Title InsuranceG fhr�tee - (CLTA Form) Rev. 6-6-92
ISSLTD BY
Fstewart.
� title guaranty company
a corporation, herein called the Company,
the Assured named in Schedule A against actual monetary loss or damage not exceeding the liability amount
stated in Schedule A which the Assured shall sustain by reason of any incorrectness in the assurances set forth
in Schedule A.
Dated: March 27, 2006
ch.i—.b of th. Hoard
Countersigned:
Authorized Countersignature
Stewart Title of Flathead County, LLC
17 Main Street
Kalispell, MT 59901
r §t rt.
tKie guaranty company
I... IXI\
ILPD#
President
L
1908
Serial No. G-2222-22720
Page 1 of 3 - GUARANTEE -6/6/92
GU t- fEE CONDITIONS AND STIPULATIONS
1. Definition of Terms — The following tennis when used in this Guarantee mean:
(a) "the Assured": the party or parties named as the Assured in this Guarantee, or on a supplemental writing executed by the Company.
(b) "land": the land described or referred to in Schedule (A)(C) or in Part 2, and improvements affixed thereto which by law constitute real property. The
term "land" does not include any property beyond the lines of the area described or referred to in Schedule (A)(C) or in Part 2, nor any right, title, interest,
estate or easement in abutting streets, roads, avenues, alleys, lanes, ways or waterways.
(c) "mortgage": mortgage, deed of trust, trust deed, or other security instrument.
(d) "public records": records established under state statutes at Date of Guarantee for the purpose of imparting constructive notice of matters relating to real
property to purchasers for value and without knowledge.
(e) "date": the effective date;
2. Exclusions from Coverage of this Guarantee — The Company assumes no liability for loss or damage by reason of the following:
(a) Taxes or assessments which 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) (1) Unpatented mining claims; (2) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (3) water rights, claims or title to water:
whether or not the matters excluded by (1), (2) or (3) are shown by the public records.
(c) Assurances to title to any property beyond the Iines of the land expressly described in the description set forth in Schedule (A)(C) or in Part 2 of this
Guarantee, or title to streets, roads, avenues, lanes, ways or waterways on which such land abuts, or the right to maintain therein vaults, tunnels, ramps or
any other structure or improvement; or any rights or easements therein unless such property, rights or easements are expressly and specifically set forth in
said description.
(d) (1) Defects, liens, encumbrances, or adverse claims against the title, if assurances are provided as to such title, and as limited by such assurances. (2)
Defects, liens, encumbrances, adverse claims or other matters (a) whether or not shown by the public records, and which are created, suffered, assumed or
agreed to by one or more of the Assureds; (b) which result in no loss to the Assured; or (c) which do not result in the invalidity or potential invalidity of
any judicial or non judicial proceeding which is within the scope and purpose of assurances provided.
3. Notice of Claims to be Given by Assured Claimant — An Assured shall notify the Company promptly in writing in case knowledge shall come to an Assured
hereunder of any claim of title or interest which is adverse to the title to the estate or interest, as stated herein, and which might cause loss or damage for which
the Company may be liable by virtue of this Guarantee. If prompt notice shall not be given to the Company, then all liability of the Company shall terminate
with regard to the matter or matters for which prompt notice is required, provided, however, that failure to notify the Company shall in no case prejudice the
rights of any Assured under this Guarantee unless the Company shall be prejudiced by the failure and then only to the extent of the prejudice.
4. No Duty to Defend or Prosecute — The Company shall have no duty to defend or prosecute any action or proceeding to which the Assured is a party,
notwithstanding the nature of any allegation in such action or proceeding.
5. Company's Option to Defend or Prosecute Actions; Duty of Assured Claimant to Cooperate — Even though the Company has no duty to defend or
prosecute as set forth in Paragraph 4 above:
(a) The Company shall have the right, at its sole option and cost, to institute and prosecute any action or proceeding, interpose a defense, as limited in (b), or
to do any other act which in its opinion may be necessary or desirable to establish the title to the estate or interest as stated herein, or to establish the lien
rights of the Assured, or to prevent or reduce loss or damage to the Assured. The Company may take any appropriate action under the terms of this
Guarantee, whether or not it shall be liable hereunder, and shall not thereby concede liability or waive any provision of this Guarantee. If the Company
shall exercise its rights under this paragraph, it shall do so diligently.
(b) If the Company elects to exercise its option as stated in Paragraph S(a) the Company shall have the right to select counsel of its choice (subject to the right
of such Assured to object for reasonable cause) to represent the Assured and shall not be liable for and will not pay the fees of any other counsel, nor will
the Company pay any fees, costs or expenses incurred by an Assured it the defense of those causes of action which allege matters not covered by this
Guarantee.
(c) Whenever the Company shall have brought an action or interposed a defense as permitted by the provisions of this Guarantee, the Company may pursue
any litigation to final determination by a court of competent jurisdiction and expressly reserves the right, it its sole discretion, to appeal from an adverse
judgment or order.
(d) In all cases where this Guarantee permits the Company to prosecute or provide for the defense of any action or proceeding, an Assured shall secure to the
Company the right to so prosecute or provide for the defense of any action or proceeding, and all appeals therein, and permit the Company to use, at its
option, the name of such Assured for this purpose, Whenever requested by the Company, an Assured, at the Company's expense, shall give the Company
all reasonable aid in any action or proceeding, securing evidence, obtaining witnesses, prosecuting or defending the action or lawful act which in the
opinion of the Company may be necessary or desirable to establish the title to the estate or interest as stated herein, or to establish the lien rights of the
Assured. If the Company is prejudiced by the failure of the Assured to furnish the required cooperation, the Company's obligations to the Assured under
the Guarantee shall terminate.
6. Proof of Loss or Damage — In addition to and after the notices required under Section 3 of these Conditions and Stipulations have been provided to the
Company, a proof of loss or damage signed and sworn to by the Assured shall be famished to the Company within ninety (90) days after the Assured shall ascertain
the facts giving rise to the loss or damage. The proof of loss or damage shall describe the matters covered by this Guarantee which constitute the basis of loss or
damage and shall state, to the extent possible, the basis of calculating the amount of the loss or damage. If the Company is prejudiced by the failure of the Assured to
provide the required proof of loss or damage, the Company's obligation to such Assured under the Guarantee shall terminate. In addition, the Assured may i
reasonably be required to submit to examination under oath by any authorized representative of the Company arid shall produce for examination, inspection and
copying, at such reasonable times and places as may be designated by any authorized representative of the Company, all records, books, ledgers, checks,
correspondence and memoranda, whether bearing a date before or after Date of Guarantee, which reasonably pertain to the loss or damage. Further, if requested by
any authorized representative of the Company, the Assured shall grant permission, in writing, for any authorized representative of the Company to examine, inspect
and copy all records, books, ledgers, checks, conrespondence and memoranda in the custody or control of a third party, which reasonably pertain to the loss or
damage. All information designated as confidential by the Assured provided to the Company pursuant to this Section shall not be disclosed to others unless, in the
reasonable judgment of the Company, it is necessary in the administration of the claim. Failure of the Assured to submit for examination under oath, produce other
reasonably requested information or grant permission to secure reasonably necessary information from third parties as required in the above paragraph, unless
prohibited by law or governmental regulation, shall terminate any liability of the Company under this Guarantee to the Assured for that claim.
7. Options to Pay or Otherwise Settle Claims; Termination of Liability — In case of a claim under this Guarantee, the Company shall have the following
additional options:
(a) To Pay or Tender Payment of the Amount of Liability or to Purchase the indebtedness.
Serial No.G2222-22 720
Page 2 of 3 - GUARANTEE 6/6/92
The Company shall have the option to pay or settle or compromise for or in the name of the Assured any claim which could result in loss to the Assured within
the coverage of this Guarantee, or to pay the full amount of this Guarantee or, if this Guarantee is issued for the benefit of a holder of a mortgage or a lienholder,
the Company shall have the option to purchase the indebtedness secured by said mortgage or said lien for the amount owing thereon, together with any costs,
reasonable attorneys' fees and expenses incurred by the Assured claimant which were authorized by the Company up to the time of purchase.
Such Purchase, payment or tender of payment `he full amount of the Guarantee shall terminate all liabil= "the Company hereunder. Ill the event after
notice of claim has been given to the Company by. Assured the Company offers to purchase said indebtedn the owner of the indebtedness shall transfer
and assign said indebtedness, together with any collateral security, to the Company upon payment of the purchase price.
Upon the exercise by the Company of the option provided for in Paragraph (a) the Company's obligation to the Assured under this Guarantee for the
claimed loss or damage, other than to make the payment required in that paragraph, shall terminate, including any obligation to continue the defense or
prosecution of any litigation for which the Company has exercised its option under Paragraph 5, and the Guarantee shall be surrendered to the Company for
cancellation.
(b) To Pay or Otherwise Settle With Parties Other Than the Assured or With the Assured Claimant.
To Pay or otherwise settle with other parties for or in the name of all Assured claimant any claim assured against under this Guarantee, together with ally
costs, attorneys' fees and expenses incurred by the Assured claimant which were authorized by the Company up to the time of payment and which tine Company
is obligated to pay.
Upon the exercise by the Company of the option provided for in Paragraph (b) the Company's obligation to the Assured under this Guarantee for the
claimed loss or damage, other than to make the payment required in that paragraph, shall tenninate, including any obligation to continue the defense or
prosecution of any litigation for which the Company has exercised its options under Paragraph 5.
8. Determination and Extent of Liability - This Guarantee is a contract of Indemnity against actual monetary loss or damage sustained or incurred by the
Assured claimant who has suffered loss or damage by reason of reliance upon the assurances set forth in this Guarantee and only to the extent herein described,
and subject to the exclusions stated in Paragraph 2.
The liability of the Company under this Guarantee to the Assured shall not exceed the least of
(a) the amount of liability stated in Schedule A;
(b) the amount of the unpaid principal indebtedness secured by the mortgage of all Assured mortgagee, as linnited or provided under Section 7 of these
Conditions and Stipulations or as reduced under Section 10 of these Conditions and Stipulations, at the time the loss or damage assured against by this
Guarantee occurs, together with interest thereon; or
(c) the difference between the value of the estate or interest covered hereby as sated herein and the value of the estate or interest subject to any defect, lien or
encumbrance assured against by this Guarantee.
9. Limitation of Liability --
(a) If the Company establishes the title or removes the alleged defect, lien or encumbrance, or cures any other matter assured against by this Guarantee in a
reasonably diligent manner by any method, including litigation and the completion of any appeals therefrom, it shall have fully performed its obligations
with respect to that matter and shall not be liable for any loss or damage caused thereby.
(b) In the event of any litigation by the Company or with the Company's consent, the Company shall have no liability for loss or damage until there has been
a final determination by a court of competent jurisdiction, and disposition of all appeals therefrom, adverse to the title, as stated herein.
(c) The Company shall not be liable for loss or damage to any Assured for liability voluntarily assumed by the Assured in settling any claim or suit without
the prior written consent of the Company.
10. Reduction of Liability or Termination of Liability - All payments under this Guarantee, except payments made for costs, attorneys' fees and expenses
pursuant to paragraph 5 shall reduce the amount of liability pro tanto.
11. Payment of Loss -
(a) No payment shall be made without producing this Guarantee for endorsement of the payment unless the Guarantee has been lost or destroyed, in which
case proof of loss or destruction shall be famished to the satisfaction of the Company.
(b) When liability and the extent of loss or damage has been definitely fixed in accordance with these Conditions and Stipulations, the loss or damage shall be
payable within thirty (30) days thereafter.
12. Subrogation Upon Payment or Settlement - Whenever the Company shall have settled and paid a claim under this Guarantee, all night of subrogation shall
vest in the Company unaffected by any act of the Assured claimant.
The Company shall be subrogated to and be entitled to all rights and remedies which the Assured would have had against any person or property in respect
to the claim had this Guarantee not been issued. If requested by the Company, the Assured shall transfer to the Company all rights and remedies against any person
or property necessary in order to perfect this right of subrogation. The Assured shall permit the Company to sue, compromise or settle in the name of the Assured and
to use the name of the assured in any transaction or litigation involving these rights or remedies.
If a payment on account of a claim does not fully cover the loss of the Assured the Company shall be subrogated to all rights and remedies of the Assured
after the Assured shall have recovered its principal, interest and costs of collection.
13. Arbitration - Unless prohibited by applicable law, either the Company or the Assured may demand arbitration pursuant to the Title Insurance Arbitration Rules
of the American Arbitration Association. Arbitrable matters may include, but are not limited to, any controversy or claim between the Company and the
Assured arising out of or relating to this Guarantee, any service of the Company in connection with its issuance or the breach of a Guarantee provisions or
other obligation. All arbitrable matters when the Amount of Liability is $1,000,000 or less shall be arbitrated at the option of either the Company or the
Assured. All arbitrable matters when the amount of liability is in excess of $1,000,000 shall be arbitrated only when agreed to by both the Company and the
Assured. The Rules in effect at Date of Guarantee shall be binding upon the parties. The award may include attorneys' fees only if the laws of the state in
which the land is located permits a court to award attorneys' fees to a prevailing party. Judgement upon the award rendered by the Arbitrator(s) may be
entered in any court having jurisdiction thereof. The law of the situs of the land shall apply to an aribitration under the Title Insurance Arbitration Rules. A
copy of the Rules may be obtained from the Company upon request.
14. Liability Limited to This Guarantee; Guarantee Entire Contract -
(a) This Guarantee together with all endorsements, if any, attached hereto by the Company is the entire Guarantee and contract between the Assured and the
Company. In interpreting any provision of this Guarantee, this Guarantee shall be construed as a whole.
(b) Any claim of loss or damage, whether or not based on negligence, or any action asserting such claim, shall be restricted to this Guarantee.
(c) No amendment of or endorsement to this Guarantee can be made except by a writing endorsed hereon or attached hereto signed by either the President, a
Vice President, the Secretary, an Assistant Secretary, or validating officer or authorized signatory of the Company.
15. Notices, Where Sent - All notices required to be given the Company and any statement in writing required to be furnished the Company shall include the
number of this Guarantee and shalt be addressed to the Company at P.O. Box 2029, Houston, Texas 77252-2029.
Serial No. G-2222-22720
Page 3 of 3 - GUARANTEE 6/6/92
Order No. STK-103537
Date of Guarantee: March 9, 2006
E V
ASSURED: Morrison Maierle, Inc.
I ) Description of the land:
Liability: $1,000.00
A tract of land located in the South Half of the Northeast Quarter (SV2NEI/4) of
Section 36, Township 29 North, Range 22 West, P.M.M., Flathead County,
Montana, described as follows:
Commencing at the East Quarter comer of said Section 36; thence along the
southerly boundary of the Northeast Quarter of said Section 36
North 89'58'06" West a distance of 1086.52 feet to the Point of Beginning of the
parcel being described; thence continuing along said southerly boundary
North 89'58'06" West a distance of 275.88 feet; thence
North 00'00'00" West a distance of 306.40 feet; thence
South 89'58'06" East a distance of 275.88 feet; thence
South 00'00'00" East a distance of 306.40 feet to the Point of Beginning
RWWITSTV� �'
Fire Station No. 62 Subdivision
3) That only the hereafter named parties appear to have an interest showing in
the public records affecting the land necessitating their execution of the
named proposed plat or map, as follows:
The State of Montana Department of Natural Resources and Conservation
The City of Kalispell
C. EXCEPTIONS:
1) General taxes and assessments for the year 2005
First half: $615.90 PAID
Second half: $615.89 PAID
Assessor No.: 75-E000703
AFFECTS: Lands in NW'/, NEi/, SW;/4 & SE1/
2) General county taxes for the year 2006 which are now a lien but not yet computed or
payable.
3) Any possible additional tax assessments and any penalties and interest, because of
construction and improvements.
4) Subsequent assessments or taxes and any penalties and interest, due to any change in
ownership of the land, change in the land usage or loss of exemption.
5) Resolution — Designation of Limited Access Highway — Kalispell Bypass
Recorded: November 14, 1997
Instrument No: 1997-318-10050
6) Easements, reservations, restrictions notes and dedications, as shown on the Certificate of
Survey No. 13423, records of Flathead County, Montana (location of approximate
centerline of preferred alternative).
7) Resolution No. 4661 (Annexation)
Recorded:
November 2, 2001
Instrument No:
2001-306-09060
AND
Re -recorded:
January 15, 2002
Instrument No:
2002-015-11150
8) Ordinance No. 1404 (Planned Unit Development)
Recorded: January 15, 2002
Instrument No: 2002-015-11180
9) Ordinance No. 1.486 (Spring Prairie Planned Unit Development)
Recorded: April 2, 2004
Instrument No: 2004-093-16210
10) Easements, reservations, restrictions notes and dedications, as shown on the Certificate of
Survey No. 14700, No. 16925, No. 16926, No. 16927, No. 16928, and No. 17217,
records of Flathead County, Montana.
11)
12)
13)
Easements, Covenants, Conditions and Restrictions
Recorded:
Instrument No:
AND
April 29, 2004
2004-120-14440
Amended and Restated Easements, Covenants, Conditions and Restrictions
Recorded: November 1, 2004
Instrument No: 2004-306-14430
Location of Reserve Loop along the southerly boundary as depicted on the unrecorded
plat of Fire Station No. 62 Subdivision. (to be donated to City of Kalispell for public
street)
Easements, conditions, restrictions and notes as disclosed or to be disclosed on proposed
Survey/Plat to be recorded prior to or as a part of this transaction.
14) Easements, conditions, restrictions and notes as disclosed or to be disclosed in any
Easement Deed or any amendment to the Covenants, Conditions and Restrictions and/or
Ground Lease to be recorded prior to or as a part of this transaction.
15) Any and all unrecorded leaseholds, leases, and tenancies, if any; rights of parties in
possession other than vestees herein; rights of secured parties, vendors and vendees under
conditional sales contracts of personal property installed on the premises herein; and
rights of tenants to remove trade fixtures.
16) County and/or City road rights -of -way not recorded and indexed as a conveyance of
record in the office of the Clerk and Recorder pursuant to Title 70, Chapter 21, M.C.A.,
including, but not limited to any right of the public to use and occupy those certain roads
and trails as depicted on County Surveyor's maps on file in the office of the Flathead
County Clerk & Recorder's Office.
17) No examination has been made herein for State U.C.C.'s and/or Federal Bankruptcy's
and coverage is excluded herein.
1 S) Exceptions and reservations contained in Patents of record.
19) Any off record facts, encumbrances, easements or possessory claims a survey or
inspection would disclose
20) Rights of the United States of America to recover any public funds advanced under the
provisions of the Hill -Burton Act or various Federal statues relating to health.
21) Survey/Plat when recorded, must be in compliance with the provisions of the Montana
subdivision and Platting Act, 1973 (Sections 76.3-101 M.C.A.) and the Regulations
adopted pursuant thereto.
22) No search has been made for water rights or unpatented mining claims and liability
thereon is excepted from the Certificate.
23) The above described property is located within and subject to the jurisdiction of the
Kalispell Fire District,
�XE OF TRACTS OF RrCORD, THEIR BOUNDARIES OR EASEMENTS AND ROADWAYS.
FA
33
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This map is providedfor location
No liability is hereby assumed by
Stewart I itle Flathead Co. and/or
Stewart Title Guarapty Company which
may result from reliance on this map.
to our customers as court(- — PYV
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Land Acquisition - $262,000.00
Miscellaneous Expenses
Radio Communication System-
$7,000.00
Security Systems-
$10,000.00
Audio/ Visual Systems-
$5,500.00
Furniture -
Office Furniture-$80,000
Gear Lockers-
$12,000.00
Laundry Equipment-
$7,500.00
Hose Dryer-
$3,000.00
Kitchen Appliances +Range Hood
$15,000.00
Fitness Equipment-
$14,000.00
Communication-
Data-
$375.00
Telephone-
$10,500.00
Wiring Install-
$4,500.00
Permit/ Tap Fees -
Building/ Planning/ Zoning/ Fire Permit-
$8,150.00
Sewer Tap-
$11,024.00
Water Tap-
$4,576.00
Plumbing Permit-
$200.00
Mechanical Permit-
$300.00
Electrical Permit-
$400.00
Landscaping and Signage-
$17,500.00
Surveying-
$2,500.00
-Geo-Technical Investigation-
$5,000.00
Construction Testing and Inspections-
$6,000.00
Sub -Total: $225,025.00
Engineering/ Architecture-9% $207,600.00
Total Soft Costs $839,650.00
Construction costs:
Site Development- $433,000.00
Building Construction- $1,460,000.00
Contingencies $250,000.00
Total Construction Costs $2,143,000.00
Total $2,982,650.00