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D1293/13/90 . s ORIGINAL DEED GIVEN TO CITY CLERK FOR RECORDS C�?Y IPg 3Oi1N-STARK-M-VAtUATION- OF- P- ROPERTiL- MARTIN J. BURNS' JAMES T. BRAOSHAM/ JR.' MARK C. ALLEN, JR.- MARTIN L BURKE' CARL K. NEWTON' J. ROBERT FLANDRICK' NORMAN E. GMRt EDWARD M. FOX' DENNIS P. BURKE' LELAND C. COLLEY, COLIN LENNARD' THOMAS J. FEELEY' NEIL F. YEAGER' BRIAN A PIERIK' CHARLES M. CALDERON' PETER M. THORSON* JERRY M. PATTERSON HAROLD A BRIDGES' CHERYL J. KAN E' RAYMOND J. FUENTES' VIRGINIA R. PESO LA S. PAUL BRUGUERA S. DEREK 5TRAAT5MA DOUGLAS C. HOLLAND DON G. KIRCHER MICHELE VADON-RIVERA SCOTT F. FIELD MARY REDUS GAYLE' RUFUS C. YOUNG. JR. PROFESSIONAL CORPORATION TA PROFESSIONAL ASSOCIATION ADMITTED SAS 6 MISSOURI QOM TEO KANSAS joa LAW OFFICES BURKE, WILLIAMS & SOREN9214 ? ? F ONE WILSHIRE BUILDING GREGORY A. DOCIMO ELIZABETH L. MANNA KATHRYN P. PETERS° LISA E. ARANITZ KIM E. MCNALLY DENNIS I. FLOYD LINDA L DAUBE M. LOIS BOSAN ROBERT V. WADDEN FRANK M. WHITEHEAD. SR SCOTT M. CAMPBELL MARAANN LINK GOOOKIND TIMOTHY B. MCOSKER DIANA L FIELD RITA J. TAYLOR STEVEN J. DAWSON JAMES E RIGALI JAMES R. FELTON TERRY P. KAUFMANN STEPHEN R. ON5TOT JAIME AREVALO F. DANIELS CRAWFORD, ZS MARIANNE WOO JOHN E. CAVANAUGH MARK D. HENSLEY PETER O. TREMBLAY C. MICHAEL ZWEIBACK ROGER T. ITO 624 SOUTH GRAND AVENUE, IITN 11-00q AyENTURA COUNTY OFFICE LOS ANGELES, CALIFORNIA 90017 2310 PONDEROSA DRIVE SUITE 1 (213) 236 -0600 -- CAMARILLO• CALIFORNIA 93010 I' -�'� IB051 987 -3458 ORANGE COUNTY OFFICE 3200 BRISTOL STREET SUITE 640 COSTA MESA, CALIFORNIA 92626 17141 545 -SSS9 TELE CO PI E R: 12131 236 -2700 HARRY C. WILLIAMS 11912 -19671 ROYAL M. SORENSEN 1191419831 February 27, 1990 Julia Abreu Legal Assistant City of E1 Segundo 350 Main Street E1 Segundo, California 90245 -0989 Re: City and School District Property Exchange Dear Julia: LIGHTON PLAZA 7300 COLLEGE BOULEVARD SUITE 220 OVERLAND PARK. KANSAS 66210 19131 339 -6200 OF COUNSEL DWIGHT A NEWELL WRITER'S DIRECT DIAL 213 - 236 -2803 OUR FILE NO. 00111 -001 :�EGEI.dE�1 i, 2 1990 Enclosed please find the recorded deed for the property which the City received from the E1 Segundo Unified School District. Also enclosed is a copy of the Resolution by the Board of Education authorizing the transfer of the property. We have not yet had a title insurance policy issued by Ticor as we are waiting for an estimate of the valuation of the property from John Stark. The title insurer needs to/ know the amount of the policy to be issued before any insurance may be issued. Should you have any questions or comments please feel free to contact me. Sincerely, - -- � v Robert V. Wadden, Jr. for BURKE, WILLIAMS & SOR NSEN rvw /LTR15344 cc: Leland C. Dolley, City Attorney 1 �i RecorlLa{ Requested BY CITY OF EL SEGUNDO 350 Main Street E1 Segundo, CA 90245-0989 And When Recorded Mail To Robert V. Wadden, Jr. 90. 137116 Burke, Williams & Sorensen _ 624 South Grand Avenue 11th Floor OFFICIAL BUSINESS Los Angeles, CA 90017 Document Entitled to Free Recording Gov. Code Sec. 6103 a RANT DEBD FREE 3 C THIS DEED, made the twenty -ninth day of Nove.'Aber, one thousand nine hundred and eighty -nine, BETWEEN E1 Segundo Unified School District, Grantor, and City of E1 Segundo, Grantee WITNESSETN: That the said Grantor, for valuable consideration, the receipt of which is hereby acknowledged, does by these presents grant, bargain, and sell unto the said Grantee, and to its successors and assigns, all right, title and interest it may have to that certain parcel of land situate in the City of E1 Segundo, County of Los Angeles, State of California, and bounded and described as follows, to wit: Lots 33, 34, 35 and 36 in Block 75, of E1 Segundo Sheet #3 as per map recorded in Book 20, pages 22 and 23 of Maps, in the Office of the County Recorder of said County. TOGETHER with the tenements, hereditaments, and appurtenances thereunto belonging or appertaining, and the reversion and reversions, remainder and remainder&, rents, issues, and profits thereof. v- a:ir:'F: ai'"— ry LVLu the saia premises, cuyetiier with the appurtenances, unto the said Grantee, and to its successors and assigns. IN WITNESS WHEREOF the said Grantor has executed these presents the day and year first above written. EL SEGU?H�O UNIFV�1 V 1CV ADITRICT STATE OF CALIFORNIA ss. COUNTY OF Los Angeles RECORDER'S OFFICEIlua LOS ANGELES COUNTY MIN CALIFORNIA 31 PAST 11 A.M. JAN 25 1990 or Srl3 JOA < DAVIS p Lcs y ' r enc Af"2 L President, Board of Education E1 Segundo Unified School District On November 29, 1989, before me, the undersigned, a Notary Public, in and for the State, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person who executed the within instrument as the President cf the GMtp: -wiry. P•,: r+i .v '> r „b..' e•l - c- .<x such District executed the within instrument pursua4t to Resolution of its Governing Board dated November 28, X989. IN WITNESS WHEREOF I have hereunto set my hand and affixed my official seal in the County of Los Angeles, State of California, on the date set forth above in this (c[/e��/r/tificate. _<� � /l]LJq , • Notary Public, State of Cal fo €nia My commission expires_ L)_3. / 7t000r4in{ Roauo,tod BY CITY OF EL SEGUNDO 350 Main Street El Segundo, CA 90245 -0989 And When Laordod pall To Robert V. Wadden, Jr. Burke, Williams & Sorensen 624 South Grand Avenue 11th Floor Los Angeles, CA 90017 G R A N T D E E D �YDq �OFFICIAG BUSII'ESS Document Entitled to Free Recording Gov. Code Sec. 6103 THIS DEED, made the twenty -ninth day of November, one thousand nine hundred and eighty -nine, BETWEEN E1 Segundo Unified School District, Grantor, and City of El Segundo, Grantee WITNZSSZT93 That the said Grantor, for valuable consideration, the receipt of which is hereby acknowledged, does by these presents grant, bargain, and sell unto the said Grantee, and to its successors and assigns, all right, title and interest it may have to that certain parcel of land situate in the City of E1 Segundo, County of Los Angeles, State of California, and bounded and described as follows, to wit: Lots 33, 34, 35 and 36 in Block 75, of E1 Segundo Sheet #3 as per map recorded in Book 20, pages 22 and 23 of Maps, in the office of the County Recorder of said County. TOGETHER with the tenements, hereditaments, and appurtenances thereunto belonging or appertaining, and the reversion and reversions, remainder and remainders, rents, issues, and profits thereof. To HAVE AND TO HOLD the said premises, together with the appurtenances, unto the said Grantee, and to its successors and assigns. IN WITNESS WHEREOF the said Grantor has executed these presents the day and year first above written. STATE OF 88. COUNTY OF Los Angeles President, Board of Education E1 Segundo Unified School District On November 29, 1989, before me, the undersigned, a Notary Public, in and for the state personally appeared Tiff AI _). LEITC44 personally xnown to me (or proved to me on the basis of satisfactory evidence) to be the person who executed the within instrument as the President of the Governing Board of tb-1 F] S¢rnincin IInifipA School District, and acknowledged to me that such District executT!! 'the erithin inetrum nt pursuant to Resolution of its Governing Board dated November 28, X989. IN WITNESS WHEREOF I have hereunto set my hand and affixed my official seal in the County of Los Angeles, State of California, on the date set forth above in this certificate. Notary PL931ic, State of California My commission expires 1 -.?-3 -1/1 90- 137116 u, RESQLLl`TION )`) EXCHANGE OF CERTAIN SCHOOL DISTRICT REAL PROPERTY The Board of Education of the El Segundo Unified School District RESOLVES THAT: On April 11, 1989, the Board adopted its Resolution entitled Notice of Intention to Exchange Certain School District Real Property stating its intention to exchange the real property owned by the District described in Exhibit A, attached hereto and incorporated by this reference, for the property described in Exhibit B, attached hereto and incorporated by this reference, owned by the City of El Segundo. On September 26, 1989, the El Segundo Unified School District entered into the formal agreement with the City effectuating the above exchange. A copy of this agreement is attached hereto as Exhibit C and incorporated by this reference.* An escrow has now been established to consummate this exchange with Ticor Title Insurance Company (Escrow Number 8548706) and pursuant to the above agreement, the District must execute a grant deed transferring title to the property described in Exhibit A to the City; NOW, THEREFORE, BE IT RESOLVED that the President of this Board is authorized to execute a grant deed conveying title to the property described in Exhibit A to the City and accept title to the property described in Exhibit B in accordance with the terms of the exchange agreement. BOARD OF EDUCATION EL SEGUNDO UNIFIED SCHOOL DISTRICT Alit President Vice President -� l Clerk * Submitted to the Board separately. Adopted by the Board of Education El Segundo Unified School District November 28, 1989 S0- 137115 COPY TO RON HART, CITY CLERK w /orig. title policy. 3/29/90 joa LAW OFFICES BURKE, WILLIAMS & SORENSEN ONE WILSHIRE BUILDING MARTIN J. BURKE. GREGORY A DOOMC 624 SOUTH GRAND AVENUE. IITN FLOOR VENTURA COUNTY OFFICE JAMES T. BRADSHAW, ELIZABETH L HANNA LOS ANGELES, CALIFORNIA 9O OI -/ 2310 PONDEROSA DRIVE MARK C. ALLEN. JR.- KATHRYN P. PETERS° SUITE I MARTIN L BURKE' LISA E. KRANITZ (213) 236 -0600 CAMARILLO, CALIFORNIA 93010 CARL K. NEWTON' KIM E. MCNALLY (805) 987 -3488 J. ROBERT FLPNOPIC5' DENNIS 1. FLOYD NORMAN E. GAARS LINDA L. DAUBE TELECOPIER'. 12131 235 -2700 EDWARD M. FO%' M. LOIS BOBAK ORANGE COUNTY OFFICE DENNIS P. BURK E° ROBERT V. WADDEN 3200 BRISTOL STREET LELAND C. DOLLEY' FRANK H. WHITEHEAD. III HARRY C. WILLIAMS SUITE 640 COLIN LENNARD' SCOTT H. CAMPBELL (1912 -1967) COSTA MESA, CALIFORNIA 92628 THOMAS J. FEEL6Y' MARYANN LINK GOODKINO (714) 545 -5559 NEIL F. YEAGER• TIMOTHY B. MCOSKER ROYAL M. $OREN$EN BRIAN A. PIERIK' DIANA 1.. FIELD 1191tr19831 CHARLES M. CALDERON' RITA J. TAYLOR LIGHTON PLAZA PETER M. THORSON' STEVEN J. DAWSON 7300 COLLEGE BOULEVARD JERRY M. PATTII JAMES F. RIGALI SUITE 220 HAROLD A. BRIDGES- JAMES R. FELTON OVERLAND PARK KANSAS 65210 CHERYL J. KANE' TERRY R KAUFMANN 19131 339 -6200 RAYMOND J. FUENTES' STEPHEN R. ON5TOT March 27, 1 9 9 0 VIRGINIA R. RESIDUA JAIME AREVALO S. PAUL BRUGUERA F. DANIELS CRAWFORD, IY OF CAUNSEL S. DEREK STRAAT5MA MARIANNE WOO DWIGHT A. NEWELL DOUGLAS C. HOLLAND JOHN E. CAVANAUGH DON O. KIRCHER MARK 0. HENSLEY A.i. /L i1.1J MICHELE VADON- RIVERA PETER D. TREMBLAY WRITER'S DIRECT DIAL SCOTT F. FIELD C. MICHAEL ZWEISACK 213-236-2803 MARY REDUS GAYLE' ROGER T ITO RUFU$ C. YOUNG. UP. OUR FILE NO. ROFESSIONAL CORPORATION n� FROFESS IONAL ASSOCIATION 4 L iii n TT KANSAS 6 MISSOURI AONTED —NSA. Julia Abreu Legal Assistant City of E1 Segundo 350 Main Street E1 Segundo, California 90245 Re: Property Exchange With the School District Dear Julia: Enclosed please find the original policy of title insurance issued by Ticor on the property acquired by the City in the above - referenced transaction. This should conclude all necessary activities in the above - referenced transaction. Should you or anyone at the City have any questions or comments please feel free to contact me. Sincerely, J Robert V. Wadden, Jr. for BURKE, WILLIAMS & S ENSEN rvw /LTR84558 Enclosure cc: Leland C. Dolley, City Attorney California Land Title Association Standard Coverage Policy TICOR TITLE INSURANCE Policy of Title Insurance SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS AND STIPULATIONS, TICOR TITLE IN- SURANCE COMPANY OF CALIFORNIA, a California corporation, herein called the Company, insures, as of Date of Policyshown in Schedule A, against loss or damage, not exceeding the Amount of Insurance stated in Schedule A, sustained or incurred by the insured by reason of: 1. Title to the estate or interest described in Schedule A being vested other than as stated therein; 2. Any defect in or lien or encumbrance on the title; 3. Unmarketability of the title; 4. Lack of a right of access to and from the land; and in addition, as to an insured lender only: Ticor Title Insurance Company of California 6300 Wilshire Boulevard P 0 Box 92792 Los Angeles. CA 90009 5. The invalidity or unenforceability of the lien of the insured mortgage upon the title; 6. The priority of any lien or encumbrance over the lien of the insured mortgage, said mortgage being shown in Schedule B in the order of its priority; 7. The invalidity or unenforceability of any assignment of the insured mortgage, provided the assignment is shown in Schedule B, or the failure of the assignment shown in Schedule B to vest title to the insured mortgage in the named insured assignee free and clear of all liens. The Company will also pay the costs, attorneys' fees and expenses incurred in defense of the title or the lien of the insured mortgage, as insured, but only to the extent provided in the Conditions and Stipulations. TICOR TITLE INSURANCE COMPANY OF CALIFORNIA By President Attest Secretary TO 3140 CA (7 -8e) CLTA Standard Coverage Policy -1988 CAT NO NNO1"I 90075 1029414 K 71.0 TICOR TITLE INSURANCE COMPANY OF CALIFORNIA PREMIUM AMOUNT OF INSURANCE: DATE OF POLICY POLICY NO. 1. NAME OF INSURED: SCHEDULE A $1,850.00 $700,000.00 JANUARY 25, 8589474 THE CITY OF EL SEGUNDO 1990 AT 11:31 A.M. 2. THE ESTATE OR INTEREST REFERRED TO HEREIN IS AT DATE OF POLICY VESTED IN: THE CITY OF EL SEGUNDO THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED TO COVERED BY THIS REPORT IS: A FEE. AT THE DATE HEREOF EXCEPTIONS TO COVERAGE IN ADDITION TO THE PRINTED EXCEPTIONS AND EXCLUSIONS CONTAINED IN SAID POLICY FORM WOULD BE AS FOLLOWS: 1. PUBLIC ACQUISITION, TAXES UNASSESSED PARCEL NO. 4136 - 006 -900 2. A LEASE, AFFECTING THE PREMISES HEREIN STATED, EXECUTED BY AND BETWEEN THE PARTIES NAMED HEREIN, FOR THE TERM AND UPON THE TERMS, COVENANTS AND CONDITIONS THEREIN PROVIDED, TYPE OF LEASE : A SUBSURFACE OIL AND GAS LEASE DATED : APRIL 20, 1966 LESSOR : EL SEGUNDO UNIFIED SCHOOL DISTRICT LESSEE : OCCIDENTAL PETROLEUM CORPORATION, A CORPORATION TERM : AS THEREIN PROVIDED RECORDED : JUNE 29, 1966 AS INSTRUMENT NO. 3372 AFFECTS : THAT PORTION OF LAND LYING BELOW FIVE HUNDRED FEET (500) FROM THE SURFACE THEREOF NO REPRESENTATION IS MADE AS TO THE PRESENT OWNERSHIP OF SAID LEASEHOLD OR MATTERS AFFECTING THE RIGHTS OR INTERESTS OF THE LESSOR OR LESSEE ARISING OUT OF OR OCCASIONED BY SAID LEASE. 3. COVENANTS, CONDITIONS AND RESTRICTIONS IN THE DEED EXECUTED BY : LOS ANGELES TRUST AND SAVINGS BANK RECORDED : IN BOOK 6693 PAGE 240 OF DEEDS 8589474 PAGE 01 90075 1,02941 -4 K 710,• TICOR TITLE INSURANCE COMPANY OF CALIFORNIA RESTRICTIONS, IF ANY, BASED ON RACE, COLOR, RELIGION OR NATIONAL ORIGIN ARE DELETED. SAID MATTER AFFECTS: LOT 35 AND 36 4. COVENANTS, CONDITIONS AND RESTRICTIONS IN THE DEED EXECUTED BY : LOS ANGELES TRUST & SAVINGS BANK RECORDED : IN BOOK 3028 PAGE 287 OFFICIAL RECORDS RESTRICTIONS, IF ANY, BASED ON RACE, COLOR, RELIGION OR NATIONAL ORIGIN ARE DELETED. SAID MATTER AFFECTS: LOT 35 AND 36 5. AN EASEMENT AFFECTING THE PORTION OF SAID LAND AND FOR THE PURPOSES STATED HEREIN, AND INCIDENTAL PURPOSES, CONDEMNED BY FINAL DECREE IN FAVOR OF CITY OF LOS ANGELES (NO REPRESENTATION IS MADE AS TO THE PRESENT OWNERSHIP OF SAID EASEMENT) FOR : AIR SPACE CASE NO. : 986,444 SUPERIOR COURT, LOS ANGELES RECORDED : JANUARY 15, 1980 AS INSTRUMENT NO. 80 -55139 AFFECTS : ALL OF SAID LAND 8589474 PAGE 02 90075 2029414 K 710, TICOR TITLE INSURANCE COMPANY OF CALIFORNIA SCHEDULE C THE LAND REFERRED TO IN THIS POLICY IS DESCRIBED AS FOLLOWS: LOTS 33, 34, 35, 36 IN BLOCK 75 OF EL SEGUNDO, IN THE CITY OF EL SEGUNDO, IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 20 PAGES 22 AND 23 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. 8589474 PAGE 03 8 e� 6: Y Y r Y T a Y � A T 'dA1 V a N O 60 . Q u � s v O a � � o q N O d j � 4 O v S z Q �r '1 m N N N C Z y^Nv, W 0 8 e� 6: Y Y r Y T a Y � A T 'dA1 O" N W 0 0 h � N P N N N. UN N � ® N N O a e PI NE AVO 1 0 0 V a N O . Q u � s v O a � � o q N O d j � 4 O v S O" N W 0 0 h � N P N N N. UN N � ® N N O a e PI NE AVO 1 0 0 DIz Al r P y 1 O Y T Y pr A N Y ^Y � 1 r w m r ti rn C) C z 0 0 c_ V F E%. 4 o O DIz Al r P y 1 O Y T Y pr A N Y ^Y � 1 r w m r ti rn C) C z 0 0 c_ (CONDITIONS ArSD STIPUL4TH)NS CONTINUED FROM REVERSE SIDE OF POLICY FACET fc) Amourtt of Irysullence. The amount of insurance after the acquisition insured against by this policy which constitutes the ba §is of loss or damage or after the conveyance by an insured lender shall in neither event exceed and shall state, to the extent possible, the basis of calculating the amount e the least of: (l) the Amount of Insurance staled in Schedule A; the loss or damage. If the Company is prejudiced by the failure of an insured claimant to provide the required proof of loss or damage, the Com (ii) the amount of the principal of the indebtedness secured by the Obligations to such insured under the policy shall terminate, including any insured mortgage as of Date of Poli party's cy, interest thereon, expenses of liability or obligation to defend prosecute, or continue any litigation, with foreclosure, amounts advanced pursuant to the insured mortgage Wassure compliance with laws or to protect the lien of the insured mortgage prior to raged to the matter or matters requiring such proof of loss or damage. the time of acquisition of the estate or interest in the land and secured In addition, Undeinsured clang anthlized representative required tO Submit to examination under oath by any authorized representative of the Company improvements, abut reduced by the amount of all Payments made, relion of and shaft produce for examination, inspection and copying, reasonable times and places as may be designated b at such (iii) the amount paid by any governmental agency or governmental representative of the Company, all records, books, ledgers,u checks, instrumentality, if the agency or the instrumentality is the insured claimant, Of and memoranda, all bearing a date before or after in the acquisition of the estate or interest in satisfaction of its insurance Date of Policy, which reasonably contract or guaranty, requested b an Pertain to the loss or damage. Further, if 3. NOTICE OF CLAIM TO BE GIVEN BY INSURED y Y authorized representative of the Company, the insured claimant shall grant its permission, in writing, far any authorized CLAIMANT, representative of the Company to examine, inspect and copy all records, An insured shall notify the Com an books, ledgers, checks, correspondence and memoranda in the custody s, litigation as set forth in Section D Y promptly in writing (i) in case of any control of a third party, which reasonably to an insured hereunder of any claim title or case e estowledhge shape me information designated as confidential bypantainsu insured claimant provided to the title to the estate or interest or the lien of the insured mortgage, as the Company insured,and which might cause loss or damage for which the Company may Pa °Y Pursuant to this Section shall not be, it isenecessothers unless, in the reasonable judgment of the Company, it is necessary in the be liable tired a of this oli administration of the claim. Failure of reasonably insured claimant to submit for Of the insured mortgage as insured istreject de as tunmarketable. !t prompt examination under oath, rod grant permission to secure reasonably information from information d Uested notice shall not be given to the Company, then as to that insured ali liability of the Company shall terminate with regard to the matter or matters for which Parties as required in this Y governmental regulation, shall terminate any liabilitypof hIeIC Company under Prompt notice is required; provided however, that failure to notify the Company shall in no case this policy as to that insured for that claim, prejudice the rights of any insured under this Policy unless the Company shall be prejudiced by thefailure and then onlyto 6 ERMINAT ON OF OLIABILfTY WISE SETTLE CLAIMS; the extent Of the Prejudice. 4. DEFENSE AND PROSECUTION OF ACTIONS; DUTY OF additional options: In case ofi claim under this policy, the Companyshall have INSURED CLAIMANT TO COOPERATE. thefollowing ( I I Upon written r y (a) To Pay or Tender Payment of the Amount Of Insurance or to contained in Section 6 ofgthese Condtionsa dStipulaubje, the the options Purchase the Indebtedness. its own COST and without unreasonable delay, shall Policy (I) to pay or tender Payment Provide for the defense of t any costs, atornethfamountx insurance under this an Insured in litigation in which any thand ird art a together with to the title or interest as insured, but only as to those stated causes adverse o action Insured claimant, which were authorized by the Company, aes incurred m the alleging a detect, lien or encumbrance or other matter insured against by peyme;ti ^tease loss Or damage is claimed under this of icy l t ed t time of Policy, he Company shall have brance oroteselectrinsurlof its gachoice Payment i whichtheCer this 01obligatedo pay, or this T (subject to the right of an insured to object for reasonable cause) to represent the indebtedness secured b the insured mortgage, to purchase Downer of the insured as to those stated causes of action and shall not be liable forand thereon toget secured b the Will not pay the fees of any other counsel. The Company will not payanyfees, Y the insured mortgage for the amount owing her with any costs costs or expenses incurred by an insured in the defense of those causes of Of Purchase and whichhich Com auO prize fees and expenses incurred by the insured claimant which were authorized by the Company up to the time action which allege matters not insured against by this policy. If the Company offers to urchase the indebtedness . herein (b) The Company P Y 1 obLgated to pay. shall have the right, at its own cast, to institute and P the owner of the indebtedness shall transfer, assign, Provided, mayb neces action or proceeding or to do any other act which in its opinion indebtedness and the insured mortgage, together may be necessary or desirable to establish the title to the estate or interestor Company upon and convey the the lien of the insured security, to the Com or. with any collateral mortgage, as insured or to prevent or reduce loss or Upon the exercise by Payment therefor. damage to an insured. The Company may take any appropriate Y the Company the terms of this olic . Y DPhereun action under Paragraph a(i), all liability and obligationsyto of thehinsured under der this policy, not thereby Y whether or not it shall be liable hereunder, and shall other than to make the Payment Y liability or waive any provision of this policy. If [he includin liability or oblig ton 10edefend, Prosecute shall terminate, Company shall exercise its rights under this paragraph, it shall do he g any Dolts diligently. litigation, and the y shall be surrendered to the [`om1°ue any cancellation. pang for Ic) Whenever the Company shall have broughtan action or inter osd a Paragraph afiii) therCompany's the Company Of the option provided for in defense as the or permitted by the Provisions of this policy, cy, the Polic fr the claimed loss or damage, other than the Payment Company may pursue any liti obligation r than insured Lender under this competent jurisdiction and expressly reserves the right, intissolediscrationf made, shatl terminate, including any liability or prosecute or continue any litigation. reto d fob, to appeal from any adverse judgment or order. Y to defend, (d) In all cases where this (b) TO Pay or Otherwise Settle With Parties Other than the Insured Or Prosecute or provide for the defense of any action orq Ares the Camps an to With the fnsured Claimant. P Y (i) to pay or otherwise settle with other parties for or in the name of an shall secure to the Company the right to so prosecute or provide defense in P or Provide g, de insured insured claimant any claim insured against under this policy, the action or proceeding, and all appeals any costs, attorneys' fees and expenses incurred by the insured claimant am, use, at its option, the name of Such insure end for this the Company to which were authorizdb p cy, together with requested Purpose, ose, Whenever the Company is Obligated to pay; Company Uptothetime ofpaymentand which or by the Company, an insured, at the Comp Whenever Pay or otherwise settle with the insured claimant the loss or the Company all reasonable aid in Dense, sheneve dame III) t° evidence, Obtaining witnesses, prosecuting or proceeding, securing fees ge Provided for under this tic Proceeding, , 9 Or defendin and expenses incurred by then tired claim Claimant Which were autthor led g or effetting sett lement, and (ii) in any 9 the action or by the Company up to the time f the opinion of the Company maybe necessary or desirable g a, establish the Obligated Upon the exercise ercise by the Company pof ether of the Options t onsem Provided title to the estate or interest or the lien of the i nsured sirs pant is the Company is Prejudicd by the failure of an insured to f rag asirequied ParacgyraOp the claimed loss or dame e cooperation, the Com an Doti f �') Dr b(ii), the Company's obligations to the insured u der this P ys obligations to such insured under the policy he made, shall terminate, including antyeiabilt the shall [ermfnte, including any liability or obligation to defend, prosecute, or Payments required continue any litigation, with regard to the matter or matters requiring such prosecute or continue any litigation. Y obligation t defend, nd, cooperation. 7. DETERMINATION AND EXTENT OF LIABILITY, 5. PROOF OF LOSS OR DAMAGE. This Policy is a contract of intlemnit a pint actual monetar I In addition t and after the notices required under Section 3 of these exten eherein desc rbed urrd b y g Conditions ended an sworn been Provided the Company, r ext I Gr in reason ofm after$ insured against by this who has suffered oly to loss the or damage signed and sworn fob each dagaint by this policy and onlyto the to the Company within 90 days D Y Pfu,,itO (a)Tha liabilit Y insured claimant shall be furnished shall not exceed the least of: facts giving rise to the loss or tlamage.lTheretl claimant shall ascertain the y o the Company under this policy to an insured lender describe the deject in, or lien Or encumbrance on theftitle, or damage amatterl a Pulatl seAmPont of Insurance stated in Schedule nsuence as defined in Se A, Or, if applicable, he StI coon 2(c) Of these Conditions and (CONDITIONS AND STIPULATIONS CONTINUED AND CONCLUDED ON REVERSE SIDE OF THIS PAGE)