policy.
(b) If the Corrpany pursues Hs rights under Section 5 of these
Conditions and is unsuccessful in establishing the Tiiie, as
insured,
(i) the Amount of Insurance shall be increased by 10%,
and
{ii) the Insured Claimant shall have the right to have the
loss or damage deternined either as of the date the claim
was made by the Insured aaimant or as of the date it is
settled and paid.
(c) In addition to the extent of liability under (a) and (b), the
Company will also pay those costs, attorneys' fees, and
expenses incurred in accordance w Ith Sections 5 and 7 of
these Conditions.
9. LIMITATION OF LIABILITY
(a) If the Company establishes the Tiiie, 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 clam of Unmarketable
Title, all as insured, in a reasonably diligent manner by any
method, including lltigation and the completion of any appeals,
it shall have fully performed its obligations w ilh respect to that
matter and shall not be liable for any loss or damage caused to
the Insured.
(b) In the event of any litigation, including litigation by the Company
or w Ith the Colq)any's consent, the Company shall have no
llability for loss or damage until there has been a final
determination by a court of competent jurisdiction, and
disposition of all appeals, adverse to the Title, as insured.
(c) The Colq)any shall not be fiable for loss or damage to the
Insured for liability voluntarily assumed by the Insured in
settllng any claim ors ult w ithoutthe prior written consent of the
Colq)any.
10. RBJUCTION OF INSURANCE; R8:>UCTION OR TERMINATION
OF LIABILITY
All payments under this policy, except payments made for costs,
attorneys' fees, and expenses, shall reduce the Amount of
Insurance by the amount of the payment.
11. LIABILITY NONCUMULATIVE
The Amount of Insurance shall be reduced by any amount the
Company pays 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 executed by an
Insured after Date of Poficy and which is a charge or lien on the
nre, and the amount so paid shall be deemed a payment to the
Insured under this poficy.
12. PAYMENT OF LOSS
VVhen liability and the extent of loss or damage have been definitely
fixed in accordance with these Conditions, the payment shall be
made within 30 days.
13. RIGHTS OF RECOVERY UPON PAYMENT ORSETTLBVIENT
(a) Whenever the Company shaB have settled and paid a claim
under this policy, it shall be subrogated and entitled to the
rights of the Insured aaimant in the 11tle and all other rights
and remedies in respect to the claim that the Insured Claimant
has against any person or property, to the extent of the amount
of any loss, costs, attorneys' fees, and expenses paid by the
Company. If requested by the Company, the Insured Claimant
shall execute documents to evidence the transfer to the
Company of these rights and remedies. The Insured Oaimant
shall permit the Colq)any 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 and remedies.
If a payment on account of a clam does not fully cover the loss
of the Insured Claimant, the Company shaU defer the exercise
of Its right to recover until after the Insured Claimant shall have
recovered its loss.
(b) The Company's right of subrogation includes the rights of the
Insured to indemnities, guaranties, other policies of insurance,
or bonds, notwithstanding any terms or conditions contained in
those instruments that address subrogation rights.
14. ARBITRATION
Either the Company or the Insured may demand that the claim or
ALTA ON ner's Policy(06-17-06)
V\IFG National Form No. 3155400
4
controversy shall be subnilled to arbitration pursuant to the Title
Insurance Arbitration Rules of the American Land Title
Association ("Rules"). Except as provided in the Rules, there
shall be no joinder or consolidation w Ith claims or controversies ci
other persons. Arbilrable matters may include, but are not Umlted
to, any controversy or claim between the Company and the
Insured arising out of or relating to this policy, any service in
connection w Ith its issuance or the breach of a policy prov is ion, or
to any other controversy or claim arising out of the transaction
giving rise to this policy. AU arbitrable matters when the Amount
of Insurance is $2,000,000 or less shall be arbitrated at the option
of either the Company or the Insured. AH arbitrabie matters when
the Amount of Insurance is in excess of $2,000,000 shall be
arbitrated only w hen agreed to by both the Company and the
Insured. Arbitration pursuant to this policy and under the Rules
shall be binding upon the parties. Judgment upon the award
rendered by the Arbitrator(s) may be entered in any court of
competent jurisdiction.
15. LIABILITY LIMITB> TO THIS POLICY; POLICY ENTIRE
CONTRACT
(a) This policy together w Ith all endorsements, if any, attached to
it 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 aw hole.
(b) Any claim of loss or damage that arises out of the status of the
Title or by any action asserting such claim shall be restricted
to this policy.
(c) Any amendment of or endorsement to this policy must be in
writing and authenticated by an authorized person, or
expressly incorporated by Schedule A of this policy.
(d) Each endorsement to this policy issued at any time is made a
part of this policy and is subject to al of its terms and
provisions. Except as the endorsement expressly states, it
does not (i) modify any of the terms and provisions of the
policy, (H) modify any prior endorsement, (iii) extend the Date
of Policy, or (Iv) increase the Amount of Insurance.
16. SEVERABILITY
In the event any provision of this poticy, in whole or in part. is held
invalid or unenforceable under appKcable law, the policy shall be
deemed not to include that provision or such part held to be
invalid, but aU other provisions shaD remain, In full force and effect
17. CHOICE OF LAW; FORUM
(a) Choice of Law: The Insured acknowledges the CorllJany has
underwritten the risks covered by this pollcy and deterrrined
the premium charged therefor in reliance upon the law
affecting interests in real property and applicable to the
interpretation, rights, remedies, or enforcement of policies of
tltie insurance of the jurisdiction where the Land is localed.
Therefore, the court or an arbitrator shall apply the law of the
jurisdiction where the Land is located to determine the
validity of claims against the Trtie that are adverse to the
insured and to Interpret and enforce the terms of this policy.
In neither case shall the court or arbitrator apply its conflicts
of law principles to deternine the applicable law.
(b) Choice of Forum: Any lltlgallon or other proceeding brought
by the insured against the Company must be filed only in a
state or federal court w mhln the United Slates of America or
its territories having appropriate jurisdiction.
18. NOTICES, WHERE SENT
Any notice of claim and any other notice or statement in w riling
required to be given to the Co111Jany under this policy must be
given to the Co111Jany at 12909 SW 68th
Parkway, Suite 350, Portland, OR
97223. VVFG National nle Insurance Company's telephone
number is [phone].