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Home My WebLink About20211864.tiffRESOLUTION RE: ACCEPT ASSIGNMENT OF CONTRACT, AS AMENDED, TO BUY AND SELL REAL ESTATE (S1/2, S30, T6N, R65W), APPROVE CONTRACT AND AMENDMENTS, AND AUTHORIZE THE CHAIR TO SIGN ALL NECESSARY DOCUMENTS WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, the Board has been presented with the Assignment of a Contract to Buy and Sell Real Estate, including certain amendments, regarding a property described as part of the S1/2 of Section 30, Township 6 North, Range 65 West of the 6th P.M., Weld County, Colorado ("the Property"), and WHEREAS, the Contract, as amended, provides for Weld County to purchase the Property for the sum of $4,113,134.00, and WHEREAS, the purchase of the Property by Weld County is desirable for the provision of additional buildings to support future County operations, and WHEREAS, in accordance with Section 16-6 of the Weld County Home Rule Charter, a notice dated June 25, 2021, was published June 27, 2021, and July 7, 2021, in the Greeley Tribune, the Board regarding such purchase because the amount is greater than $2,500,000.00, and such expenditure is not included in the 2021 Weld County Budget, and WHEREAS, a hearing before the Board was held on the 12th day of July, 2021, at which time the Board deemed it advisable to approve and accept said Assignment, approve the Contract, as amended, and authorize the Chair to sign all necessary documents to close said purchase. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Assignment of a Contract to Buy and Sell Real Estate regarding a property described as part of the S1/2 of Section 30, Township 6 North, Range 65 West of the 6th P.M., Weld County, Colorado, be, and hereby is, accepted, and the Contract, as amended, be, and hereby is, approved. BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign all necessary documents to close said purchase. Cc : BG(rr/s 6) x'7/19 /2l 2021-1864 PR0037 ACCEPT ASSIGNMENT OF CONTRACT TO BUY AND SELL REAL ESTATE (S1/2, S30, T6N, R65W), AND APPROVE CONTRACT, AS AMENDED PAGE 2 The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 12th day of July, A.D., 2021. BOARD OF COUNTY COMMISSIONERS WELD OUNTY, COLORADO ATTEST: die/LA) itp,&k. Weld County Clerk to the Board BY: Deputy Clerk to the Boar Stev Moreno hair Perry L. Bu APP unty Attorney Date of signature: o7/t2/-I es Pro -T 2021-1864 PR0037 ASSIGNMENT OF CONTRACT TO BUY AND SELL REAL ESTATE Waypoint Companies, LLC, a Colorado limited liability company ("Assignor") hereby assigns to WELD COUNTY, COLORADO, A BODY CORPORATE AND POLITIC ("Assignee"), all of its right, title and interest in and to that certain Contract to Buy and Sell Real Estate dated May 7th, 2021 between Greeley Land Fund, LLC, a Colorado limited liability company, as Seller, and Assignor, as Buyer (the "Contract"), concerning that certain real property known as: A parcel of land being a part of the South Half (S1/2) of Section Thirty (30), Township Six North (T.6N.), Range Sixty-five West (R.65W.), Sixth Principal Meridian (6th P.M.) County of Weld, State of Colorado, and being more particularly described as follows: COMMENCING at the Southeast Corner of said Section 30 and assuming the South line of the Southeast Quarter of said Section 30 as bearing South 89°33'01" West being a Grid Bearing of the Colorado State Plane Coordinate System, North Zone, North American Datum 1983/2007, a distance of 2631.29 feet with all bearings contained herein relative thereto: THENCE North 00°44'47" West along the East line of the Southeast Quarter (SE1/4) of said Section 30, a distance of 30.00 feet to the North Right -of -Way line of "O" Street (Weld County Road 64), said North Right of Way line also being the North line of the North Poudre Third Annexation recorded June 1, 1982 as Reception No. 1893288 of the Records of Weld County; THENCE South 89°33'01" West along the North Right -of -Way line of said "O" Street a distance of 1333.65 feet to the West line of that land referred to as "Parcel 3" in a Special Warranty Deed recorded June 18, 1998 as Reception No. 2620486 of the Records of Weld County, and to the POINT OF BEGINNING: THENCE South 89°33'01" West continuing along the North Right -of -Way line of said "O" Street a distance of 1297.49 feet; THENCE South 89°33'33" West again continuing along the North Right -of -Way line of said "O" Street a distance of 1203.60 feet; THENCE North 00°26'27" West a distance of 899.75 feet; THENCE North 89°12'28°' East a distance of 1172.10 feet to a Point of Curvature; THENCE along the arc of a curve concave to the Northwest a distance of 31.54 feet, said curve has a Radius of 20.00 feet, a Delta of 90°20'46" and is subtended by a Chord bearing North 44°02'05" East a distance of 28.37 feet to a Point of Tangency; THENCE North 01°08'18" West along the East line of said SE1/4 a distance of 1693.84 feet to the Center Quarter corner of said Section 30; THENCE North 89°45'26" East along the North line of said SE1/4 a distance of 1295.25 feet to the Northwest corner of that land referred to as "Parcel 3" in a Special Warranty Deed recorded June 18, 1998 as Reception No. 2620486 of the Records of Weld County; THENCE South 01°11'48" East along the West line of said "Parcel 3" a distance of 2616.45 feet to the POINT OF BEGINNING. 2021-1864 Assignee hereby accepts the assignment of all the Assignor's right, title, interest and obligations under the Contract. IN WITNESS WHEREOF, the Parties execute this Assignment on this �o day o ASSIGNOR: Waypoint Companies, LLC a Colorado limited liability company ASSIGNEE: WELD COUNTY, COLORADO, A BODY CORPORATE AND POLITIC By the Board of County Commissioners for the Cou1}tyof Weld By: Steve Moreno, Chair JUL 1 2 2021 , 2021. 0,20,21-/r6l/0 DocuSign Envelope ID: 8D62FE4B-96E5-42A6-94E3-9DA379E1 BETE 1 REALTE COMMERCIAL REAL ESTATE SERVICES Realtec Greeley Commercial Real Estate 1711 61st Ave Suite 104 Greeley, CO 80634 Phone: (970)346-9900 Fax: (970)304-0707 The printed portions of this form, except differentiated additions, have been approved by the Colorado Real Estate Commission. 2 (CP40-6-18) (Mandatory 1-19) 3 4 THIS FORM HAS IMPORTANT LEGAL CONSEQUENCES AND THE PARTIES SHOULD CONSULT LEGAL AND TAX OR 5 OTHER COUNSEL BEFORE SIGNING. 6 7 COUNTERPROPOSAL 8 9 Date: May 7, 2021 10 11 1. This Counterproposal supersedes and replaces any previous counterproposal. This Counterproposal amends the proposed 12 contract dated May 5, 2021 (Contract), between Greeley Land Fund, LLC 13 (Seller), and Waypoint Companies, LLC and/or assigns (Buyer), relating to the sale and purchase 14 of the following legally described real estate in the County of Weld, Colorado: 15 See attached 16 17 18 known as No. TBD Greeley CO 80631 (Property). 19 Street Address City State Zip 20 21 2. § 3. DATES AND DEADLINES. No Change 26 3. § 4. PURCHASE PRICE AND TERMS. No Change 28 29 4. ATTACHMENTS. The following are a part of this Counterproposal: 30 Legal Description 31 32 33 Note: The following documents have been provided but are not a part of this Counterproposal. 34 No Change 35 36 37 5. OTHER CHANGES. 38 Line 23 - use attached legal description. Line 23 - at end - should be 102 acres +/- Line 49 - As used herein, "Water Taps" shall mean the twenty-six 3/4" North Weld County Water District water taps, including Plant Investment Fees parked on new meter on Weld County Assessor parcel 080330000093. Line 99: Title Company will be Heritage Title, Fort Collins. Contact is Theresa Myers - (970) 493-3015 39 40 41 6. ACCEPTANCE DEADLINE. This Counterproposal expires unless accepted in writing by Seller and Buyer as evidenced 42 by their signatures below and the offering party to this document receives notice of such acceptance on or before 43 May 7, 2021 5:00 MST 44 Date Time CP40-6-18. COUNTERPROPOSAL 5/5/2021 16:57 _16 Buyer initial Page 1 of 2 �(� fWfM Seller initials DocuSign Envelope ID: 8D62FE4B-96E5-42A6-94E3-9DA379E1BE7E 45 46 If accepted, the Contract, as amended by this Counterproposal, will become a contract between Seller and Buyer. All other terms 47 and conditions of the Contract remain the same. 48 Buyer's Name: Waypoint Companies, LLC and/or assigns 5441(4, ocuSigned by: aUtit,V1A.St,y F231A69E8E540D... 5/6/2021 Buyer's Signature: Joshua Guernsey Date Address: Phone No.: Fax No.: Email Address: 125 S Howes, Suite 500 Fort Collins, CO 80521 No Change No Change No Change Seller's Name: Greeley Land Fund, LLC pDocuSigned by: aJe t,Lu (,at4 FwAl, OgtL Fovift s, -E63AD3D39541437._. 5/6/2021 Seller's Signature: Greeley Land Fund, LLC David Forbes, Manager Date Address: Phone No.: Fax No.: Email Address: No Change 580 Hidden Valley Road, Colorado Springs, CO No Change No Change No Change 49 Note: When this Counterproposal form is used, the Contract is not to be signed by the party initiating this Counterproposal. 50 Brokers must complete and sign the Broker's Acknowledgements and Compensation Disclosure portion of the Contract. 51 CP40-6-18. COUNTERPROPOSAL 5/5/2021 16:57 Buyer initialsEa Page 2 of 2 r6WFitt Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 1 2 3 4 5 6 7 8 9 10 11 12 13 wa Y oont REAL ESTATE Waypoint Real Estate 125 S Howes, Suite 500 Fort Collins, CO 80521 Phone: (970)632-5050 The printed portions of this form, except differentiated additions, have been approved by the Colorado Real Estate Commission. (CBS4-5-19) (Mandatory 7-19) THIS FORM HAS IMPORTANT LEGAL CONSEQUENCES AND THE PARTIES SHOULD CONSULT LEGAL AND TAX OR OTHER COUNSEL BEFORE SIGNING. CONTRACT TO BUY AND SELL REAL ESTATE (LAND) ( X Property with No Residences) Property with Residences —Residential Addendum Attached) AGREEMENT Date: May 3, 2021 14 1. AGREEMENT. Buyer agrees to buy and Seller agrees to sell the Property described below on the teiins and conditions set 15 forth in this contract (Contract). 16 2. PARTIES AND PROPERTY. 17 2.1. Buyer. Waypoint CorDanies, LLC and/or assigns, (Buyer) will take title 18 to the Property described below as Joint Tenants Tenants In Common x Other N/A. 19 2.2. No Assignability. This Contract IS NOT assignable by Buyer unless otherwise specified in Additional Provisions. 20 2.3. Seller. Greeley Land Fund, LLC (Seller) is the current 21 owner of the Property described below. 22 2.4. Property. The Property is the following legally described real estate in the County of Weld, Colorado: 23 Parcel 080330300017: THAT PT OF SW4 30-6-65 LYING WITHIN BDRY DESC AS BEG SE COR SEC N0D44' W 30' S89D33' W 1333.65' TO TPOB TH S89D33' W 1297.49' S89D33' W 1203.60' N0D26' W 899.75' N89D12'E 1172.10' TEl 31.564' ALG CURVE TO L (R=20' CH=N44D02'E 28.37') N01D06' W 1693.84' N89D45'E 1295.25' SO1D11'E 2616.45' TO TPOB Parcel 080330000092: 13818 PT W2SE4 30 6 65 BEG S4 COR SEC N0D38' E 2648.36' S89D32'E 1331.1' S0D19'W 2647.37' N89D35'W 201.92' NODO6'W 132.93' N22D53'W 107.16' N48D26'W 48.13' N62D14'W 259.07' S0D4 6' E 382.05' N89D35'W 841.95' TO BEG LOT B SUB EXEMPT SE -43 (79.311A M/L) ( . 79R 1.36L) Parcel 080330000093: 13818-A PT W2SE4 30 6 65 BEG N89D35'W 1547.88' OF SE COR SEC N89D35'W 302.1' N0D4 6' W 382.05' $62D14'E 259.07' S48D26'E 48.13' S22D53'E 107.16' SODO6'E 132.93' TO BEG LOT A SUB EXEMPT SE -43 (2.054A M/L) (. 21R) For a grand total of +/- :04.47 acres (+/- 4, 550, 713.20 square feet) 24 25 26 27 TED 0 Street,. TBD 0 Street, Greeley 28 known as No. 1417 0 Street 29 CO 80631 Street Address City DS State Zip CBS4-5-19. CONTRA TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 1 of 19 Buyer initials Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 together with the interests, easements, rights, benefits, improvements and attached fixtures appurtenant thereto and all interest of Seller in vacated streets and alleys adjacent thereto, except as herein excluded (Property). 2.5. Inclusions. The Purchase Price includes the following items (Inclusions): 2.5.1. Inclusions. The following items, whether fixtures or personal property, are included in the Purchase Price unless excluded under Exclusions: All on premises. Including the twenty-six (26) 3/4" Water Taps If any additional items are attached to the Property after the date of this Contract, such additional items are also included in the Purchase Price. 2.5.2. Personal Property - Conveyance. Any personal property must be conveyed at Closing by Seller free and clear of all taxes (except personal property taxes for the year of Closing), liens and encumbrances, except N/A. Conveyance of all personal property will be by bill of sale or other applicable legal instrument. 2.6. Exclusions. The following items are excluded (Exclusions): None X 2.7. Water Rights, Well Rights, Water and Sewer Taps. 2.7.1. Deeded Water Rights. The following legally described water rights: Any water rights associated with the Property X Any deeded water rights will be conveyed by a good and sufficient Appropriate deed at Closing. 2.7.2. Other Rights Relating to Water. The following rights relating to water not included in §§2.7.1, 2.7.3, 2.7.4 and 2.7.5, will be transferred to Buyer at Closing: Any water rights associated with the Property X 2.7.3. Well Rights. Seller agrees to supply required information to Buyer about the well. Buyer understands that if the well to be transferred is a "Small Capacity Well" or a "Domestic Exempt Water Well" used for ordinary household purposes, Buyer must, prior to or at Closing, complete a Change in Ownership form for the well. If an existing well has not been registered with the Colorado Division of Water Resources in the Department of Natural Resources (Division), Buyer must complete a registration of existing well form for the well and pay the cost of registration. If no person will be providing a closing service in connection with the transaction, Buyer must file the form with the Division within sixty days after Closing. The Well Permit # is Any wells. 2.7.4. Water Stock Certificates. The water stock certificates to be transferred at Closing are as follows: Any water stock certificates associated with the Property. X 2.7.5. Water and Sewer Taps. The parties agree that water and sewer taps listed below for the Property are being conveyed as part of the Purchase Price as follows: Twenty-six (26) 3/4" Water Taps. Any additional water and sewer taps associated with the Property. If any water or sewer taps are included in the sale, Buyer is advised to obtain, from the provider, written confirmation of the amount remaining to be paid, if any, time and other restrictions for transfer and use of the taps. 2.7.6. Conveyance. If Buyer is to receive any rights to water pursuant to § 2.7.2 (Other Rights Relating to Water), § 2.7.3 (Well Rights), § 2.7.4 (Water Stock Certificates), or § 2.7.5 (Water and Sewer Taps), Seller agrees to convey such rights to Buyer by executing the applicable legal instrument at Closing. 2.8. Growing Crops. With respect to growing crops, Seller and Buyer agree as follows: Farm Lease shall be provided with Due Diligence Documents. 83 3. DATES, DEADLINES AND APPLICABILITY. 84 3.1. Dates and Deadlines. DS CBS4-5-19. CC NTYCT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 2 of 19 Buyer initials Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA Item No. Reference Event Date or Deadline 1 § 4.3 Alternative Earnest Money Deadline 5 days after MEC Title 2 § 8.1, § 8.4 Record Title Deadline 10 days after NEC 3 § 8.2, § 8.4 Record Title Objection Deadline 45 days after MEC 4 § 8.3 Off -Record Title Deadline 10 days after MEC 5 § 8.3 Off -Record Title Objection Deadline 45 days after MEC 6 § 8.5 Title Resolution Deadline 50 days after MEC 7 § 8.6 Right of First Refusal Deadline N/A Owners' Association y f�°Eit, , ( R vt b�f �r .t� •r iY i A� ��fi ��2VCY" % /,!, 8 § 7.2 Association Documents Deadline N/A 9 § 7.4 Association Documents Termination Deadline N/A Seller's Disclosures 10 § 10.1 Seller's Property Disclosure Deadline 10 days after MEC 11 § 10.10 Lead -Based Paint Disclosure Deadline (if Residential N/A Addendum attached) Loan and Credit 12 § 5.1 New Loan Application Deadline N/A 13 § 5.2 New Loan Termination Deadline N/A 14 § 5.3 Buyer's Credit Information Deadline N/A 15 § 5.3 Disapproval of Buyer's Credit Information Deadline N/A 16 § 5.4 Existing Loan Deadline N/A 17 § 5.4 N/A Existing Loan Termination Deadline 18 § 5.4 Loan Transfer Approval Deadline N/A 19 § 4.7 Seller or Private Financing Deadline N/A Appraisal ,.:.s 5 20 § 6.2 N/A Appraisal Deadline 21 § 6.2 N/A Appraisal Objection Deadline 22 § 6.2 N/A Appraisal Resolution Deadline Survey 23 § 9.1 New ILC or i 'ew Survey Deadline 45 days after MEC 24 § 9.3 New ILC or New Survey Objection Deadline 50 days after MEC 25 § 9.3 r ' ew ILC or New Survey Resolution Deadline 55 days after MEC Inspection and Due Diligence 26 § 10.3 Inspection Objection Deadline 45 days after MEC 27 § 10.3 Inspection Termination Deadline 50 days after MEC 28 § 10.3 Inspection Resolution Deadline 55 days after NEC 29 § 10.5 Property Insurance Termination Deadline N/A 30 § 10.6 Due Diligence Documents Delivery Deadline 10 days after MEC 31 § 10.6 Due Diligence Documents Objection Deadline 45 days after MEC 32 § 10.6 Due Diligence Documents Resolution Deadline 50 days after MEC 33 § 10.6 Environmental Inspection Termination Deadline 45 days after MEC 34 § 10.6 N/A ADA Evaluation Termination Deadline 35 § 10.7 Conditional Sale Deadline N/A r- S CBS4-5-19. CC NTpQCT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 3 of 19 Buyer initials Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 O5018EAA 36 § 10.10 Lead Addendum -Based Paint attached) Termination Deadline (if Residential N/A 37 § 11.1,11.2 Estoppel Statements Deadline N/A 38 § 11.3 Estoppel Statements Termination Deadline N/A Closing and Possession 39 § 12.3 Closing Date 60 days after MEC or sooner 40 § 17 Possession Date Date of Closing 41 § 17 Possession Time At time of closing 42 § 28 Acceptance Deadline Date May 7, 2021 43 § 28 Acceptance Deadline Time 5:00 PM MST 30.2 Due Diligence Period 45 days after MEC N/A N/A N/A 85 3.1 Applicability of Terms. Any box checked in this Contract means the corresponding provision applies. If any deadline 86 blank in § 3.1 (Dates and Deadlines) is left blank or completed with the abbreviation "N/A", or the word "Deleted", such deadline 87 is not applicable and the corresponding provision containing the deadline is deleted. If no box is checked in a provision that contains 88 a selection of "None", such provision means that "None" applies. 89 The abbreviation "MEC" (mutual execution of this Contract) means the date upon which both parties have signed this Contract. 90 4. PURCHASE PRICE AND TERMS. 91 4.1. Price and Terms. The Purchase Price set forth below is payable in U.S. Dollars by Buyer as follows: Item No. Reference Item Amount Amount 1 § 4.1 Purchase Price $ 4,113,134.00 2 § 4.3 Earnest Money $ 50, 000.00 3 § 4.5 New Loan $ N/A 4 § 4.6 $ N/A Assumption Balance 5 § 4.7 Private Financing $ N/A 6 § 4.7 Seller Financing $ N/A 7 N/A N/A N/A N/A 8 N/A N/A N/A N/A 9 § 4.4 Cash at Closing $ 4, 063, 134.00 10 TOTAL $ 4,113,134„0G$ 4,113,134.00 92 4.2. Seller Concession. At Closing, Seller will credit to Buyer $ N/A (Seller Concession). The Seller 93 Concession may be used for any Buyer fee, cost, charge or expenditure to the extent the amount is allowed by the Buyer's lender 94 and is included in the Closing Statement or Closing Disclosure at Closing. Examples of allowable items to be paid for by the Seller 95 Concession include, but are not limited to: Buyer's closing costs, loan discount points, loan origination fees, prepaid items and any 96 other fee, cost, charge, expense or expenditure. Seller Concession is in addition to any sum Seller has agreed to pay or credit Buyer 97 elsewhere in this Contract. 98 43. Earnest Money. The Earnest Money set forth in this Section, in the form of a Buyers Business Check or Wire, will be 99 payable to and held by Sellers Selected Ti t i e Company (Earnest Money Holder), in its trust account, on behalf of 100 both Seller and Buyer. The Earnest Money deposit must be tendered, by Buyer, with this Contract unless the parties mutually agree 101 to an Alternative Earnest Money Deadline for its payment. The parties authorize delivery of the Earnest Money deposit to the 102 company conducting the Closing (Closing Company), if any, at or before Closing. In the event Earnest Money Holder has agreed to 103 have interest on Earnest Money deposits transferred to a fund established for the purpose of providing affordable housing to Colorado 104 residents, Seller and Buyer acknowledge and agree that any interest accruing on the Earnest Money deposited with the Earnest 105 Money Holder in this transaction will be transferred to such fund. 106 4.3.1. Alternative Earnest Money Deadline. The deadline for delivering the Earnest Money, if other than at the 107 time of tender of this Contract, is as set forth as the Alternative Earnest Money Deadline. 108 4.3.2. Return of Earnest Money. If Buyer has a Right to Terminate and timely terminates, Buyer is entitled to the 109 return of Earnest Money as provided in this Contract. If this Contract is terminated as set forth in § 25 and, except as provided in 110 § 24 (Earnest Money Dispute), if the Earnest Money has not already been returned following receipt of a Notice to Terminate, Seller DS CBS4-5-19. CONT tCT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 4 of 19 Buyer initials \' Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 111 agrees to execute and return to Buyer or Broker working with Buyer, written mutual instructions (e.g., Earnest Money Release foiin), 112 within three days of Seller's receipt of such form. 113 4.4. Form of Funds; Time of Payment; Available Funds. 114 4.4.1. Good Funds. All amounts payable by the parties at Closing, including any loan proceeds, Cash at Closing 115 and closing costs, must be in funds that comply with all applicable Colorado laws, including electronic transfer funds, certified 116 check, savings and loan teller's c±ieck and cashier's check (Good Funds). 117 4.4.2. Time of Payment; Available Funds. All funds, including the Purchase Price to be paid by Buyer, must be 118 paid before or at Closing or as otherwise agreed in writing between the parties to allow disbursement by Closing Company at Closing 119 OR SUCH NONPAYING PARTY WILL BE IN DEFAULT. Buyer represents that Buyer, as of the date of this Contract, X Does 120 Does Not have funds that are - mmediately verifiable and available in an amount not less than the amount stated as Cash at Closing 121 122 in § 4.1 4.5. New Loan. OMITTED AS INAPPLICABLE. 133 4.6. Assumption. OMI T TD AS INAPPLICABLF. CABL F . 146 4.7. Seller or Private Financing. OMI T T _ F'D AS I NAPPL I CA _ RL _ F . 163 TRANSACTION PROVISIONS 164 5. FINANCING CONDITIONS AND OBLIGATIONS. 165 5.1. New Loan Application. If Buyer is to pay all or part of the Purchase Price by obtaining one or more new loans (New 166 Loan), or if an existing loan is not to he released at Closing, Buyer, if required by such lender, must make an application verifiable 167 by such lender, on or before New Loan Application Deadline and exercise reasonable efforts to obtain such loan or approval. 168 5.2. New Loan Review. If Buyer is to pay all or part of the Purchase Price with a New Loan, this Contract is conditional 169 upon Buyer determining, in Buyer's sole subjective discretion, whether the New Loan is satisfactory to Buyer, including its 170 availability, payments, interest rate, terms, conditions and cost. This condition is for the sole benefit of Buyer. Buyer has the Right 171 to Teiininate under § 25.1, on or before New Loan Termination Deadline, if the New Loan is not satisfactory to Buyer, in Buyer's 172 sole subjective discretion. Buyer does not have a Right to Terminate based on the New Loan if the objection is based on the Appraised 173 Value (defined below) or the Lender Requirements (defined below). IF SELLER IS NOT IN DEFAULT AND DOES NOT 174 TIMELY RECEIVE BUYER'S WRITTEN NOTICE TO TERMINATE, BUYER'S EARNEST MONEY WILL BE 175 NONREFUNDABLE, except as othe:wise provided in this Contract (e.g., Appraisal, Title, Survey). 176 5.3. Credit Information. If an existing loan is not to be released at Closing, this Contract is conditional (for the sole benefit 177 of Seller) upon Seller's approval of Buyer's financial ability and creditworthiness, which approval will be in Seller's sole subjective 178 discretion. Accordingly: (1) Buyer must supply to Seller by Buyer's Credit Information Deadline, at Buyer's expense, information 179 and documents (including a current credit report) concerning Buyer's financial, employment and credit condition; (2) Buyer consents 180 that Seller may verify Buyer's financial ability and creditworthiness; and (3) any such information and documents received by Seller 181 must be held by Seller in confidence and not released to others except to protect Seller's interest in this transaction. If the Cash at 182 Closing is less than as set forth in § 4.1 of this Contract, Seller has the Right to Terminate under § 25.1, on or before Closing. If 183 Seller disapproves of Buyer's financial ability or creditworthiness, in Seller's sole subjective discretion, Seller has the Right to 184 Terminate under § 25.1, on or before Disapproval of Buyer's Credit Information Deadline. 185 5.4. Existing Loan Review. If an existing loan is not to be released at Closing, Seller must deliver copies of the loan 186 documents (including note, deed of trust and any modifications) to Buyer by Existing Loan Deadline. For the sole benefit of Buyer, 187 this Contract is conditional upon Buyer's review and approval of the provisions of such loan documents. Buyer has the Right to 188 Terminate under § 25.1, on or before Existing Loan Termination Deadline, based on any unsatisfactory provision of such loan 189 documents, in Buyer's sole subjective discretion. If the lender's approval of a transfer of the Property is required, this Contract is 190 conditional upon Buyer obtaining such approval without change in the terms of such loan, except as set forth in § 4.6. If lender's 191 approval is not obtained by Loan Transfer Approval Deadline, this Contract will terminate on such deadline. Seller has the Right 192 to Terminate under § 25.1, on or before Closing, in Seller's sole subjective discretion, if Seller is to be released from liability under 193 such existing loan and Buyer does not Dbtain such compliance as set forth in § 4.6. 194 6. APPRAISAL PROVISIONS. 195 6.1. Appraisal Definition. An "Appraisal" is an opinion of value prepared by a licensed or certified appraiser, engaged on 196 behalf of Buyer or Buyer's lender, to dhteiniine the Property's market value (Appraised Value). The Appraisal may also set forth 197 certain lender requirements, replacements, removals or repairs necessary on or to the Property as a condition for the Property to be 198 valued at the Appraised Value. DS CBS4-5-19. CONr RAC,It.A91 TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 5 of 19 Buyer initials Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 199 6.2. Appraisal Condition. The applicable appraisal provision set forth below applies to the respective loan type set forth 200 in § 4.5.3, or if a cash transaction (i.e. no financing), § 6.2.1 applies. 201 6.2.1. Conventional/Other. Buyer has the right to obtain an Appraisal. If the Appraised Value is less than the 202 Purchase Price, or if the Appraisal is not received by Buyer on or before Appraisal Deadline Buyer may, on or before Appraisal 203 bjection Deadline, notwithstanding § 8.3 or § 13: 204 6.2.1.1. Notice to Terminate. Notify Seller in writing, pursuant to § 25.1, that this Contract is terminated; 205 or 206 6.2.1.2. Appraisal Objection. Deliver to Seller a written objection accompanied by either a copy of the 207 Appraisal or written notice from lender that confirms the Appraised Value is less than the Purchase Price (Lender Verification). 208 6.2.1.3. Appraisal Resolution. If an Appraisal Objection is received by Seller, on or before Appraisal 209 Objection Deadline and if Buyer and Seller have not agreed in writing to a settlement thereof on or before Appraisal Resolution 210 Deadline, this Contract will terminate on the Appraisal Resolution Deadline, unless Seller receives Buyer's written withdrawal of 211 the Appraisal Objection before such termination, i.e., on or before expiration of Appraisal Resolution Deadline. 212 6.3. Lender Property Requirements. If the lender imposes any written requirements, replacements, removals or repairs, 213 including any specified in the Appraisal (Lender Requirements) to be made to the Property (e.g., roof repair, repainting), beyond 214 those matters already agreed to by Seller in this Contract, this Contract terminates on the earlier of three days following Seller's 215 receipt of the Lender Requirements, or Closing, unless prior to termination: (1) the parties enter into a written agreement to satisfy 216 the Lender requirements; (2) the Lender Requirements have been completed; or (3) the satisfaction of the Lender Requirements is 217 waived in writing by Buyer. 218 6.4. Cost of Appraisal. Cost of the Appraisal to be obtained after the date of this Contract must be timely paid by Buyer 219 Seller. The cost of the Appraisal may include any and all fees paid to the appraiser, appraisal management company, lender's 220 agent or all three. 221 7. OWNERS' ASSOCIATION. 'Phis Section is applicable if the Property is located within a Common Interest Community and 222 subject to the declaration (Association). 223 7.1. Common Interest Community Disclosure. THE PROPERTY IS LOCATED WITHIN A COMMON 224 INTEREST COMMUNITY AND IS SUBJECT TO THE DECLARATION FOR THE COMMUNITY. THE OWNER OF 225 THE PROPERTY WILL BE REQUIRED TO BE A MEMBER OF THE OWNERS' ASSOCIATION FOR THE 226 COMMUNITY AND WILL BE SUBJECT TO THE BYLAWS AND RULES AND REGULATIONS OF THE 227 ASSOCIATION. THE DECLARATION, BYLAWS AND RULES AND REGULATIONS WILL IMPOSE FINANCIAL 228 OBLIGATIONS UPON THE OWNER OF THE PROPERTY, INCLUDING AN OBLIGATION TO PAY ASSESSMENTS 229 OF THE ASSOCIATION. IF THE OWNER DOES NOT PAY THESE ASSESSMENTS, THE ASSOCIATION COULD 230 PLACE A LIEN ON THE PROPERTY AND POSSIBLY SELL IT TO PAY THE DEBT. THE DECLARATION, BYLAWS 231 AND RULES AND REGULATIONS OF THE COMMUNITY MAY PROHIBIT THE OWNER FROM MAKING 232 CHANGES TO THE PROPERTY WITHOUT AN ARCHITECTURAL REVIEW BY THE ASSOCIATION (OR A 233 COMMITTEE OF THE ASSOCIATION) AND THE APPROVAL OF THE ASSOCIATION. PURCHASERS OF 234 PROPERTY WITHIN THE COMMON INTEREST COMMUNITY SHOULD INVESTIGATE THE FINANCIAL 235 OBLIGATIONS OF MEMBERS OF THE ASSOCIATION. PURCHASERS SHOULD CAREFULLY READ THE 236 DECLARATION FOR THE COMMUNITY AND THE BYLAWS AND RULES AND REGULATIONS OF THE 237 ASSOCIATION. 238 7.2. Association Documents to Buyer. Seller is obligated to provide to Buyer the Association Documents (defined below), 239 at Seller's expense, on or before Association Documents Deadline. Seller authorizes the Association to provide the Association 240 Documents to Buyer, at Seller's expense. Seller's obligation to provide the Association Documents is fulfilled upon Buyer's receipt 241 of the Association Documents, regardless of who provides such documents. 242 7.3. Association Documents. Association documents (Association Documents) consist of the following: 243 7.3.1. All Association declarations, articles of incorporation, bylaws, articles of organization, operating agreements, 244 rules and regulations, party wall agreements and the Association's responsible governance policies adopted under § 38-33.3-209.5, 245 C.R.S.; 246 7.3.2. Minutes of: (1) the annual owners' or members' meeting and (2) any executive boards' or managers' meetings; 247 such minutes include those provided under the most current annual disclosure required under § 38-33.3-209.4, C.R.S. (Annual 248 Disclosure) and minutes of meetings, if any, subsequent to the minutes disclosed in the Annual Disclosure. If none of the preceding 249 minutes exist, then the most recent minutes, if any (§§ 7.3.1 and 7.3.2, collectively, Governing Documents); and 250 7.3.3. List of all Association insurance policies as provided in the Association's last Annual Disclosure, including, 251 but not limited to, property, general liability, association director and officer professional liability and fidelity policies. The list must 252 include the company names, policy limits, policy deductibles, additional named insureds and expiration dates of the policies listed 253 (Association Insurance Documents); DS CBS4-5-19. C NyeCT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 6 of 19 Buyer initials Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9-5 B21O5018EAA 254 7.3.4. A list by unit type of the Association's assessments, including both regular and special assessments as 255 disclosed in the Association's last Annual Disclosure; 256 7.3.5. The Association's most recent financial documents which consist of: (1) the Association's operating budget 257 for the current fiscal year, (2) the Association's most recent annual financial statements, including any amounts held in reserve for 258 the fiscal year immediately preceding the Association's last Annual Disclosure, (3) the results of the Association's most recent 259 available financial audit or review, (4; list of the fees and charges (regardless of name of title of such fees or charges) that the 260 Association's community association manager or Association will charge in connection with the Closing including, but not limited 261 to, any fee incident to the issuance of the Association's statement of assessments (Status Letter), any rush or update fee charged for 262 the Status Letter, any record charge fee or ownership record transfer fees (Record Change Fee), fees to access documents, (5) list of 263 all assessments required to be paid in advance, reserves or working capital due at Closing and (6) reserve study, if any (§§ 7.3.4 and 264 7.3.5, collectively, Financial Documents); 265 7.3.6. Any written notice from the Association to Seller of a "construction defect action" under § 38-33.3-303.5, 266 C.R.S. within the past six months and the result of whether the Association approved or disapproved such action (Construction 267 Defect Documents). Nothing in this Section limits the Seller's obligation to disclose adverse material facts as required under § 10.2 268 (Disclosure of Adverse Material Facts; Subsequent Disclosure; Present Condition) including any problems or defects in the common 269 elements or limited common elements of the Association property. 270 7.4. Conditional on Buyer's Review. Buyer has the right to review the Association Documents. Buyer has the Right to 271 Terminate under § 25.1, on or before Association Documents Termination Deadline, based on any unsatisfactory provision in any 272 of the Association Documents, in Buyer's sole subjective discretion. Should Buyer receive the Association Documents after 273 Association Documents Deadline, Buyer, at Buyer's option, has the Right to Terminate under § 25.1 by Buyer's Notice to 274 Terminate received by Seller on or before ten days after Buyer's receipt of the Association Documents. If Buyer does not receive 275 the Association Documents, or if Buyer's Notice to Terminate would otherwise be required to be received by Seller after Closing 276 Date, Buyer's Notice to Terminate must be received by Seller on or before Closing. If Seller does not receive Buyer's Notice to 277 Terminate within such time, Buyer accepts the provisions of the Association Documents as satisfactory and Buyer waives any Right 278 to Terminate under this provision, notwithstanding the provisions of § 8.6 (Right of First Refusal or Contract Approval). 279 8. TITLE INSURANCE, RECORD TITLE AND OFF -RECORD TITLE. 280 8.1. Evidence of Record Title. 281 X 8.1.1. Seller Selects Title Insurance Company. If this box is checked, Seller will select the title insurance company 282 to furnish the owner's title insurance policy at Seller's expense. On or before Record Title Deadline, Seller must furnish to Buyer, 283 a current commitment for an owner's title insurance policy (Title Commitment), in an amount equal to the Purchase Price, or if this 284 box is checked, an Abstract of Title certified to a current date. Seller will cause the title insurance policy to be issued and 285 delivered to Buyer as soon as practicable at or after Closing. 286 8.1.2. Buyer Selects Title Insurance Company . If this box is checked, Buyer will select the title insurance company 287 to furnish the owner's title insurance policy at Buyer's expense. On or before Record Title Deadline, Buyer must furnish to Seller, a 288 current commitment for owner's title insurance policy (Title Commitment), in an amount equal to the Purchase Price. 289 If neither box in § 8.1.1 or § 8.1.2 is checked, § 8.1.1 applies. 290 8.1.3. Owner's Extended Coverage (OEC). The Title Commitment X Will Will Not contain Owner's 291 Extended Coverage (OEC). If the Title Commitment is to contain OEC, it will commit to delete or insure over the standard 292 exceptions which relate to: (1) parties in possession, (2) unrecorded easements, (3) survey matters, (4) unrecorded mechanics' liens, 293 (5) gap period (period between the effective date and time of commitment to the date and time the deed is recorded) and (6) unpaid 294 taxes, assessments and unredeemed tax sales prior to the year of Closing. Any additional premium expense to obtain OEC will be 295 paid by X Buyer Seller One -Half by Buyer and One -Half by Seller Other N/A . 296 Regardless of whether the Contrast requires OEC, the Title Insurance Commitment may not provide OEC or delete or insure over 297 any or all of the standard exceptions far OEC. The Title Insurance Company may require a New Survey or New ILC, defined below, 298 among other requirements for OEC. If the Title Insurance Commitment is not satisfactory to Buyer, Buyer has a right to object under 299 § 8.5 (Right to Object to Title, Resolution). 300 8.1.4. Title Documents. Title Documents consist of the following: (1) copies of any plats, declarations, covenants, 301 conditions and restrictions burdening the Property and (2) copies of any other documents (or, if illegible, summaries of such 302 documents) listed in the schedule of exceptions (Exceptions) in the Title Commitment furnished to Buyer (collectively, Title 303 Documents). 304 8.1.5. Copies of Title Documents. Buyer must receive, on or before Record Title Deadline, copies of all Title 305 Documents. This requirement pertains only to documents as shown of record in the office of the clerk and recorder in the county 306 where the Property is located. The cos: of furnishing copies of the documents required in this Section will be at the expense of the 307 party or parties obligated to pay for the owner's title insurance policy. 308 8.1.6. Existing Abstracts of Title. Seller must deliver to Buyer copies of any abstracts of title covering all or any 309 portion of the Property (Abstract of Title) in Seller's possession on or before Record Title Deadline. �--DS CBS4-5-19. CO MTI .4cT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 7 of 19 .11 Buyer initials Seller initials DocuSign Envelope ID: 6F878204-105A-4B35-82A9-5B21O5018EAA 310 311 312 313 314 315 316 317 318 319 320 321 322 323 324 325 326 327 328 329 330 331 332 333 334 335 336 337 338 339 340 341 342 343 344 345 346 347 348 349 350 351 352 353 354 355 356 357 358 359 360 361 362 363 364 365 8020 " ecord Title. Buyer has the right to review and object to the Abstract of Title or Title Commitment and any of the Title Documents as set forth in § 8.5 (Right to Object to Title, Resolution) on or before Record Title Objection Deadline. Buyer's objection may be based on any unsatisfactory foi in or content of Title Commitment or Abstract of Title, notwithstanding § 13, or any other unsatisfactory title condition, in Buyer's sole subjective discretion. If the Abstract of Title, Title Commitment or Title Documents are not received by Buyer on or before the Record Title Deadline, or if there is an endorsement to the Title Commitment that adds a new Exception to title, a copy of the new Exception to title and the modified Title Commitment will be delivered to Buyer. Buyer has until the earlier of Closing or ten days after receipt of such documents by Buyer to review and object to: (1) any required Title Document not timely received by Buyer, (2) any change to the Abstract of Title, Title Commitment or Title Documents, or (3) any endorsement to the Title Commitment. If Seller receives Buyer's Notice to Terminate or Notice of Title Objection, pursuant to this § 8.2 (Record Title), any title objection by Buyer is governed by the provisions set forth in § 8.5 (Right to Object to Title, Resolution). If Seller has fulfilled all Seller's obligations, if any, to deliver to Buyer all documents required by § 8.1 (Evidence of Record Title) and Seller does not receive Buyer's Notice to Terminate or Notice of Title Objectionby the applicable deadline specified above, Buyer accepts the condition of title as disclosed by the Abstract of Title, Title Commitment and Title Documents as satisfactory. 8.3. f -Record Title. Seller must deliver to Buyer, on or before Oil Record Title Deadline, true copies of all existing surveys in Seller's possession pertaining to the Property and must disclose to Buyer all easements, liens (including, without limitation, governmental improvements approved, but not yet installed) or other title matters (including, without limitation, rights of first refusal and options) not shown by public records, of which Seller has actual knowledge (Off -Record Matters). This Section excludes any New ILC or New Survey governed under § 9 (New ILC, New Survey). Buyer has the right to inspect the Property to investigate if any third party has any right in the Property not shown by public records (e.g., unrecorded easement, boundary line discrepancy or water rights). Buyer's Notice to Terminate or Notice of Title Objection of any unsatisfactory condition (whether disclosed by Seller or revealed by such inspection, notwithstanding § 8.2 (Record Title) and § 13 (Transfer of Title)), in Buyer's sole subjective discretion, must be received by Seller on or before Ofd Record Title Objection Deadline. If an Off -Record Matter is received by Buyer after the Off -Record Title Deadline, Buyer has until the earlier of Closing or ten days after receipt by Buyer to review and object to such Off -Record Matter. If Seller receives Buyer's Notice to Terminate or Notice of Title Objection pursuant to this § 8.3 (Off -Record Title), any title objection by Buyer is governed by the provisions set forth in § 8.5 (Right to Object to Title, Resolution). If Seller does not receive Buyer's Notice to Terminate or Notice of Title Objection by the applicable deadline specified above, Buyer accepts title subject to such Off -Record Matters and rights, if any, of third parties not shown by public records of which Buyer has actual knowledge. 8.4. Special Taxing Districts. SPECIAL TAXING DISTRICTS MAY BE SUBJECT TI GENERAL OBLIGATION INDEBTEDNESS THAT IS PAID TN REVENUES PRODUCED FROM ANNUAL TAX LEVIES ON THE TAXABLE PROPERTY WITHIN SUCH DISTRICTS. PROPERTY OWNERS IN SUCH DISTRICTS MAY BE PLACED AT RISK FOR INCREASED MILL LEVIES AND TAX TO SUPPORT THE SERVICING OF SUCH DEBT WHERE CIRCUMSTANCES ARISE RESULTING IN THE INABILITY OF SUCH A DISTRICT TO iyISCHARGE SUCH INDEBTEDN _ '.SS WITHOUT SUCH AN INCREASE IN MILL LEVIES.TYERS SHOULD INVESTIGATE THE SPECIAL TAXING ISTRICTS IN WHICH THE PROPERTY IS ,OCATED BY CONTACTING THE C UNTY TREASURER, BY ' EVIEWING THE CERTIFICAr _ 'E OF TAXES SUE FOR THE PROPERTY, ERTY, AND 3Y O$'IIAINICNG FURTHE INF;• RMATION FROM THE l: OA 3'AD F C UNTY CMIMISSIIONERS, THE COUNTY CLERK AND RECORDER 4 OR THE COUNTY ASSESSO A tax certificate from the respective county treasurer listing any special taxing districts that effect the Property (Tax Certificate) must be delivered to Buyer on or before Record Title De,. dine. If the Property is located within a special taxing district and such inclusion is unsatisfactory to Buyer, in Buyer's sole subjective discretion, Buyer may object, on or before Record Title bjection Deadline. If the Tax Certificate shows that the Property is included in a special taxing district and is received by Buyer after the Record Title Deadline, Buyer has until the earlier of Closing or ten days after receipt by Buyer to review and object to the Property's inclusion in a special taxing district as unsatisfactory to Buyer. 8.5. Right to bject to Title, Resolution. Buyer's right to object, in Buyer's sole subjective discretion, to any title matters includes those matters set forth in § 8.2 (Record Title), § 8.3 (Off -Record Title), § 8.4 (Special Taxing District) and § 13 (Transfer of Title). If Buyer objects to any title matter, on or before the applicable deadline, Buyer has the following options: 8.5.1 Title Objection, Resolution. If Seller receives Buyer's written notice objecting to any title matter (Notice of Title Objection) on or before the applicable deadline and if Buyer and Seller have not agreed to a written settlement thereof on or before Title Resolution * eadline, this Contract will teilninate on the expiration of Title Resolution Deadline, unless Seller receives Buyer's written withdrawal of Buyer's Notice of Title Objection (i.e., Buyer's written notice to waive objection to such items and waives the Right to Terminate for that reason), on or before expiration of Title Resolution Deadline. If either the Record Title Deadline or the Off -Record Title Deadline, or both, are extended pursuant to § 8.2 (Record Title), § 8.3 (Off -Record Title) or § 8.4 (Special Taxing Districts), the Title Resolution Deadline also will be automatically extended to the earlier of Closing or fifteen days after Buyer's receipt of the applicable documents; or DS CBS4-5-19. CONTTt-CT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 8 of 19 Buyer initials seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 366 8.5.2. Title Objection, Right to Terminate. Buyer may exercise the Right to Terminate under § 25.1, on or before 367 the applicable deadline, based on any title matter unsatisfactory to Buyer, in Buyer's sole subjective discretion. 368 8.6. Right of First Refusal or Contract Approval. If there is a right of first refusal on the Property, or a right to approve 369 this Contract, Seller must promptly submit this Contract according to the terms and conditions of such right. If the holder of the right 370 of first refusal exercises such right or :he holder of a right to approve disapproves this Contract, this Contract will terminate. If the 371 right of first refusal is waived explicitly or expires, or the Contract is approved, this Contract will remain in full force and effect. 372 Seller must promptly notify Buyer in writing of the foregoing. If expiration or waiver of the right of first refusal or approval of this 373 Contract has not occurred on or before Right of First Refusal Deadline, this Contract will then terminate. 374 8.7. Title Advisory. The Title Documents affect the title, ownership and use of the Property and should be reviewed 375 carefully. Additionally, other matters not reflected in the Title Documents may affect the title, ownership and use of the Property, 376 including, without limitation, boundary lines and encroachments, set -back requirements, area, zoning, building code violations, 377 unrecorded easements and claims of easements, leases and other unrecorded agreements, water on or under the Property and various 378 laws and governmental regulations concerning land use, development and environmental matters. 379 8.7.1. OIL, GAS, WATER AND MINERAL DISCLOSURE. THE SURFACE ESTATE OF THE 380 PROPERTY MAY BE OWl\ ED SEPARATELY FROM THE UNDERLYING MINERAL ESTATE AND TRANSFER 381 OF THE SURFACE ESTATE MAY NOT NECESSARILY INCLUDE TRANSFER OF THE MINERAL ESTATE OR WATER 382 RIGHTS. THIRD PARTIES MAY OWN OR LEASE INTERESTS IN OIL, GAS, OTHER MINERALS, GEOTHERMAL 383 ENERGY OR WATER ON OR UNDER THE SURFACE OF THE PROPERTY, WHICH INTERESTS MAY GIVE THEM 384 RIGHTS TO ENTER AND USE THE SURFACE OF THE PROPERTY TO ACCESS THE MINERAL ESTATE, OIL, 385 GAS OR WATER. 386 8.7.2. SURFACE USE AGREEMENT. THE USE OF THE SURFACE ESTATE OF THE PROPERTY TO 387 ACCESS THE OIL, GAS OR MINERALS MAY BE GOVERNED BY A SURFACE USE AGREEMENT, A 388 MEMORANDUM OR OTHER NOTICE OF WHICH MAY BE RECORDED WITH THE COUNTY CLERK AND 389 RECORDER. 390 8.7.3. OIL AND GAS ACTIVITY. OIL AND GAS ACTIVITY THAT MAY OCCUR ON OR ADJACENT 391 TO THE PROPERTY MAY INCLUDE, BUT IS NOT LIMITED TO, SURVEYING, DRILLING, WELL COMPLETION 392 OPERATIONS, STORAGE, OIL AND GAS, OR PRODUCTION FACILITIES, PRODUCING WELLS, REWORKING 393 OF CURRENT WELLS AND GAS GATHERING AND PROCESSING FACILITIES. 394 8.7.4. ADDITIONAL INFORMATION. BUYER IS ENCOURAGED TO SEEK ADDITIONAL 395 INFORMATION REGARDING OIL AND GAS ACTIVITY ON OR ADJACENT TO THE PROPERTY, INCLUDING 396 DRILLING PERMIT APPLICATIONS. THIS INFORMATION MAY BE AVAILABLE FROM THE COLORADO OIL 397 AND GAS CONSERVATION COMMISSION. 398 8.7.5. Title Insurance Exclusions. Matters set forth in this Section and others, may be excepted, excluded from, or 399 not covered by the owner's title insurance policy. 400 8.8. Consult an Attorney. Buyer is advised to timely consult legal counsel with respect to all such matters as there are 401 strict time limits provided in this Contract (e.g., Record Title bjection Deadline and Off -Record Title Objection Deadline). 402 403 404 405 406 407 408 409 410 411 412 413 9. NEW ILC, NEW SURVEY. 9.1. New ILC or New Survey. If the box is checked, a: 1) New Improvement Location Certificate (New ILC); or, 2) X New Survey in the form of N/A ; is required and the following will apply: 9.1.1. Ordering of New ILC or New Survey. Seller X Buyer will order the New ILC or New Survey. The New ILC or New Survey may also be a previous ILC or survey that is in the above -required form, certified and updated as of a date after the date of this Contract. 9.1.2. Payment for New ILC or New Survey. The cost of the New ILC or New Survey will be paid, on or before Closing, by: Seller X Buyer or: N/A 9.1.3. Delivery of New ILC or New Survey. Buyer, Seller, the issuer of the Title Commitment (or the provider of the opinion of title if an Abstract of Title) and Buyer and Buyer's Attorney will receive a New ILC or New Survey on or before New 414 ILC or New Survey Deadline. 415 9.1.4. Certification of New ILC or New Survey. The New ILC or New Survey will be certified by the surveyor 416 to all those who are to receive the New ILC or New Survey. 417 9.2. Buyer's Right to Waive or Change New ILC or New Survey Selection. Buyer may select a New ILC or New 418 Survey different than initially specified in this Contract if there is no additional cost to Seller or change to the New ILC or New 419 Survey Objection Deadline. Buyer may, in Buyer's sole subjective discretion, waive a New ILC or New Survey if done prior to 420 Seller incurring any cost for the same. �-- DS CBS4-5-19. CO N1T tT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 9 of 19 Buyer initials ` Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 421 9.3. New ILC or New Survey Objection. Buyer has the right to review and object to the New ILC or New Survey. If the 422 New ILC or New Survey is not timely received by Buyer or is unsatisfactory to Buyer, in Buyer's sole subjective discretion, Buyer 423 may, on or before New ILC or New Survey Objection Deadline, notwithstanding § 8.3 or § 13: 424 9.3.1. Notice to Terminate. Notify Seller in writing, pursuant to § 25.1, that this Contract is terminated; or 425 9.3.2. New ILC or New Survey Objection. Deliver to Seller a written description of any matter that was to be 426 shown or is shown in the New ILC or New Survey that is unsatisfactory and that Buyer requires Seller to correct. 427 9.3.3. New ILC or New Survey Resolution. If a New ILC or New Survey Objection is received by Seller, on or 428 before New ILC or New Survey Objection Deadline and if Buyer and Seller have not agreed in writing to a settlement thereof on 429 or before New ILC or New Survey Resolution Deadline, this Contract will tei urinate on expiration of the New ILC or New 430 Survey Resolution Deadline, unless Seller receives Buyer's written withdrawal of the New ILC or New Survey Objection before 431 such termination, i.e., on or before expiration of New ILC or New Survey Resolution Deadline. 432 DISCLOSURE, INSPECTION AND DUE DILIGENCE 433 10. PROPERTY DISCLOSURE, INSPECTION, INDEMNITY, INSURABILITY, DUE DILIGENCE AND SOURCE OF 434 WATER. 435 10.1. Seller's Property Disclosure. On or before Seller's Property Disclosure Deadline, Seller agrees to deliver to Buyer 436 the most current version of the applicable Colorado Real Estate Commission's Seller's Property Disclosure form completed by Seller 437 to Seller's actual knowledge and current as of the date of this Contract. 438 10.2. Disclosure of Adverse Material Facts; Subsequent Disclosure; Present Condition. Seller must disclose to Buyer 439 any adverse material facts actually known by Seller as of the date of this Contract. Seller agrees that disclosure of adverse material 440 facts will be in writing. In the event Seller discovers an adverse material fact after the date of this Contract, Seller must timely 441 disclose such adverse fact to Buyer. Buyer has the Right to Terminate based on the Seller's new disclosure on the earlier of Closing 442 or five days after Buyer's receipt of the new disclosure. Except as otherwise provided in this Contract, Buyer acknowledges that 443 Seller is conveying the Property to Buyer in an "As Is" condition, "Where Is" and "With All Faults." 444 10.3. Inspection. Unless otherwise provided in this Contract, Buyer, acting in good faith, has the right to have inspections 445 (by one or more third parties, personally or both) of the Property and Inclusions (Inspection), at Buyer's expense. If (1) the physical 446 condition of the Property, including, but not limited to, the roof, walls, structural integrity of the Property, the electrical, plumbing, 447 HVAC and other mechanical systems of the Property, (2) the physical condition of the Inclusions, (3) service to the Property 448 (including utilities and communication services), systems and components of the Property (e.g., heating and plumbing), (4) any 449 proposed or existing transportation project, road, street or highway, or (5) any other activity, odor or noise (whether on or off the 450 Property) and its effect or expected effect on the Property or its occupants is unsatisfactory, in Buyer's sole subjective discretion, 451 Buyer may: 452 10.3.1. Inspection Objection. On or before the Inspection Objection Deadline, deliver to Seller a written 453 description of any unsatisfactory condition that Buyer requires Seller to correct; or 454 10.3.2. Terminate. On or before the Inspection Termination Deadline, notify Seller in writing, pursuant to § 25.1, 455 that this Contract is terminated due to any unsatisfactory condition. Inspection Termination Deadline will be on the earlier of 456 Inspection Resolution Deadline or the date specified in § 3.1 for Inspection Termination Deadline. 457 10.3.3. Inspection Resolution. If an Inspection Objection is received by Seller, on or before Inspection Objection 458 Deadline and if Buyer and Seller have not agreed in writing to a settlement thereof on or before Inspection Resolution Deadline, 459 this Contract will terminate on Inspection Resolution Deadline unless Seller receives Buyer's written withdrawal of the Inspection 460 Objection before such termination, i.e., on or before expiration of Inspection Resolution Deadline. 461 10.4. Damage, Liens and Indemnity. Buyer, except as otherwise provided in this Contract or other written agreement 462 between the parties, is responsible for payment for all inspections, tests, surveys, engineering reports, or other reports performed at 463 Buyer's request (Work) and must pay for any damage that occurs to the Property and Inclusions as a result of such Work. Buyer 464 must not permit claims or liens of any kind against the Property for Work performed on the Property. Buyer agrees to indemnify, 465 protect and hold Seller harmless from and against any liability, damage, cost or expense incurred by Seller and caused by any such 466 Work, claim, or lien. This indemnity includes Seller's right to recover all costs and expenses incurred by Seller to defend against 467 any such liability, damage, cost or expense, or to enforce this Section, including Seller's reasonable attorney fees, legal fees and 468 expenses. The provisions of this Section survive the termination of this Contract. This § 10.4 does not apply to items perfoiined 469 pursuant to an Inspection Resolution. 470 10.5. Insurability. Buyer has the right to review and object to the availability, terms and conditions of and premium for 471 property insurance (Property Insurance). Buyer has the Right to Terminate under § 25.1, on or before Property Insurance 472 Termination Deadline, based on any unsatisfactory provision of the Property Insurance, in Buyer's sole subjective discretion. 473 10.6. Due Diligence. 474 10.6.1. Due Diligence Documents. If the respective box is checked, Seller agrees to deliver copies of the following 475 documents and information pertaining to the Property (Due Diligence Documents) to Buyer on or before Due Diligence Documents �--- DS CBS4-5-19. COI\ TRit TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 10 of 19 Buyer initials Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 476 477 478 479 480 481 482 483 484 485 486 487 488 489 490 491 492 493 494 495 496 497 498 499 500 501 502 503 504 Delivery Deadline: 10.6.1.1. All contracts relating to the operation, maintenance and management of the Property; 10.6.1.2. Property tax bills for the last N/A years; 10.6.1.3. As -built construction plans to the Property and the tenant improvements, including architectural, electrical, mechanical and structural systems; engineering reports; and permanent Certificates of Occupancy, to the extent now available; X X X 10.6.1.4. A list of all Inclusions to be conveyed to Buyer; 10.6.1.5. Operating statements for the past N/A years; 10.6.1.6. A rent roll accurate and correct to the date of this Contract; 10.6.1.7. All current leases, including any amendments or other occupancy agreements, pertaining to the Property. Those leases or other occupancy agreements pertaining to the Property that survive Closing are as follows (Leases): Leases, if any, shall be provided to Buyer at Due Diligence Documents Deadline. X 10.6.1.8. A schedule of any tenant improvement work Seller is obligated to complete but has not yet completed and capital improvement work either scheduled or in process on the date of this Contract; All insurance policies pertaining to the Property and copies of any claims which have been made 10.6.1.9. for the past N/A years; 10.6.1.10. earlier under § 8.3); 10.6.1.11. Any and all existing documentation and reports regarding Phase I and II environmental reports, letters, test results, advisories and sim_lar documents respective to the existence or nonexistence of asbestos, PCB transformers, or other toxic, hazardous or contaminated substances and/or underground storage tanks and/or radon gas. If no reports are in Seller's possession or known to Seller, Seller warrants that no such reports are in Seller's possession or known to Seller; 10.6.1.12. Any Americans with Disabilities Act reports, studies or surveys concerning the compliance of the Property with said Act; 10.6.1.13. All permits, licenses and other building or use authorizations issued by any governmental authority with jurisdiction over the Property and written notice of any violation of any such permits, licenses or use authorizations, if any; and x x x X x Soils reports, surveys and engineering reports or data pertaining to the Property (if not delivered 10.6.1.14. Other documents and information: Any docu; len t s in Seller's possession that are pertinent to the property 505 506 10.6.2. Due Diligence Documents Review and Objection. Buyer has the right to review and object to Due Diligence 507 Documents. If the Due Diligence Documents are not supplied to Buyer or are unsatisfactory, in Buyer's sole subjective discretion, 508 Buyer may, on or before Due Diligence Documents Objection Deadline: 509 10.6.2.1. Notice to Terminate. Notify Seller in writing, pursuant to § 25.1, that this Contract is terminated; 510 or 511 10.6.2.2. Due Diligence Documents Objection. Deliver to Seller a written description of any 512 unsatisfactory Due Diligence Documents that Buyer requires Seller to correct. 513 10.6.2.3. Due Diligence Documents Resolution. If a Due Diligence Documents Objection is received by 514 Seller, on or before Due Diligence Documents Objection Deadline and if Buyer and Seller have not agreed in writing to a settlement 515 thereof on or before Due Diligence Documents Resolution Deadline, this Contract will terminate on Due Diligence Documents 516 Resolution Deadline unless Seller receives Buyer's written withdrawal of the Due Diligence Documents Objection before such 517 termination, i.e., on or before expiration of Due Diligence Documents Resolution Deadline. 518 10.6.3. Zoning. Buyer has the Right to Terminate under § 25.1, on or before Due Diligence Documents Objection 519 Deadline, based on any unsatisfactory zoning and any use restrictions imposed by any governmental agency with jurisdiction over 520 the Property, in Buyer's sole subjective discretion. 521 10.6.4. Due Diligence — Environmental, ADA. Buyer has the right to obtain environmental inspections of the 522 Property including Phase I and Phase II Environmental Site Assessments, as applicable. Seller X Buyer will order or provide 523 X Phase I Environmental Site Assessment, Phase II Environmental Site Assessment (compliant with most current version 524 of the applicable ASTM E1527 standard practices for Environmental Site Assessments) and/or N/A, 525 at the expense of Seller X Buyer (Environmental Inspection). In addition, Buyer, at Buyer's expense, may also conduct an 526 evaluation whether the Property complies with the Americans with Disabilities Act (ADA Evaluation). All such inspections and 527 evaluations must be conducted at such times as are mutually agreeable to minimize the interruption of Seller's and any Seller's 528 tenants' business uses of the Property, _f any. 529 If Buyer's Phase I Environmental Site Assessment recommends a Phase II Environmental Site Assessment, the Environmental 530 Inspection Termination Deadline will be extended by 60 days (Extended Environmental Inspection 531 Termination Deadline) and if such Extended Environmental Inspection Termination Deadline extends beyond the Closing Date, the ( DS CBS4-5-19. CONT tCT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 • _ Buyer initials Page 11 of 19 Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 532 Closing Date will be extended a like period of time. In such event, Seller X Buyer must pay the cost for such Phase II 533 Environmental Site Assessment. 534 Notwithstanding Buyer's right to obtain additional environmental inspections of the Property in this § 10.6.4, Buyer has the 535 Right to Terminate under § 25.1, on or before Environmental Inspection Termination Deadline, or if applicable, the Extended 536 Environmental Inspection Termination Deadline, based on any unsatisfactory results of Environmental Inspection, in Buyer's sole 537 subjective discretion. 538 Buyer has the Right to Terminate under § 25.1, on or before ADA Evaluation Termination Deadline, based on any 539 unsatisfactory ADA Evaluation, in Buyer's sole subjective discretion. 540 10.7. Conditional Upon Sale of Property. This Contract is conditional upon the sale and closing of that certain property 541 owned by Buyer and commonly known as N/A. Buyer has the Right 542 to Tel urinate under § 25.1 effective upon Seller's receipt of Buyer's Notice to Terminate on or before Conditional Sale Deadline if 543 such property is not sold and closed by such deadline. This Section is for the sole benefit of Buyer. If Seller does not receive Buyer's 544 Notice to Terminate on or before Conditional Sale Deadline, Buyer waives any Right to Teilninate under this provision. 545 10.8. Source of Potable Water (Residential Land and Residential Improvements Only). Buyer Does X Does Not 546 acknowledge receipt of a copy of Seller's Property Disclosure or Source of Water Addendum disclosing the source of potable water for 547 the Property. There is No Well. Buyer Does X Does Not acknowledge receipt of a copy of the current well permit. 548 Note to Buyer: SOME WATER PROVIDERS RELY, TO VARYING DEGREES, ON NONRENEWABLE GROUND 549 WATER. YOU MAY WISH TO CONTACT YOUR PROVIDER (OR INVESTIGATE THE DESCRIBED SOURCE) TO 550 DETERMINE THE LONG-TERM SUFFICIENCY OF THE PROVIDER'S WATER SUPPLIES. 551 10.9. Existing Leases; Modification of Existing Leases; New Leases. Seller states that none of the Leases to be assigned 552 to the Buyer at the time of Closing contain any rent concessions, rent reductions or rent abatements except as disclosed in the Lease 553 or other writing received by Buyer. Seller will not amend, alter, modify, extend or cancel any of the Leases nor will Seller enter into 554 any new leases affecting the Property without the prior written consent of Buyer, which consent will not be unreasonably withheld 555 or delayed. 556 11. ESTOPPEL STATEMENTS. 557 11.1. Estoppel Statements Conditions. Buyer has the right to review and object to any Estoppel Statements. Seller must 558 request from all tenants of the Property and if received by Seller, deliver to Buyer on or before Estoppel Statements Deadline, 559 statements in a form and substance reasonably acceptable to Buyer, from each occupant or tenant at the Property (Estoppel Statement) 560 attached to a copy of the Lease stating: 561 11.1.1. The commencement date of the Lease and scheduled termination date of the Lease; 562 11.1.2. That said Lease is in full force and effect and that there have been no subsequent modifications or 563 amendments; 564 11.1.3. The amount of any advance rentals paid, rent concessions given and deposits paid to Seller; 565 11.1®4o The amount of monthly (or other applicable period) rental paid to Seller; 566 11.1.5. That there is no default under the terms of said Lease by landlord or occupant; and 567 11.1.6. That the Lease to which the Estoppel Statement is attached is a true, correct and complete copy of the Lease 568 demising the premises it describes. 569 11.2 Seller Estoppel Statement. In the event Seller does not receive from all tenants of the Property a completed signed 570 Estoppel Statement, Seller agrees to complete and execute an Estoppel Statement setting forth the information and documents 571 required § 11.1 above and deliver the same to Buyer on or before Estoppel Statements Deadline. 572 11.3. Estoppel Statements Termination. Buyer has the Right to Terminate under § 25.1, on or before Estoppel 573 Statements Termination Deadline, based on any unsatisfactory Estoppel Statement, in Buyer's sole subjective discretion, or if 574 Seller fails to deliver the Estoppel Statements on or before Estoppel Statements Deadline. Buyer also has the unilateral right to 575 waive any unsatisfactory Estoppel Statement. 576 CLOSING PROVISIONS 577 12. CLOSING DOCUMENTS, INSTRUCTIONS AND CLOSING. 578 12.1. Closing Documents and Closing Information. Seller and Buyer will cooperate with the Closing Company to enable 579 the Closing Company to prepare and deliver documents required for Closing to Buyer and Seller and their designees. If Buyer is 580 obtaining a loan to purchase the Property, Buyer acknowledges Buyer's lender is required to provide the Closing Company, in a 581 timely manner, all required loan documents and financial infoitiiation concerning Buyer's loan. Buyer and Seller will furnish any 582 additional infoiniation and documents required by Closing Company that will be necessary to complete this transaction. Buyer and 583 Seller will sign and complete all customary or reasonably -required documents at or before Closing. -DS CBS4-5-19. CONWT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Buyer initials Page 12 of 19 Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 584 12.2. Closing Instructions. Colorado Real Estate Commission's Closing Instructions Are X Are Not executed with 585 this Contract. 586 12.3. Closing. Delivery of deed from Seller to Buyer will be at closing (Closing). Closing will be on the date specified as 587 the Closing Date or by mutual agreement at an earlier date. The hour and place of Closing will be as designated by 588 Mutual agreement of Buyer, Seller and Title Company .. 589 12.4. Disclosure of Settlement Costs. Buyer and Seller acknowledge that costs, quality and extent of service vary between 590 different settlement service providers (e.g., attorneys, lenders, inspectors and title companies). 591 13. TRANSFER OF TITLE. Subject to Buyer's compliance with the teinis and provisions of this Contract, including the tender 592 of any payment due at Closing, Seller must execute and deliver the following good and sufficient deed to Buyer, at Closing: 593 X special warranty deed general warranty deed bargain and sale deed quit claim deed 1 personal representative's 594 deed N/A deed. Seller, provided another deed is not selected, must execute and deliver a good 595 and sufficient special warranty deed to Buyer, at Closing. 596 Unless otherwise specified in § 30 (Additional Provisions), if title will he conveyed using a special warranty deed or a general 597 warranty deed, title will be conveyed "subject to statutory exceptions" as defined in § 38-30-113(5)(a), C.R.S. 598 14. PAYMENT OF LIENS AND ENCUMBRANCES. Unless agreed to by Buyer in writing, any amounts owed on any liens 599 or encumbrances securing a monetary sum, including, but not limited to, any governmental liens for special improvements installed 600 as of the date of Buyer's signature hereon, whether assessed or not and previous years' taxes, will be paid at or before Closing by 601 Seller from the proceeds of this transaction or from any other source. 602 603 604 605 606 607 608 609 610 611 612 613 614 615 616 617 618 619 620 621 622 623 624 625 626 627 628 629 630 631 632 633 634 635 636 637 15. CLOSING COSTS, CLOSING FEE, ASSOCIATION FEES AND TAXES. 15.1. Closing Costs. Buyer and Seller must pay, in Good Funds, their respective closing costs and all other items required to be paid at Closing, except as otherwise provided herein. 15.2. Closing Services Fee. The fee for real estate closing services must be paid at Closing by Buyer Seller One -Half by Buyer and One -Half by Seller Other N/A . 15.3. Status Letter and Record Change Fees. At least fourteen days prior to Closing Date, Seller agrees to promptly request the Association to deliver to Euyer a current Status Letter. Any fees incident to the issuance of Association's Status Letter must be paid by None Buyer be paid by None Buyer 15.4. Local Transfer Tax. None Buyer Seller 15.5. x Seller One -Half by Buyer and One -Half by Seller. Any Record Change Fee must Seller One -Half by Buyer and One -Half by Seller. The Local Transfer Tax of N/A % of the Purchase Price must be paid at Closing by One -Half by Buyer and One -Half by Seller. Private Transfer Fee. Private transfer fees and other fees due to a transfer of the Property, payable at Closing, such as community association fees, developer fees and foundation fees, must be paid at Closing by None Buyer Seller One -Half by Buyer and One -Half by Seller. The Private Transfer fee, whether one or more, is for the following association(s): N/A in the total amount of N/A % of the Purchase Price or $ N/A . 15.6. Water Transfer Fees. The Water Transfer Fees can change. The fees, as of the date of this Contract, do not exceed $ N/A for: Water Stock/Certificates Water District Augmentation Membership Small Domestic Water Company N/A and must be paid at Closing by None x Buyer Seller One -Half by Buyer and One -Half by Seller. 15.7. Sales and Use Tax. Any sales and use tax that may accrue because of this transaction must be paid when due by None Buyer Seller One -Half by Buyer and One -Half by Seller. 15.8. FIRPTA and Colorado Withholding. 15.8.1. FIRPTA. The Internal Revenue Service (IRS) may require a substantial portion of the Seller's proceeds be withheld after Closing when Seller is a foreign person. If required withholding does not occur, the Buyer could be held liable for the amount of the Seller's tax, interest and penalties. If the box in this Section is checked, Seller represents that Seller IS a foreign person for purposes of U.S. income taxation. If the box in this Section is not checked, Seller represents that Seller is not a foreign person for purposes of U.S. income taxation. Seller agrees to cooperate with Buyer and Closing Company to provide any reasonably requested documents to verify Seller's foreign person status. If withholding is required, Seller authorizes Closing Company to withhold such amount from Seller's proceeds. Seller should inquire with Seller's tax advisor to determine if withholding applies or if an exemption exists. 15.8.2. Colorado Withholding. The Colorado Department of Revenue may require a portion of the Seller's proceeds be withheld after Closing when Seller will not be a Colorado resident after Closing, if not otherwise exempt. Seller agrees to cooperate with Buyer and Closing Company to provide any reasonably requested documents to verify Seller's status. If withholding is required, Seller authorizes Closing Company to withhold such amount from Seller's proceeds. Seller should inquire with Seller's tax advisor to determine if withholding applies or if an exemption exists. DS CBS4-5-19. CONTt��c�CT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 13 of 19 Buyer initials Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 638 16. PRORATIONS AND ASSOCIATION ASSESSMENTS. The following will be prorated to the Closing Date, except as 639 otherwise provided: 640 16.1. Taxes. Personal property taxes, if any, special taxing district assessments, if any and general real estate taxes for the 641 year of Closing, based on Taxes for the Calendar Year Immediately Preceding Closing X Most Recent Mill Levy and Most 642 Recent Assessed Valuation, Other N/A. 643 16.2. Rents. Rents based on Rents Actually Received X Accrued. At Closing, Seller will transfer or credit to Buyer 644 the security deposits for all Leases assigned, or any remainder after lawful deductions and notify all tenants in writing of such transfer 645 and of the transferee's name and address. Seller must assign to Buyer all Leases in effect at Closing and Buyer must assume Seller's 646 obligations under such Leases. 647 16.3. Association Assessments. Current regular Association assessments and dues (Association Assessments) paid in 648 advance will be credited to Seller at Closing. Cash reserves held out of the regular Association Assessments for deferred maintenance 649 by the Association will not be credited to Seller except as may be otherwise provided by the Governing Documents. Buyer 650 acknowledges that Buyer may be obligated to pay the Association, at Closing, an amount for reserves or working capital. Any special 651 assessment assessed prior to Closing Date by the Association will be the obligation of Buyer Seller. Except however, any 652 special assessment by the Association for improvements that have been installed as of the date of Buyer's signature hereon, whether 653 assessed prior to or after Closing, will be the obligation of Seller. Seller represents there are no unpaid regular or special assessments 654 against the Property except the current regular assessments and There are no associations.. Association Assessments 655 are subject to change as provided in the Governing Documents. 656 16.4. Other Prorations. Water and sewer charges, propane, interest on continuing loan, and Any prorations normal to the sale of commercial land property in the city of Greeley and Weld County.. 657 16.5. Final Settlement. Unless otherwise agreed in writing, these prorations are final. 658 17. POSSESSION. Possession of the Property will be delivered to Buyer on Possession Date at Possession Time, subject to the 659 Leases as set forth in § 10.6.1.7. 660 If Seller, after Closing, fails to deliver possession as specified, Seller will be subject to eviction and will be additionally liable 661 to Buyer for payment of $ 886 per day (or any part of a day notwithstanding § 18.1) from Possession Date and 662 Possession Time until possession is delivered. 663 GENERAL PROVISIONS 664 18. DAY; COMPUTATION OF PERIOD OF DAYS, DEADLINE. 665 18.1. Day. As used in this Contract, the teiin "day" means the entire day ending at 11:59 p.m., United States Mountain Time 666 (Standard or Daylight Savings, as applicable). 667 18.2. Computation of Period of Days, Deadline. In computing a period of days (e.g., three days after MEC), when the 668 ending date is not specified, the first day is excluded and the last day is included. If any deadline falls on a Saturday, Sunday or 669 federal or Colorado state holiday (Holiday), such deadline X Will Will Not be extended to the next day that is not a Saturday, 670 Sunday or Holiday. Should neither box be checked, the deadline will not be extended. 671 19. CAUSES OF LOSS, INSURANCE; DAMAGE TO INCLUSIONS AND SERVICES; CONDEMNATION; AND 672 WALK-THROUGH. Except as otherwise provided in this Contract, the Property, Inclusions or both will be delivered in the 673 condition existing as of the date of this Contract, ordinary wear and tear excepted. 674 19.1. Causes of Loss, Insurance. In the event the Property or Inclusions are damaged by fire, other perils or causes of loss 675 prior to Closing (Property Damage) in an amount of not more than ten percent of the total Purchase Price and if the repair of the 676 damage will be paid by insurance (other than the deductible to be paid by Seller), then Seller, upon receipt of the insurance proceeds, 677 will use Seller's reasonable efforts to repair the Property before Closing Date. Buyer has the Right to Terminate under § 25.1, on or 678 before Closing Date, if the Property is not repaired before Closing Date, or if the damage exceeds such sum. Should Buyer elect to 679 carry out this Contract despite such Property Damage, Buyer is entitled to a credit at Closing for all insurance proceeds that were 680 received by Seller (but not the Association, if any) resulting from damage to the Property and Inclusions, plus the amount of any 681 deductible provided for in the insurance policy. This credit may not exceed the Purchase Price. In the event Seller has not received 682 the insurance proceeds prior to Closing, the parties may agree to extend the Closing Date to have the Property repaired prior to 683 Closing or, at the option of Buyer, (1) Seller must assign to Buyer the right to the proceeds at Closing, if acceptable to Seller's 684 insurance company and Buyer's lender; or (2) the parties may enter into a written agreement prepared by the parties or their attorney 685 requiring the Seller to escrow at Closing from Seller's sale proceeds the amount Seller has received and will receive due to such 686 damage, not exceeding the total Purchase Price, plus the amount of any deductible that applies to the insurance claim. 687 19.2. Damage, Inclusions and Services. Should any Inclusion or service (including utilities and communication services), 688 system, component or fixture of the Property (collectively Service) (e.g., heating or plumbing), fail or be damaged between the date 689 of this Contract and Closing or possession, whichever is earlier, then Seller is liable for the repair or replacement of such Inclusion 690 or Service with a unit of similar size, age and quality, or an equivalent credit, but only to the extent that the maintenance or ADS CBS4-5-19. CONT tT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 14 of 19 Buyer initials Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 691 replacement of such Inclusion or Service is not the responsibility of the Association, if any, less any insurance proceeds received by 692 Buyer covering such repair or replacement. If the failed or damaged Inclusion or Service is not repaired or replaced on or before 693 Closing or possession, whichever is earlier, Buyer has the Right to Terminate under § 25.1, on or before Closing Date, or, at the 694 option of Buyer, Buyer is entitled to a credit at Closing for the repair or replacement of such Inclusion or Service. Such credit must 695 not exceed the Purchase Price. If Buyer receives such a credit, Seller's right for any claim against the Association, if any, will survive 696 Closing 697 19.3. Condemnation. In the event Seller receives actual notice prior to Closing that a pending condemnation action may 698 result in a taking of all or part of the Property or Inclusions, Seller must promptly notify Buyer, in writing, of such condemnation 699 action. Buyer has the Right to Terminate under § 25.1, on or before Closing Date, based on such condemnation action, in Buyer's 700 sole subjective discretion. Should Buyer elect to consummate this Contract despite such diminution of value to the Property and 701 Inclusions, Buyer is entitled to a credit at Closing for all condemnation proceeds awarded to Seller for the diminution in the value 702 of the Property or Inclusions but such credit will not include relocation benefits or expenses, or exceed the Purchase Price. 703 19.4. Walk -Through and Verification of Condition. Buyer, upon reasonable notice, has the right to walk through the 704 Property prior to Closing to verify that the physical condition of the Property and Inclusions complies with this Contract. 705 19.5. Home Warranty. [Intentionally Deleted] 706 19.6. Risk of Loss - Growing Crops. The risk of loss for damage to growing crops by fire or other casually will be borne 707 by the party entitled to the growing crops as provided in § 2.8 and such party is entitled to such insurance proceeds or benefits for 708 the growing crops. 709 20. RECOMMENDATION OF LEGAL AND TAX COUNSEL. By signing this Contract, Buyer and Seller acknowledge that 710 the respective broker has advised that this Contract has important legal consequences and has recommended the examination of title 711 and consultation with legal and tax or other counsel before signing this Contract. 712 21. TIME OF ESSENCE, DEFAULT AND REMEDIES. Time is of the essence for all dates and deadlines in this 713 Contract. This means that all dates and deadlines are strict and absolute. If any payment due, including Earnest Money, is not paid, 714 honored or tendered when due, or if any obligation is not perfoi reed timely as provided in this Contract or waived, the non -defaulting 715 party has the following remedies: 716 21.1. If Buyer is in Default: 717 21.1.1. Specific Performance. Seller may elect to cancel this Contract and all Earnest Money (whether or not paid 718 by Buyer) will be paid to Seller and retained by Seller. It is agreed that the Earnest Money is not a penalty and the Parties agree the 719 amount is fair and reasonable. Seller may recover such additional damages as may be proper. Alternatively, Seller may elect to 720 treat this Contract as being in full force and effect and Seller has the right to specific perfor rnance, or damages, or both. 721 21.1.2. Liquidated Damages, Applicable. This § 21.1.2 applies unless the box in § 21.1.1. is checked. Seller may 722 cancel this Contract. All Earnest Money (whether or not paid by Buyer) will be paid to Seller and retained by Seller. It is agreed that 723 the Earnest Money specified in § 4.1 is LIQUIDATED DAMAGES and not a penalty, which amount the parties agree is fair and 724 reasonable and (except as provided in §§ 10.4, 22, 23 and 24), said payment of Earnest Money is SELLER'S ONLY REMEDY for 725 Buyer's failure to perform the obligations of this Contract. Seller expressly waives the remedies of specific performance and 726 additional damages. 727 21.2. If Seller is in Default: Buyer may elect to treat this Contract as canceled, in which case all Earnest Money received 728 hereunder will be returned to Buyer and Buyer may recover such damages as may be proper. Alternatively, Buyer may elect to treat 729 this Contract as being in full force and effect and Buyer has the right to specific performance, or damages, or both. 730 22. LEGAL FEES, COST AND EXPENSES. Anything to the contrary herein notwithstanding, in the event of any arbitration 731 or litigation relating to this Contract, prior to or after Closing Date, the arbitrator or court must award to the prevailing party all 732 reasonable costs and expenses, including attorney fees, legal fees and expenses. 733 23. MEDIATION. If a dispute arises relating to this Contract (whether prior to or after Closing) and is not resolved, the parties 734 must first proceed, in good faith, to mediation. Mediation is a process in which the parties meet with an impartial person who helps 735 to resolve the dispute informally and confidentially. Mediators cannot impose binding decisions. Before any mediated settlement is 736 binding, the parties to the dispute must agree to the settlement, in writing. The parties will jointly appoint an acceptable mediator 737 and will share equally in the cost of such mediation. The obligation to mediate, unless otherwise agreed, will terminate if the entire 738 dispute is not resolved within thirty days of the date written notice requesting mediation is delivered by one party to the other at that 739 party's last known address (physical or electronic as provided in § 27). Nothing in this Section prohibits either party from filing a 740 lawsuit and recording a Hs pendens affecting the Property, before or after the date of written notice requesting mediation. This 741 Section will not alter any date in this Contract, unless otherwise agreed. 742 24. EARNEST MONEY DISPUTE. Except as otherwise provided herein, Earnest Money Holder must release the Earnest 743 Money following receipt of written mutual instructions, signed by both Buyer and Seller. In the event of any controversy regarding DS CBS4-5-19. COATrT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 15 of 19 Buyer initials Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 744 the Earnest Money, Earnest Money Holder is not required to release the Earnest Money. Earnest Money Holder, in its sole subjective 745 discretion, has several options: (1) wait for any proceeding between Buyer and Seller; (2) interplead all parties and deposit Earnest 746 Money into a court of competent jurisdiction (Earnest Money Holder is entitled to recover court costs and reasonable attorney and 747 legal fees incurred with such action); or (3) provide notice to Buyer and Seller that unless Earnest Money Holder receives a copy of 748 the Summons and Complaint or Claim (between Buyer and Seller) containing the case number of the lawsuit (Lawsuit) within one 749 hundred twenty days of Earnest Money Holder's notice to the parties, Earnest Money Holder is authorized to return the Earnest 750 Money to Buyer. In the event Earnest Money Holder does receive a copy of the Lawsuit and has not interpled the monies at the time 751 of any Order, Earnest Money Holder must disburse the Earnest Money pursuant to the Order of the Court. The parties reaffirm the 752 obligation of § 23 (Mediation). This Section will survive cancellation or termination of this Contract. 753 25. TERMINATION. 754 25.1. Right to Terminate. If a party has a right to terminate, as provided in this Contract (Right to Terminate), the 755 ter urination is effective upon the other party's receipt of a written notice to terminate (Notice to Terminate), provided such written 756 notice was received on or before the applicable deadline specified in this Contract. If the Notice to Terminate is not received on or 757 before the specified deadline, the party with the Right to Terminate accepts the specified matter, document or condition as satisfactory 758 and waives the Right to Terminate under such provision. 759 25.2. Effect of Termination. In the event this Contract is terminated, all Earnest Money received hereunder will be returned 760 to Buyer and the parties are relieved of all obligations hereunder, subject to §§ 10.4, 22, 23 and 24. 761 26. ENTIRE AGREEMENT, MODIFICATION, SURVIVAL; SUCCESSORS. This Contract, its exhibits and specified 762 addenda, constitute the entire agreement between the parties relating to the subject hereof and any prior agreements pertaining 763 thereto, whether oral or written, have been merged and integrated into this Contract. No subsequent modification of any of the teams 764 of this Contract is valid, binding upon the parties, or enforceable unless made in writing and signed by the parties. Any right or 765 obligation in this Contract that, by its terms, exists or is intended to be performed after termination or Closing survives the same. 766 Any successor to a party receives the predecessor's benefits and obligations of this Contract. 767 27. NOTICE, DELIVERY AND CHOICE OF LAW. 768 27.1. Physical Delivery and Notice. Any document, or notice to Buyer or Seller must be in writing, except as provided in 769 § 27.2 and is effective when physically received by such party, any individual named in this Contract to receive documents or notices 770 for such party, Broker, or Brokerage Finn of Broker working with such party (except any notice or delivery after Closing must be 771 received by the party, not Broker or Brokerage Finn). 772 27.2. Electronic Notice. As an alternative to physical delivery, any notice, may be delivered in electronic form to Buyer or 773 Seller, any individual named in this Contract to receive documents or notices for such party, Broker or Brokerage Firm of Broker 774 working with such party (except any notice or delivery after Closing must be received by the party, not Broker or Brokerage Finn) 775 at the electronic address of the recipient by facsimile, email or N/A . 776 27.3. Electronic Delivery. Electronic Delivery of documents and notice may be delivered by: (1) email at the email address 777 of the recipient, (2) a link or access to a website or server provided the recipient receives the information necessary to access the 778 documents, or (3) facsimile at the facsimile number (Fax No.) of the recipient. 779 27.4. Choice of Law. This Contract and all disputes arising hereunder are governed by and construed in accordance with 780 the laws of the State of Colorado that would be applicable to Colorado residents who sign a contract in Colorado for real property 781 located in Colorado. 782 28. NOTICE OF ACCEPTANCE, COUNTERPARTS. This proposal will expire unless accepted in writing, by Buyer and 783 Seller, as evidenced by their signatures below and the offering party receives notice of such acceptance pursuant to § 27 on or before 784 Acceptance Deadline Date and Acceptance Deadline Time. If accepted, this document will become a contract between Seller and 785 Buyer. A copy of this Contract may be executed by each party, separately and when each party has executed a copy thereof, such 786 copies taken together are deemed to be a full and complete contract between the parties. 787 29. GOOD FAITH. Buyer and Seller acknowledge that each party has an obligation to act in good faith including, but not limited 788 to, exercising the rights and obligations set forth in the provisions of Financing Conditions and Obligations; Title Insurance, 789 Record Title and Off -Record Title; New ILC, New Survey; and Property Disclosure, Inspection, Indemnity, Insurability, Due 790 Diligence, and Source of Water. 791 ADDITIONAL PROVISIONS AND ATTACHMENTS 792 30. ADDITIONAL PROVISIONS. (The following additional provisions have not been approved by the Colorado Real Estate 793 Commission.) DS CBS4-5-19. CON' RV TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 16 of 19 Buyer initials Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA 794 30.1) ASSIGNMENT: Buyer shall have the right to assign this Contract. 30.2) DUE DILIGENCE PERIOD: Buyer has 45 days from Mutual Execution of Contract (MEC) to fully inspect the property, title, unrecorded property facts, easements, egress/ingress, environmental, zoning for intended use, existing survey/plats, adequate off -site drainage/detention to accommodate Buyer's intended use, HVAC, utilities/wells/sump pumps/septic tanks, financial feasibility and any other item Buyer deems necessary, in Buyer's sole opinion, to accept property "as -is, where -is". Should Buyer, in Buyer's sole opinion, determine any finding unsatisfactory, Buyer may rescind the purchase agreement and immediately have the Earnest Money refunded. 30.3) BROKER DISCLOSURE: One or more of the Member's of the purchasing entity are licensed Real Estate Broker's in the State of Colorado. 30.4) COMMISSION: 3% of the total sale price shall be paid as commission to Waypoint Real Estate, LLC by Seller upon closing the sale of the property. 30.5) Purchase includes credit for twenty-six (26) 3/4" water taps (raw water allocation, and plant investment fees) 795 796 797 798 799 31. OTHER DOCUMENTS. 800 31.1. The following documents are a part of this Contract: 801 N/A 802 803 804 31.2. The following documents have been provided but are not a part of this Contract: 805 N/A 806 807 808 809 SIGNATURES Buyer's Name: Waypoint Companies, LLC and/or assigns DocuSigned by: 3o5tu4s Cwnsu 6F231A69F8F540D 5/3/2021 Buyer's Signature Joshua Guernsey Date Address: 125 S Howes St, Suite 500 Fort Collins, CO 80521 Phone No.: N/A Fax No.: N/A Email Address: N/A 810 [NOTE: If this offer is being countered or rejected, do not sign this document.] Seller's Name: Greeley Land Fund, LLC ��-DS CBS4-5-19. CONTRT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 17 of 19 Buyer initials Seller initials DocuSign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 O5018EAA 811 Seller's Signature Greeley Land Fund, LLC Address: 2 N Nevada Ave, Ste 1300 Colorado Springs, CO 80903-1700 Phone No.: N/A Fax No.: N/A Email Address: N/A Date END OF CONTRACT TO BUY AND SELL REAL ESTATE 32. BROKER'S ACKNOWLEDGMENTS AND COMPENSATION DISCLOSURE. (To be completed by Broker working with Buyer) Broker Does X Does Not acknowledge receipt of Earnest Money deposit. Broker agrees that if Brokerage Finn is the Earnest Money Holder and, except as provided in § 24, if the Earnest Money has not already been returned following receipt of a Notice to Terminate or other written notice of termination, Earnest Money Holder will release the Earnest Money as directed by the written mutual instructions. Such release of Earnest Money will be made within five days of Earnest Money Holder's receipt of the executed written mutual instructions, provided the Earnest Money check has cleared. Although Broker is not a party to the Contract, Broker agrees to cooperate, upon request, with any mediation requested under § 23. Broker is working with Buyer as a X Buyer's Agent Transaction -Broker in this transaction. This is a Change of Status. Customer. Broker has no brokerage relationship with Buyer. See § 33 for Broker's brokerage relationship with Seller. Brokerage Finn's compensation or commission is to be paid by Listing Brokerage Firm Buyer shall pay commission per Additional Provisions section 30.4. Brokerage Finn's Name: Brokerage Finn's License #: Broker's Name: Broker's License #: Address: Phone No.: Fax No.: Email Address: Waypoint Real Estate, LLC EC 100071443 Brian Smerud, CCIM N/A DocuSigned by: elleillitki Sari B FB'i681DAA1C4C5_.. _ Broker's Signature: 5/3/2021 125 S Howes St, Suite 500 Fort Collins, CO 80521 970-632-5050; 970-415-0538 N/A bsmerud@waypointre.com Date X Other Seller 330 BROKER'S ACKNOWLEDGMENTS AND COMPENSATION DISCLOSURE. (To be completed by Broker working with Seller) Broker Does Does Not acknowledge receipt of Earnest Money deposit. Broker agrees that if Brokerage Finn is the Earnest Money Holder and, except as provided in § 24, if the Earnest Money has not already been returned following receipt of a Notice to DS CBS4-S-19. CONT tT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Buyer initials Page 18 of 19 Seller initials Docusign Envelope ID: 6F878204 -105A -4B35 -82A9 -5B21 C5018EAA Terminate or other written notice of termination, Earnest Money Holder will release the Earnest Money as directed by the written mutual instructions. Such release of Earnest Money will be made within five days of Earnest Money Holder's receipt of the executed written mutual instructions, provided the Earnest Money check has cleared. Although Broker is not a party to the Contract, Broker agrees to cooperate, upon request, with any mediation requested under § 23. Broker is working with Seller as a Seller's Agent Transaction -Broker in this transaction. This is a Change of Status. Customer. Broker has no brokerage relationship with Seller. See § 32 for Broker's brokerage relationship with Buyer. Brokerage Firm's compensation or commission is to be paid by Seller Buyer Other N/A . Brokerage Firm's Name: Rear:cc e c Commercial Real Estate Services Brokerage Finn's License #: N/A Broker's Name: Mark Bradley, CCIM Broker's License #: N/A Address: Phone No.: Fax No.: Email Address: 812 Broker's Signature: N/A N/A (970;:&27-2511 N/A Bradley@rea i tec ree? ey o corn Date CBS4-5-190 CCNN CT TO BUY AND SELL REAL ESTATE (LAND) 5/3/2021 13:30 Page 19 of 19 Buyer initials Seller initials Heritage Title Company Making Transactions Personal • Commonwealths 7251 West 20th Street, Building L, Ste 100 Greeley, CO 80634 DATE: June 18, 2021 FILE NUMBER: 459-H0644773-084-LL9, Amendment No. 1 PROPERTY ADDRESS: TBD, Greeley, CC 80631 BUYER/BORROWER: Waypoint Companies, LLC, a Colorado limited liability company OWNER(S): Greeley Land Fund, LLC YOUR REFERENCE NUMBER: ASSESSOR PARCEL NUMBER: 080130300017; 080330000092; 080330000093 PLEASE TAKE NOTE OF THE FOLLOWING REVISED TERMS CONTAINED HEREIN: Updated effective date, deleted Rec. h, added Req. i and j and amended Exc. 37 WIRED FUNDS ARE REQUIRED ON ALL CASH PURCHASE TRANSACTIONS. FOR WIRING INSTRUCTIONS, PLEASE CONTAZT YOUR ESCROW OFFICE AS NOTED ON THE TRANSMITTAL PAGE OF THIS COMMITMENT. TO: Heritage Till:-: Company, 0nc. 7251 West 20th Street Building L, Ste 100 Greeley, CO 80634 ATT N : PHONE: FAX: E-MAIL: Lindy Miner (970) 324-2055 (866) 828-0844 (miner@heritagetcoacom TO: Waypoint Real Estate, LLC 125 So Howes St Suite 500 Fort Collins, CO 80521 ATTN: PHONE: FAX: EMAIL: Brian Smerud (970) 632-5050 bsmerud@waypointreocom TO: Realtec Commercial Real Estate 1711 61st Avenue Suite 104 Greeley, CO 80634 TO: Waypoint Real Estate, LLC ATTN: PHONE: FAX: E-MAIL: ATTN: PHONE: FAX: E-MAIL: Mark Bradley (970) 346-9900 (970) 304-0707 mbradley@realtecgreeley.com Allison Horn ahorn@waypointreocom TO: Waypoint Real Estate, LLC ATTN: PHONE: r ■ AX: E-MAIL: Bethany Geisert bgeisert@waypointreacom TO: Greeley Escrow 7251 West 20th Street Building L, Ste 100 Greeley, CO 80634 ATTN: PHONE: FAX: E=:.;;AIL: E OF TRANS' -rJ ITT r L Lindy Miner (970) 330-4522 (866) 828-0844 l in r heritagetco.com Commonwealth Land Title Insurance Company COM ITMENT FOR TITLE INSURANCE Issued by Commonwealth Land Title Insurance Company NOTICE IMPORTANT READ CAREFULLY: THIS COMMITMENT IS AN OFFER TO ISSUE ONE OR MORE TITLE INSURANCE POLICIES. ALL CLAIMS OR REMEDIES SOUGHT AGAINST THE COMPANY INVOLVING THE CONTENT OF THIS COMMITMENT OR THE POLICY MUST BE BASED SOLELY IN CONTRACT. THIS COMMITMENT IS NOT AN ABSTRACT OF TITLE, REPORT OF THE CONDITION OF TITLE, LEGAL OPINION, OPINION OF TITLE, OR OTHER REPRESENTATION OF THE STATUS OF TITLE. THE P ROCEDURES USED BY THE COMPANY TO DETERMINE INSURABILITY OF THE TITLE, INCLUDING ANY S EARCH AND EXAMINATION, ARE PROPRIETARY TO THE COMPANY, WERE PERFORMED SOLELY FOR THE BENEFIT OF THE COMPANY, AND CREATE NO EXTRA CONTRACTUAL LIABILITY TO ANY PERSON, INCLUDING A PROPOSED INSURED. THE COMPANY'S OBLIGATION UNDER THIS COMMITMENT IS TO ISSUE A POLICY TO A PROPOSED INSURED IDENTIFIED IN SCHEDULE A IN ACCORDANCE WITH THE TERMS AND PROVISIONS OF THIS COMMITMENT. THE COMPANY HAS NO LIABILITY OR OBLIGATION INVOLVING THE CONTENT OF THIS COMMITMENT TO ANY OTHER PERSON. COMMITMENT TO ISSUE POLICY Subject to the Notice; Schedule B, Part I —Requirements; Schedule B, Part II —Exceptions; and the Commitment Conditions, Commonwealth Land Title Insurance Company, a Florida Corporation (the "Company"), commits to issue the Policy according to the terms and provisions of this Commitment. This Commitment is effective as of the Commitment Date shown in Schedule A for each Policy described in Schedule A, only when the Company has entered in Schedule A both the specified dollar amount as the Proposed Policy Amount and the name of the P roposed Insured. If all of the Schedule B, Part I Requirements have not been met within 6 Months after the Commitment Date, this Commitment terminates and the Company's liability and obligation end. Countersigned Commonwealth Land Title Insurance Company By: Terry N. Williams Authorized Signature By: ATTEsT Randy Quirk President Marjo tie Nemzura Corporate Secretary This page is only a part of a 2016 ALTA® Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I Requirements; and Schedule B, Part II -Exceptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 81O165C Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. P®■tir- ANILKI<_AN LAND TITLE ASS 1CIATIC Order No. H0644773-084-LL9-LW COMMITMENT CONDITIONS 1. DEFINITIONS (a) "Knowledge" or "Known": Actual or imputed knowledge, but not constructive notice imparted by the Public Records. (b) "Land": The land described in Schedule A and affixed improvements 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, alleys, lanes, ways, or waterways, but this does not modify or limit the extent that a right of access to and from the Land is to be insured by the Policy. (c) "Mortgage": A mortgage, deed of trust, or other security instrument, including one evidenced by electronic means avlthorized by law. (d) "Policy": Each contract of title insurance, in a form adopted by the American Land Title Association, issued or to be issued by the Company pursuant to this Commitment. (e) "Proposed Insured": Each person identified in Schedule A as the Proposed Insured of each Policy to be issued pursuant to this Commitment. (f) "Proposed Policy Amount": Each dollar amount specified in Schedule A as the Proposed Policy Amount of each Policy to be issued pursuant to this Commitment. (g) "Public Records": Records established under state statutes at the Commitment Date for the purpose of imparting constructive notice of matters relating to real property to purchasers for value and without Knowledge. (h) "Title": The estate or interest described in Schedule A. 2. If all of the Schedule B, Part I —Requirements have not been met within the time period specified in the Commitment to Issue Policy, this Commitment terminates and the Company's liability and obligation end. 3. The Company's liability and obligation is limited by and this Commitment is not valid without: (a) the Notice; (b) the Commitment to Issue Policy; (c) the Commitment Conditions; (d) Schedule A; (e) Schedule B, Part I —Requirements; (f) Schedule B, Part II —Exceptions; and (g) a counter -signature by the Company or its issuing agent that may be in electronic form. 4. COMPANY'S RIGHT TO AMEND The Company may amend this Commitment at any time. If the Company amends this Commitment to add a defect, lien, encumbrance, adverse claim, or other matter recorded in the Public Records prior to the Commitment Date, any liability of the Company is limited by Commitment Condition 5. The Company shall not be liable for any other amendment to this Commitment. 5. LIMITATIONS OF LIABILITY (a) The Company's liability under Commitment Condition 4 is limited to the Proposed Insured's actual expense incurred in the interval between the Company's delivery to the Proposed Insured of the Commitment and the delivery of the amended Commitment, resulting from the Proposed Insured's good faith reliance to: (i) comply with the Schedule B, Part I —Requirements; (ii) eliminate, with the Company's written consent, any Schedule B, Part II —Exceptions; or (iii) acquire the Title or create the Mortgage covered by this Commitment. This page is only a part of a 2016 ALTA® Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part (— Requirements; and Schedule B, Part II —Excerptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 81C165C Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Pi AMLRRC.AN LAND TITLE AS SO C I,At1OSI Order No. H0644773-084-LL9-LVV (b) The Company shall not be liable under Commitment Condition 5(a) if the Proposed Insured requested the amendment or had Knowledge of the matter and did not notify the Company about it in writing. (c) The Company will only have liability under Commitment Condition 4 if the Proposed Insured would not have incurred the expense had the Commitment included the added matter when the Commitment was first delivered to the Proposed Insured. (d) The Company's liability shall not exceed the lesser of the Proposed Insured's actual expense incurred in good faith and described in Commitment Conditions 5(a)(i) through 5(a)(iii) or the Proposed Policy Amount. (e) The Company shall not be liable for the content of the Transaction Identification Data, if any. (f) In no event shall the Company be obligated to issue the Policy referred to in this Commitment unless all of the Schedule B, Part I —Requirements have been met to the satisfaction of the Company. (g) In any event, the Company's liability is limited by the terms and provisions of the Policy. 6: LIABILITY OF THE COMPANY MUST BE BASED ON THIS COMMITMENT (a) Only a Proposed Insured identified in Schedule A, and no other person, may make a claim under this Commitment. (b) Any claim must be based in contract and must be restricted solely to the terms and provisions of this Commitment. (c) Until the Policy is issued, this Commitment, as last revised, is the exclusive and entire agreement between the parties with respect to the subject matter of this Commitment and supersedes all prior commitment negotiations, representations, and proposals of any kind, whether written or oral, express or implied, relating to the subject matter of this Commitment. (d) The deletion or modification of any Schedule B, Part II —Exception does not constitute an agreement or obligation to provide coverage beyond the terms and provisions of this Commitment or the Policy. (e) Any amendment or endorsement to this Commitment must be in writing and authenticated by a person authorized by the Company. (f) When the Policy is issued, all liability and obligation under this Commitment will end and the Company's only liability will be under the Policy. 7e IF THIS COMMITMENT HAS BEEN ISSUED BY AN ISSUING AGENT The issuing agent is the Company's agent only for the limited purpose of issuing title insurance commitments and policies. The issuing agent is not the Company's agent for the purpose of providing closing or settlement services. 8. PRO -FORMA POLICY The Company may provide, at the request of a Proposed Insured, a pro -forma policy illustrating the coverage that the Company may provide. A pro -forma policy neither reflects the status of Title at the time that the pro -forma policy is delivered to a Proposed Insured, nor is it a commitment to insure. 9. ARBITRATION The Policy contains an arbitration clause. All arbitrable matters when the Proposed Policy Amount is $2,000,000 or less shall be arbitrated at the option of either the Company or the Proposed Insured as the exclusive remedy of the parties. A Proposed Insured may review a copy of the arbitration rules at <http://www.alta.org/arbitration>. This page is only a part of a 2016 ALTA® Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I Requirements; and Schedule B, Part Il—Exceptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 81 C165C Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016; Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. P =s AML( UCAN LAND TITLE ASSOCIATION Order No. H0644773-084-LL9-LVV Transaction Identification Data for reference only: Issuing Agent: Heritage Title Company, Inc. Issuing Office: 7251 West 20th Street, Building L, Suite 100, Greeley, CO 80634 Loan ID Number: Issuing Office File Number: 459-H0644773-084-LL9, Amendment No. 1 Property Address: TBD, Greeley, CO 80631 Revision Number: Amendment No. 1, Amendment Date: June 18, 2021 SCHEDULE A AMERICAN LAND TITLE ASSOCIATION COMMITMENT 1 Commitment Date: June 14, 2021 2 Policy to be issued: (a) ALTA Owners Policy 6-17-06 Proposed Insured: Waypoint Companies, LLC, a Colorado limited liability company P roposed Policy Amount: $4,113,134.00 (b) None Proposed Insured: P roposed Policy Amount: $0.00 (c) None P roposed Insured: Proposed Policy Amount: $0.00 3 The estate or interest in the Land described or referred to in this Commitment is: FEE SIMPLE 4 The Title is, at the Commitment Date, vested in: Greeley Land Fund, LLC 5. The Land is described as follows: See Exhibit A attached hereto and made a part hereof. PREMIUMS: Owners Coverage Tax Certs (3) Del #1-3 3,766.00 41.50 75.00 This page is only a part of a 2016 ALTA® Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I Requirements; and Schedule B, Part II Exceptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 81C165 Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Pa�� il AMERICAN LANE) TITLE ASSOCIATION Order No. H0644773-084-LL9-LVV EXHIBIT LEGAL DESCRIPTIO A parcel of land being a part of the South Half (S1/2) of Section Thirty (30), Township Six North (T.6N.), Range Sixty-five West (R.65W.), Sixth Principal Meridian (6t" P.M.) County of Weld, State of Colorado, and being more particularly described as follows: COMMENCING at the Southeast Corner of said Section 30 and assuming the South line of the Southeast Quarter of said Section 30 as bearing South 89°33'01" West being a Grid Bearing of the Colorado State Plane Coordinate System, North Zone, North American Datum 1983/2007, a distance of 2631.29 feet with all bearings contained herein relative thereto: THENCE North 00°44'47" West along the East line of the Southeast Quarter (SE -1/4) of said Section 30, a distance of 30.00 feet to the North Right -of -Way line of "0" Street (Weld County Road 64), said North Right of Way line also being the North line of the North Poudre Third Annexation recorded June 1, 1982 as Reception No. 1893288 of the Records of Weld County; THENCE South 89°33'01" West along the North Right -of -Way line of said "0" Street a distance of 1333.65 feet to the West line of that land referred to as "Parcel 3" in a Special Warranty Deed recorded June 18, 1998 as Reception No. 2620486 of the Records of Weld County, and to the POINT OF BEGINNING: THENCE South 89°33'01" West continuing along the North Right -of -Way line of said "0" Street a distance of 1297.49 feet; THENCE South 89°33'33" West again continuing along the North Right -of -Way line of said "0" Street a distance of 1203.60 feet; THENCE North 00°26'27" West a distance of 899.75 feet; THENCE North 89°12'28" East a distance of 1172.10 feet to a Point of Curvature; THENCE along the arc of a curve concave to the Northwest a distance of 31.54 feet, said curve has a Radius of 20.00 feet, a Delta of 90°20'46" and is subtended by a Chord bearing North 44°02'05" East a distance of 28.37 feet to a Point of Tangency; THENCE North 01°08'18" West along the East line of said SE1/4 a distance of 1693.84 feet to the Center Quarter corner of said Section 30; THENCE North 89°45'26" East along the North line of said SE1/4 a distance of 1295.25 feet to the Northwest corner of that land referred to as "Parcel 3" in a Special Warranty Deed recorded June 18, 1998 as Reception No. 2620486 of the Records of Weld County; THENCE South 01°11'48" East along the West line of said "Parcel 3" a distance of 2616.45 feet to the POINT OF BEGINNING. This page is only a part of a 2016 ALTA® Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I Requirements; and Schedule B, Part II —Exceptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 81C165 Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Par AM:RICAN LAND TITLE ASSC'CIATIUN Order No. H0644773-084-LL9-LVV SCHEDULE B PART I - REQUIREMENTS All of the following Requirements must be met: a. Pay the agreed amounts for the interest in the land and/or for the mortgage to be insured. b. Pay us the premiums, fees and charges for the policy. c. Obtain a certificate of taxes due from the county treasurer or the county treasurer's authorized agent. d Evidence that any and all assessments for common expenses, if any, have been paid. e The Company will require that an Affidavit and Indemnity Agreement be completed by the party(s) named below before the issuance of any policy of title insurance. Party(s): Greeley Land Fund, LLC The Company reserves the right to add additional items or make further requirements after review of the requested Affidavit. Deed sufficient to convey the fee simple estate or interest in the Land described or referred to herein, to the Proposed Insured Purchaser. g. Please be advised that our search did not disclose any open Deeds of Trust of record. If you should have knowledge of any outstanding obligation, please contact the Title Department immediately for further review prior to closing. h. Intentionally omitted. Recordation of Statement of Authority for Greeley Land Fund, LLC, a Colorado limited liability company pursuant to Colorado Revised Statutes evidencing the existence of the entity and authority of the person(s) authorized to execute and deliver instruments affecting title to real property on behalf of the entity and containing other information required by Colorado Revised Statutes. NOTE: Statement of Authority for Greeley Land Fund, LLC recorded February 20, 2014 at Reception No. 3997262 discloses the 'allowing person(s) authorized to sign on behalf of the entity, pursuant to Colorado Revised Statutes: David S. Forbes, Manager of Dab II, LLC, Manager of Greeley Land Fund, LLC; R. Tim McKenna, Delegated Authority, Dalo II LLC, Manager of Greeley Land Fund, LLC. Recordation of Statement of Authority for Dalo II LLC, a Colorado limited liability company pursuant to Colorado Revised Statutes evidencing the existence of the entity and authority of the person(s) authorized to execute and (deliver instruments affecting title to real property on behalf of the entity and containing other information required by Colorado Revised Statutes. This page is only a part of a 2016 ALTA° Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I Requirements; and Schedule B, Part II Exceptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 810165 Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Pair AMERICAN LAND TITLE ASSN?CL*TIO,N Order No. H0644773-084-LL9-LVV SCHEDULE B PART I - Requirements (Continued) NOTE: Statement of Authority for Dalo II LLC recorded February 20, 2014 at Reception No. 3997261 discloses the following person(s) authorized to sign on behalf of the entity, pursuant to Colorado Revised Statutes: David S. Forbes, Manager; R. Tim McKenna, by Delegated Authority. Note: Please be aware that due to the conflict between federal and state laws concerning the cultivation, distribution, manufacture or sale of marijuana, the Company is not able to close or insure any transaction involving Land that is associated with these activities. NOTE: Exception(s) number(ed) 1 - 3 will not appear on the Owner's Policy. Exception number 5 will be removed from the policy provided the company conducts the closing. END OF REQUIREMENTS This page is only a part of a 2016 ALTA® Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I Requirements; and Schedule B, Part II Exceptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 810165 Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. P a14,.^. AMUR! cAN LAND TITLE ASSOCIATION Order No. H0644773-084-LL9-LW SCHEDULE B PART II - EXCEPTIONS THIS COMMITMENT DOES NOT REPUBLISH ANY COVENANT, CONDITION, RESTRICTION, OR LIMITATION CONTAINED IN ANA' DOCUMENT REFERRED TO IN THIS COMMITMENT TO THE EXTENT THAT THE SPECIFIC COVENANT, CONDITION, RESTRICTION, OR LIMITATION VIOLATES STATE OR FEDERAL LAW BASED ON RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION, GENDER IDENTITY, HANDICAP, FAMILIAL STATUS, OR NATIONAL ORIGIN. The Policy will not insure against loss or damage resulting from the terms and provisions of any lease or easement identified in Schedule A, and will include the following Exceptions unless cleared to the satisfaction of the Company: 1 Any facts, rights, interests or claims that are not shown by the Public Records but which could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land. 2 Easements, liens or encumarances, or claims thereof, not shown by the Public Records. 3 Any encroachments, encumbrances, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and not shown by Public Records. NOTE: EXCEPTION NOS. 1 TF ROUGH 3 WILL NOT APPEAR ON THE POLICIES TO BE ISSUED HEREUNDER 4. Any lien or right to a lien, fcr services, labor or material heretofore or hereafter furnished, imposed by law and not shown by the public Records. 5. Defects, liens, encumbrances, adverse claims or other matters, if any, created, first appearing in the Public Records or attaching subsequent to the effective date hereof but prior to the date the proposed Insured acquires of record for the value the estate or interest or mortgage thereon covered by this Commitment. 6. Water rights, claims of title to water, whether or not these matters are shown by the Public Records. 7 All taxes and assessments, now or heretofore assessed, due or payable. NOTE: This tax exception will be amended at policy upon satisfaction and evidence of payment of taxes. 8. Any existing leases or tenancies, and any and all parties claiming by, through or under said lessees. 9. Reservations contained in the Patents recorded October 24, 1881 in Book 20 at Page 332 and September 26, 1884 in Bock 34 at Page 195 Which among other things recite as follows: Subject to any vested and accrued water }fights for mining, agricultural, manufacturing or other purposes and rights to ditches and reservoirs used in connection with such water rights, as may be recognized and acknowledged by the local customs, laws and decisions of the courts; and also subject to the right of the proprietor of a vein or lode to extract and remove his ore therefrom should the same be found to penetrate or intersect the premises hereby granted, as provided by law. This page is only a part of a 2016 ALTA® Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I Requirements; and Schedule B, Part II Exceptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 81C165 Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Pai�r� AMLRI{_AN LAND TITLE ASSOCIATION Order No. H0644773-084-LL9-LVV SCHEDULE B P:tA�:RT U - Exceptions (Continued) 10. Terms, conditions, provisions, agreements and obligations contained in the Agreement as set forth below: Recording Date: January 13, 1926 Recording No.: Book 785 at Page 239. 11. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Purpose: Recording Date: Recording No: Home Light and Power Company Electric transmission, distribution and service lines October 19, 1959 Book 1542 at Page 563. 12. All matters shown on the map of amended Subdivision Exemption No. 43 recorded October 6, 1977 at Reception Number 1732486. 13. An oil and gas lease for the term therein provided with certain covenants, conditions and provisions, together with easements, if any, as set forth therein, and any and all assignments thereof or interests therein. Recording Date: Recording No: June 1, 1979 1792317. 14. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Purpose: Recording Date: Recording No: N orthern Natural Gas Company Pipeline May 6, 1983 Reception Number 1926095 and Reception Number 1926096. 15. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Purpose: Recording Date: Recording No: Natural Gas Associates, a Colorado Partnership P ipelines February 17, 1984 1956513. 16. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Purpose: Recording Date: Recording No: Colorado Gathering and Processing Corporation, a Colorado corporation P ipeline August 29, 1985 Reception Number 2022859 and Reception Number 2022861. 17. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: The City of Greeley This page is only a part of a 2016 ALTA® Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I Requirements; and Schedule B, Part ll—Exceptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 81C165 Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. P� AN/IRK_AN LAND TITLE ASSOCIATION Order No. H0644773-084-LL9-LVV SCHEDULE B PART II - Exceptions (Continued) Purpose: Sanitary sewer line Recording Date: April 24, 1992 Recording No: 2285544. 18. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Associated Natural Gas, Inc., a Colorado corporation Purpose: Pipeline Recording Date: April 16, 1993 Recording No: 2329284. And Receipt for Additional Pipeline Rights of Way recorded March 29, 2006 at Reception Number 3374202. 19. Terms, conditions, provisions, agreements and obligations contained in the Valve Site Contract as set forth below: Recording Date: October 10, 1995 Recording No.: 2458927. 20. Easement(s) for the purprose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Public Service Company of Colorado Purpose: Utility lines Recording Date: September 20, 2004 Recording No: 3220308. 21. Reservation of all the royalty interest only under the Oil and Gas lease recorded June 1, 1979 at Reception Number 1792317, as reserved by document set forth below: Reserved by: Recording Date: Recording No.: Swift Beef Company, a Delaware corporation, formerly known as Monfort Feed Lots, Inc., a Delaware corporation and Monfort of Colorado, Inc., a Delaware corporation December 20, 2004 3245727. 22. Terms, conditions, provisions, agreements and obligations contained in the Directional Drilling, Facilities Location and Surface Use Agreement as set forth below: Recording Date: May 3, 2005 Recording No.: 3282787. 23. Terms, conditions, provisions, agreements and obligations contained in the Ditch Easement Agreement as set forth below: Recording Date: June 16, 2006 This page is only a part of a 2016 AL TA® Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I Requirements; and Schedule B, Part II —Exceptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 81C165 Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Par A N/HU : A N LAND TITLE ASSOCIATION Order No. H0644773-084-LL9-LVV SCHEDULE B PART II - Exceptions (Continued) Recording No.: 3396647. 24. Terms, conditions, provisions, agreements and obligations contained in the Directional Drilling, Facilities Location and Surface Use Agreement as set forth below: Recording Date: Recording No.: July 10, 2006 3401929. 25. Terms, conditions, provisions, agreements and obligations contained in the Relinquishment and Deed of Surface Access Rights as set forth below: Recording Date: Recording No.: July 10, 2006 3401930. 26. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Duke Energy Field Services, LP Purpose: Pipeline Right -of -Way Grant with Valve Site Recording Date: December 6, 2006 Recording No: 3439898. 27. Terms, conditions, provisions, agreements and obligations contained in the Request for Notification of Pending Surface Development as set forth below: Recording Date: August 24, 2007 Recording No.: 3499549. 28. Terms, conditions, provisions, agreements and obligations contained in the Request for Notification of Surface Development as set forth below: Recording Date: October 15, 2007 Recording No.: 3511023. 29. Terms, conditions, provisions, agreements and obligations contained in the Surface Use Agreement(s) disclosed by memorandum as set forth below: Recording Date: May 22, 2008 Recording No.: 3555948. Recording Date: June 12, 2008 Recording No: 3560230. 30. Terms, conditions, provisions, agreements and obligations contained in the Agreement as set forth below: Recording Date: February 3, 2009 This page is only a part of a 2016 ALTA® Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I Requirements; and Schedule B, Part II Exceptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 81C165 Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. P� AMIE&ICAN LAND TITLE ASSC<_IATION Cir.ct--: '.4 Order No. H0644773-084-LL9-LVV SCHEDULE B PART U - Exceptions (Continued) Recording No.: 3602970. 31. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: DCP Midstream, LP Purpose: Pipeline Recording Date: February 3, 2009 Recording No: 3602971. And Memorandum of Amendment to Nonexclusive Pipeline Easement recorded May 4, 2010 at Reception Number 3690996 and March 1, 2012 at Reception Number 3828401. 32. Terms, conditions, provisions, agreements and obligations contained in the Ordinance No. 06,2013 as set forth below: Recording Date: Recording No.: May 7, 2013 3930418. 33. Terms, conditions, provisions, agreements and obligations contained in The Grainery Annexation Agreement as set forth below: Recording Date: Recording No.: May 7, 2013 3930419. 34. All matters shown on the map of Grainery Annexation to the City of Greeley recorded May 7. 2013 at 3930420. 35. Terms, conditions, provisions, agreements and obligations contained in the Ordinance No. 07, 2013 as set forth below: Recording Date: May 7, 2013 Recording No.: 3930421. Recording Date: August 7, 2013 Recording No: Reception Number 3954396. 36. Request for Notification of Application for Development recorded August 2, 2018 at Reception Number 4420477. 37. Any rights, interests, or claims which may exist or arise by reason of the following matters disclosed by survey recoded August 5, 2020 at Reception No. 4616873, And Job No.: Dated: Prepared by: 1504-002 June 15, 2321 Northern Engineering This page is only a part of a 2016 ALTA.© Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part / Requirements; and Schedule B, Part 11 Exceptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 81C165 Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All otner uses are prohibited. Reprinted under license from the American Land Title Association. P AMLItI AN LAND TITLE /O SO Cl AT1ON Order No. H0644773-084-LL9-LVV SCHEDULE B PART II — Exceptions (Continued) Matters shown: a. Right of way for gravel roads along the easterly and northerly property lines. b. Edge of asphalt roadway crosses the south property line. c. Note No. 5 regarding Oil/gas wells and production facilities. Note: Item(s) above refer to recorded evidence that a mineral estate has been severed, leased, or otherwise conveyed from the surface estate. END OF EXCEPTIONS This page is only a part of a 2016 ALTA° Commitment for Title Insurance issued by Commonwealth Land Title Insurance Company. This Commitment is not valid without the Notice; the Commitment to Issue Policy; the Commitment Conditions; Schedule A; Schedule B, Part I — Requirements; and Schedule B, Part II —Exceptions; and a counter -signature by the Company or its issuing agent that may be in electronic form. 81C165 Commitment for Title Insurance (Adopted 6-17-06 Revised 08-01-2016) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. AMLIII::AN LAND TITLE .5OCIATION 06/18/2021 8:20 AM Commitment No. 459-H0644773-084-LL9, Amendment No. 1 AFFIDAVIT AND INDEMNITY AGREEMENT TO Heritage Title Company, Inc. a Colorado Corporation and Commonwealth Land Title Insurance Company, a Florida Corporation. 1. This is written evidence bp you that there are no unpaid bills, and to the extent there may be unpaid bills, that the undersigned undertakes aid agrees to cause the same to be paid such that there shall be no mechanics or materialmen's liens affecting the property for materials or labor furnished for construction and erection, repairs or improvements contracted by or on behalf of the unde-signed on property: legally described as: See Attached Affidavit and Indemnity Agreement Legal Description Property Address: TBD, Greeley, CO 80631 2. We further represent that to the actual knowledge and belief of the undersigned there are no public improvements affecting the property prior to the die of closing that would give rise to a special property tax assessment against the property after the date of closing. 3. We further represent that to the actual knowledge and belief of the undersigned there are no pending proceedings or unsatisfied judgments of record,, in any Court, State, or Federal, nor any tax liens filed or taxes assessed against us which may result in liens, and that if there are judgments, bankruptcies, probate proceedings, state or federal tax liens of record against parties with same or sirrilar names, that they are not against us. 4. We further represent that there are no unrecorded contracts, leases, easements, or other agreements or interests relating to said premises of which we lave knowledge. 5. We further represent that to the actual knowledge and belief of the undersigned we are in sole possession of the real property described herein other than leasehold estates reflected as recorded items under the subject commitment for title insurance. 6. We further represent that there are no unpaid charges and assessments that could result in a lien in favor of any association of homeowners which are provided for in any document referred to in Schedule B of Commitment referenced above. 7. We further understand that any payoff figures shown on the settlement statement have been supplied to Heritage Title Company, Inc. as settlement agent by the seller's/borrower's lender and are subject to confirmation upon tender of the payoff to the lender. If the payoff figures are inaccurate, we hereby agree to immediately pay any shortage(s) that may exist. If applicable as disclosed or referred to on Schedule A of Commitment referenced above. The undersigned affiant(s) know the matters herein stated are true and indemnifies Heritage Title Company, Inc., a Colorado Corporation and Commonwealth Land Title Insurance Company, a Florida Corporation against loss, costs, damages and expenses of every kind incLrred by it by reason of its reliance on the statements made herein. This agreement is executec with and forms a part of the sale and/or financing of the above described premises, and is given in addition to the conveyance and/or financing of the premises in consideration for the conveyance and/or financing, and forms a complete agreemert by itself for any action thereon. SELLER: SELLER: Greeley Land Fund, LLC SELLER: SELLER: State of Colorado }ss: County of Weld The foregoing instrument was acknowledged, subscribed, and sworn to before me on by Greeley Land Fund, LLC. (SEAL) Notary Public My Commission Expires: 06/18/2021 8:20 AM Commitment No.: 459-H0644773-084-LL9, Amendment No. 1 ATTACHED AFFIDAVIT AND INDEMNITY AGREEMENT LEGAL DESCRIPTION A parcel of land being a part of the South Half (S1/2) of Section Thirty (30), Township Six North (T.6N.), Range Sixty-five West (R.65W.), Sixth Principal Meridian (6th P.M.) County of Weld, State of Colorado, and being more particularly described as follows: COMMENCING at the Southeast Corner of said Section 30 and assuming the South line of the Southeast Quarter of said Section 30 as bearing South 89°33'01" West being a Grid Bearing of the Colorado State Plane Coordinate System, North Zone, North American Datum 1983/2007, a distance of 2631.29 feet with all bearings contained herein relative thereto: THENCE North 00°44'47" West along the East line of the Southeast Quarter (SE114) of said Section 30, a distance of 30.00 feet to the North Right -of -Way line of "O" Street (Weld County Road 64), said North Right of Way line also being the North line of the North Poudre Third Annexation recorded June 1, 1982 as Reception No. 1893288 of the Records of Weld County; THENCE South 89°33'01" West along the North Right -of -Way line of said "O" Street a distance of 1333.65 feet to the West line of that land referred to as "Parcel 3" in a Special Warranty Deed recorded June 18, 1998 as Reception No. 2620486 of the Records of Weld County, and to the POINT OF BEGINNING: THENCE South 89°33'01" West continuing along the North Right -of -Way line of said "O" Street a distance of 1297.49 feet; THENCE South 89°33'33" West again continuing along the North Right -of -Way line of said "O" Street a distance of 1203.60 feet; THENCE North 00°26'27" West a distance of 899.75 feet; THENCE North 89°12'28" East a distance of 1172.10 feet to a Point of Curvature; THENCE along the arc of a curve concave to the Northwest a distance of 31.54 feet, said curve has a Radius of 20.00 feet, a Delta of 90°20'46" and is subtended by a Chord bearing North 44°02'05" East a distance of 28.37 feet to a Point of Tangency; THENCE North 01°08'18" West along the East line of said SE1/4 a distance of 1693.84 feet to the Center Quarter corner of said Section 30; THENCE North 89°45'26" East along the North line of said SE1/4 a distance of 1295.25 feet to the Northwest corner of that land referred to as "Parcel 3" in a Special Warranty Deed recorded June 18, 1998 as Reception No. 2620486 of the Records of Weld County; THENCE South 01°11'48" East along the West line of said "Parcel 3" a distance of 2616.45 feet to the POINT OF BEGINNING. Order No. H0644773-084-LL9-LW DISCLOSURE STATEMENT • Pursuant to Section 38-35-125 of Colorado Revised Statutes and Colorado Division of Insurance Regulation 8-1-2 (Section 5), if the parties to the subject transaction request us to provide escrow -settlement and disbursement services to facilitate the closing of the transaction, then all funds submitted for disbursement must be available for immediate withdrawal. • Colorado Division of Insurance Regulation 8-1-2, Section 5, Paragraph H, requires that "Every title insurance company shall be responsible to the proposed insured(s) subject to the terms and conditions of the title insurance commitment, other than the effective date of the title insurance commitment, for all matters which appear of record prior to the time of recording whenever the title insurance company, or its agent, conducts the closing and settlement service that is in conjunction with its issuance of an owners policy of title insurance and is responsible for the recording and filing of legal documents resulting from the transaction which was closed". Provided that Heritage Title Company, Inc. conducts the closing of the insured transaction and is responsible for recording the legal documents from the transaction, exception No. 5 in Schedule B-2 will not appear in the Owner's Title Policy and Lender's Title Policy when issued. • Colorado Division of Insurance Regulation 8-1-2, Paragraph M of Section 5, requires that prospective insured(s) of a single family residence be notified in writing that the standard exception from coverage for unfiled Mechanics or Materialmans Liens may or may not be deleted upon the satisfaction of the requirement(s) pertinent to the transaction. These requirements will be addressed upon receipt of a written request to provide said coverage, or if the Purchase and Sale Agreement/Contract is provided to the Company then the necessary requirements will be reflected on the commitment. • Colorado Division of Insurance Regulation 8-1-3, Paragraph C. 11.f. of Section 5 - requires a title insurance company to make the following notice to the consumer: "A closing protection letter is available to be issued to lenders, buyers and sellers." • If the sales price of the subject property exceeds $100,000.00 the seller shall be required to comply with the Disclosure of Withholding Provisions of C.R.S. 39-22-604.5 (Nonresident Withholding). • Section 39-14-102 of Colorado Revised Statutes requires that a Real Property Transfer Declaration accompany any conveyance document presented for recordation in the State of Colorado. Said Declaration shall be completed and signed by either the grantor or grantee. • Recording statutes contained in Section 30-10-406(3)(a) of the Colorado Revised Statutes require that all documents received for recording or filing in the clerk and recorder's office shall contain a top margin of at least one inch and a left, right, and bottom margin of at least one-half of an inch. The clerk and recorder may refuse to record or file a document that does not conform to requirements of this paragraph. • Section 38-35-109 (2) of the Colorado Revised Statutes, requires that a notation of the purchasers legal address, (not necessarily the same as the property address) be included on the face of the deed to be recorded. • Regulations of County Clerk and Recorder's offices require that all documents submitted for recording must contain a return address on the front page of every document being recorded. • Pursuant to Section 10-11-122 of the Colorado Revised Statutes, the Company is required to disclose the following information: o The subject property may be located in a special taxing district. o A Certificate of Taxes Due listing each taxing jurisdiction shall be obtained from the County Treasurer or the County Treasurer's authorized agent. o Information regarding special districts and the boundaries of such districts may be obtained from the Board of County Commissioners, the County Clerk and Recorder or the County Assessor. • Pursuant to Section 10-11-123 of the Colorado Revised Statutes, when it is determined that a mineral estate has been severed from the surface estate, the Company is required to disclose the following information: that there is recorded evidence that a mineral estate has been severed, leased, or otherwise conveyed from the surface estate and that there is a substantial likelihood that a third party holds some or all interest in oil, gas, other minerals, or geothermal energy in the property; and that such mineral estate may include the right to enter and use the property without the surface owner's permission. Order No. H0644773-084-LL9-LW Note: Notwithstanding anything to the contrary in this Commitment, if the policy to be issued is other than an ALTA Owner's Policy (6/17/06), the policy may not contain an arbitration clause, or the terms of the arbitration clause may be different from those set forth in this Commitment. If the policy does contain an arbitration clause, and the Amount of Insurance is less than the amount, if any, set forth in the arbitration clause, all arbitrable matters shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the parties. RE SAFE. Inquire before you wire! Wire Fraud Alert This Notice is not intended to provide legal or professional advice. If you have any questions, please consult with a lawyer. All parties to a real estate transaction are targets for wire fraud and many have lost hundreds of thousands of dollars because they simply relied on the wire instructions received via email, without further verification. If funds are to be wired in conjunction with this real estate transaction, we strongly recommend verbal verification of wire instructions through a known, trusted phone number prior to sending funds. In addition, the following non-exclusive self-protection strategies are recommended to minimize exposure to possible wire fraud. ® NEVER RELY on emails purporting to change wire instructions. Parties to a transaction rarely change wire instructions in the course of a transaction. ® ALWAYS VERIFY wire instructions, specifically the ABA routing number and account number, by calling the party who sent the instructions to you. DO NOT use the phone number provided in the email containing the instructions, use phone numbers you have called before or can otherwise verify. Obtain the phone number of relevant parties to the transaction as soon as an escrow account is opened. DO NOT send an email to verify as the email address may be incorrect or the email may be intercepted by the fraudster. USE COMPLEX EMAIL PASSWORDS that employ a combination of mixed case, numbers, and symbols. Make your passwords greater than eight (8) characters. Also, change your password often and do NOT reuse the same password for other online accounts. • USE MULTI -FACTOR AUTHENTICATION for email accounts. Your email provider or IT staff may have specific instructions on how to implement this feature. For more information on wire -fraud scams or to report an incident, please refer to the following links: Federal Bureau of Investigation: Internet Crime Complaint Center http://www.ftstqov http://www.1c3.qov Wire Fraud Alert Original Effective Date: 5/11/2017 Current Version Date: 5/11/2017 Page 1 WIRE0016 (DSI Rev. 12/07/17) TM and © Fidelity National Financial, Inc. and/or an affiliate. All rights reserved FIDELITY NATIONAL FINANCIAL, INC. PRIVACY NOTICE Effective January 1, 2021 Fidelity National Financial, Inc. and its majority -owned subsidiary companies (collectively, "FNF," "our," or "we") respect and are committed to protecting your privacy. This Privacy Notice explains how we collect, use, and protect personal information, when and to whom we disclose such information, and the choices you have about the use and disclosure of that information. A limited number of FNF subsidiaries have their own privacy notices. If a subsidiary has its own privacy notice, the privacy notice will be available on the subsidiary's website and this Privacy Notice does not apply. 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This information is used to improve our websites Do Not Track. Currently our FNF Websites do not respond to "Do Not Track" features enabled through your browser. Links to Other Sites. FNF Websites may contain links to unaffiliated third -party websites. FNF is not responsible for the privacy practices or content of those websites. We recommend that you read the privacy policy of every website you visit. Use of Personal Information FNF uses Personal Information for three main purposes: • To provide products and services to you or in connection with a transaction involving you. • To improve our products and services. • To communicate with you about our, our affiliates', and others' products and services, jointly or independently. When Information Is Disclosed We may disclose your Personal Information and Browsing Information in the following circumstances: • to enable us to detect or prevent criminal activity, fraud, material misrepresentation, or nondisclosure; • to nonaffiliated service providers who provide or perform services or functions on our behalf and who agree to use the information only to provide such services or functions; FNF Privacy Statement (Eff. January 1, 2021) Copyright © 2021. Fidelity National Financial, Inc. All Rights Reserved MISC0219 (DSI Rev. 01/29/21) Page 1 Order No. H0644773-084-LL9-LW ® to nonaffiliated third party service providers with whom we perform joint marketing, pursuant to an agreement with them to jointly market financial products or services to you; ® to law enforcement or authorities in connection with an investigation, or in response to a subpoena or court order; or • in the good -faith belief that such disclosure is necessary to comply with legal process or applicable laws, or to protect the rights, property, or safety of FNF, its customers, or the public. The law does not require your prior authorization and does not allow you to restrict the disclosures described above. Additionally, we may disclose your information to third parties for whom you have given us authorization or consent to make such disclosure. We do not otherwise share your Personal Information or Browsing Information with nonaffiliated third parties, except as required or permitted by law. 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All Rights Reserved MISC0219 (DSI Rev. 01/29/21) Page 3 Order No. H0644773-084-LL9-LW ALTA/NSPS LAND TITLE SURVEY ALTA/NSPS LAND TITLE SURVEY A PARCEL OF LAND BEING A PART OF THE SOUTH HALF OF SECTION 30, TOWNSHIP 6 NORTH, RANGE 65 WEST OF THE 6TH P.M., CITY OF GREELEY, COUNTY OF WELD, STATE OF COLORADO (1417 0 STREET) DESCRIPTION: A parcel of land being a part of the South Half (5 li2) of Section Thirty (30), Township Six North (T.614.), Range Sixty-five West (R.65W.), Sixth Principal Meridian (6th P.M.) County of Wcid, State of Colorado, and being more particularly described as follows: COMMENCING at the Southeast Corner of said Section 30 and assuming the South line of the Southeast Quarter of said Section 30 as bearing South 89°33'0i" West being a Grid Scaring of the Colorado State Plane Coordinate System, North Zone, North American Datum 1983/2007, a distance of 2631.29 feet with all bearings contained herein relative thereto: THENCE North 00'44'47" West along the East line of die Southeast Quarter (SEI/4) of said Section 30, a distance of 30.00 feet to the North Right -of --Way line of "O" Street (Weld County Road 64), said North Right of Way line also being the North line of the North Poodle Third Annexation recorded June 1, 1982 as Reception No. 1893288 of the Records of Weld County; THENCE South 89°33'01" West along the North Right -of -Way line of said "O" Street a distance of 1333.65 feet to the West line of that land referred to as "Parcel 3" in a Special Warranty Deed recorded June 18, 1998 as Reception No. 2620486 of the Records of Weld County, and to the POINT OF BEGINNENIG: THENCE South 89°33'0I" West continuing along the North Right -of -Way line of said "O" Street a distance of 1297.49 feet; THENCE South 89°33'33" West again continuing along the North Right -of -Way line of said "O" Street a distance of 1203.60 feet; THENCE North 00°26127" West a distance of 899.75 feet; THENCE North 89° 12'28" East a distance of 1172.10 feet to a Point of Curvature; TFiFNCF. along the are of s curve concave in the Northwest a distance of 31.54 feel. said alive has a Radius of 70.00 fret. a Delta of 90°211'46" and is subtended by a Chord bearing North 44°02'05" East a distance of 28.37 feet to a Point of Tangency; THENCE North 01°08'18" West along the East line of said SE1/4 a distance of 1693.84 feet to the Center Quarter corner of said Section 30; THENCE North 89°45'26" East along the North Jiuc of said SEII4 a distance of 1295.25 feet to the Northwest corner of that land referred to as "Parcel 3" in a Special Warranty Deed recorded June 18, 1998 as Reception No. 2620486 of the Records of Weld County; THENCE South 01'11'48" East along the West line of said "Parcel 3" a distance of 2616.45 feet to the POINT OF BEGINNLaiG. Said parcel contains 302.78 acres, more or less. NOTES: I) Hertiage Tide Company, Inc., Commitment Order No. H0644773-084-LL9-LV V, dated May 10, 2021 was used in the process of this survey and the following comments correspond to Schedule 13 of the commitment . Schedule B - Section O Exceptions: 8. Any existing leases or tenancies, and any and all parties claiming by, through or under said lessees. 9. Reservations contained in the Patents recorded October 24, 1881 in Book 20 at Page 332 and September 26. 1884 in Book 34 at Page 195 Which among other things recite as follows: Subject to any vested and accrued water rights for mining, agricultural, m°c,u{acturing or other purposes and rights to ditches and reservoirs used in connection with such water rights, as may be recognized and acknowledged by the local customs, laws and decisions of the courts; and also subject to the right of the proprietor of a vein or lode to extract and remove his ore therefrom should the saute be found to ponce -ate or intersect the premises hereby granted, as provided by law. 10. Terms, conditions, provisions, agreements and obligations contained in the Agreement as set forth below: Recording Date: January 13, 1926 Recording No.: Book 785 at Page 239. -NOT PLOTTABLE- 11. Easements) for the purpose(s) shown below and rights incidental thereto. as granted in a document: Granted to: Home Light and Power Company Purpose: Electric transmission, distribution and service lines Recording Date: October l9, (959 Recording No: Book 1542 at Page 563. -PLOTTED- 12. All matters shown on the map of amended Subdivision Exemption No. 43 recorded October 6, 1977 at Reception Number 1732486. -PLOTTED- 13. An oil and gas lease for the term therein provided with certain covenants, conditions and provisions, together with easements, if any, as set forth therein, and any and all assignments thereof or interests therein_ Recording Date: June 1, 1979 Recording No: 1792317. NOT PLOTTABLE - BLANKET IN NATURE 14. Easement(s) for the purpose(s) shown below and rights incidental therein, as granted in a document: Granted to: Northern Nantral Gas Company Purpose: Pipeline Recording Date: May 6, 1983 Recording No: Reception Number 1926095 and Reception Number 1926096. -NOT PLOTTED- NOT ON SUBJECT PROPERTY IS. Easement(s) for the purpose(s) shown below and rights incidental thereto, as gamed in a document: Granted to: Natural Gas Associates. a Colorado Partnership Purpose: Pipelines Recording Date: February 17. 1984 Recording No: 1956513. -NOT PLOTTABLL•- 16. Easement(s) tin the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Colorado Gathering and Processing Corporation, a Colorado corporation Purpose: Pipeline Recording Date: August 29, 1985 Recording No: Reception Number 2022859 and Reception Number 2022861. -NOT PLOTT4BLE- NO SPECIFIED LOC.477ON 17. Eascmcnt(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: The City of Greeley Purpose: Sanitary sewer line Recording Date: April 24, 1992 Recording No: 2285544. -PLOTTED - I8. I8. Easement(s) for the purpose(s) shown below and rights incidental thereto, as grunted in a document: Granted to: Associated Natural Gas, inc., a Colorado corporation Purpose: Pipeline Recording Date: April 16, 1993 Recording No: 2329284. And Receipt for Additional Pipeline Rights of Way recorded March 29, 2006 at Reception Number 3374202. -PLOTTED- Schedule B - Section 13 Exceptions Continued: 19. Terms, conditions, provisions, agreements and obligations contained in the Valve Site Contract as set forth below: Recording Date: October 10, 3995 Recording No.: 2458927. -PLOTTED- 20. Easements) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Public Service Company of Colorado Purpose: Utility lines Recording Date: September 20, 2004 Recording No: 3220308. -PLOTTED- 21. Reservation of all the royalty interest only under the Oil and Gas lease recorded June 1, 1979 at Reception Number 1792317, as reserved by document set forth below: Reserved by: Swift Beef Company, a Delaware corporation, formerly known as Monfort Feed Lots, Inc., a Delaware corporation and Monfort of Colorado, Inc., a Delaware corporation Recording Dare: December 20, 2004 Recording No,. 3745777.-•IVCtTPL0TT.4FLll- 22. Terms, conditions, provisions, agreements and obligations contained in the Directional Drilling, Facilities Lucatiun nod ©utfuce Use Ptgreetnutt ua uet forth bulun. Recording Date: May 3, 2005 Recording No.: 3282787. -NOT PLOTTABLE- 23. Terms, conditions, provisions, agreements and obligations contained in the Ditch Easement Agreement as set forth below: Recording Date: June 16, 2006 Recording No.: 33 96647. - DiTCH NOT PLOTTED, IN SEC. 25- AGREEMENT INCLUSIVE OP SUBJECT PROPERTY 24. Terms, conditions, provisions, agreements and obligations contained in the Directional Drilling, Facilities Location and Surface Use Agreement as set forth below: Recording Date: July 10, 2006 Recording No.: 3401929.-NOTPLO77A8LE- SEESVRJ'EY NOTE A5 25. Terms, conditions, provisions, agreements and obligations contained in the Relinquishment and Deed of Surface Access Rights as set forth below: Recording Date: July 10, 2006 Recording No.: 3401930- -NO7'PLOTTABLE- SEE SURVEY NOTE iS 26. Easement(s) for the putpose(s) shown below and tights incidental thereto, as granted in a document Granted to: Duke Energy Field Services, LP Purpose: Pipeline Right -of -Way Grant with Valve Site Recording Date: December 6, 2006 Recording No: 3439898. -PLOTTED - 27. Terms, conditions, provisions, agreements and obligations contained in the Request for Notification of Pending Surface Development as act forth below: Recording Date: August 24, 2007 Recording No.: 3499549. -NOT PLOTTABLE- SEE SURVEY NOTE #5 28. Terms, conditions, provisions, agreements and obligations contained in the Request for Notification of Surface Development as set forth below: Recording Date: October I5, 2007 Recording No.: 35 i 1023. -NOT PLOTTABLE- BLANKET IN NATURE - INCLUSIVE OF SUBJECT PROPERTY 29. Terms, conditions, provisions, agreements and obligations contained in the Surface Use Agreement(s) disclosed by memorandum as set forth below: Recording Date: May 22, 2008 Recording No.: 3555948. Recording Date: June 12, 2008 Recording No: 3560230. -NOT PLOYTAELE- BLANKET IN NATURE - INCLUSIVE OF SUBJECT' PROPERTY 30. Terms, conditions, provisions, agreements and obligations contained in the Agreement as set forth below: Recording Date: February 3, 2009 Recording No.: 3602970. -NOT PLOTTABLE- BLANKET IN NATURE - mans;]e or SUBJECT PROPERTY 31. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: DCP Midstream, LP Purpose: Pipeline Recording Date: February 3, 2009 Recording No: 3602971. And Memorandum of Amendment to Nonexclusive Pipeline Easement recorded May 4, 2010 at Reception Number 3690996 and March 1, 2012 at Reception Number 3828401. -PLOTTED - 32. Terms, conditions, provisions, agreements and obligations contained in the Ordinance No. 06,2013 as set forth below: Recording Date: May 7, 2013 Recording No.: 3930418. -NOT PLOTTiJBLE- 33. Terms, conditions, provisions, agreements and obligations contained in Thu Graincry Annexation Agreement us set forth below: Recording Date: May 7, 2013 Recording No.: 3930419. NOT PLOJTABLE- 34. All matters shown on the map of Grainery Annexation to the City of Greeley recorded May 7, 2013 at 3930420. - PLOTTED - 35, Terms, conditions, provisions, agreements and obligations contained in the Ordinance No. 07, 2013 as set forth below: Recording Date: May 7, 2013 Recording No.: 3930421. Recording Date: August 7, 2013 Recording No: Reception Number 3954396. -PLOTTED- EXHIBIT .4 DESCRIBES SUBJECT PROPERTY 36. Request for Notification of Application for Development recorded August 2, 2018 at Reception Number 4420477. -NOT PLOTT.4BLE- BLANKET IN NATURE - INCLUSIVE OF SUBJECT PROPERTY 37. Any rights, interests, or claims which may exist or arise by reason of the following matters disclosed by survey recorded August 5, 2020 at Reception No. 4616873, Job No.: 1152-001.06 Dated: March .3, 2020 Prepared by: Northern Engineering Matters shown: a. Right of way for gravel roads along the easterly and northerly property lines. b. Right of way for dirt access road along the south property line. Note: Ttem(s) above refer to recorded evidence that a mineral estate has been severed, leased, or otherwise conveyed from the surface estate. SITE Dentist AS-PEET -IiII AVE----:; Th 4INtVAMAP 1C1NIT' . 2000' NOTES CONTINUED: 2) Gross land area is 447,145 square feet, or 102.78 acres, more or less. 3) There were no current zoning classification or building setback rcquirements/restrictious provided to the surveyor by the insurer. 4) There is no observed evidence of current earth moving work, building construction or building additions. 5) The Colorado Oil and Gas Cuuservation Commission website indicates that the oiligas wells on the Subject Property have been abandoned. Oil/Gas production facilities that previously existed along the Easterly side of the Subject Property have been removed and only the graveled pad area remains. 6) The lineal unit of measurement for this survey is U. S. Survey Feet. 7) The Basis of Bearings is the South line of the Southeast Quarter of Section 30 as bearing South 89°33'01" West, and monumented as shown on drawing. 8) The Subject Property is inclusive of Lot A & portions of Lot B of Subdivision Exemption No. 0803-30-4-5E43 Recorded May 12, 1977 as Reception No. 1718987 of the Records of Weld County. Northern Engineering or the Professional Land Surveyor listed hereon, does not have the expertise to address mineral rights, and recommends the owner retain an expert to address these matters. Northern Engineering or the Protbssional Land Surveyor listed heron assumes no responsibility for the mineral rights upon the subject property. A copy of the title commitment and the documents contained therein were provided to the owner, client and those entities Listed under the surveyor's certification for their use and review. For easements created by separate document and shown hereon refer to record document for specific terms. Not all documents listed in title commitment arc plottable or definable. Those easements that are definable by their descriptions arc shown baton. Owner, Client and others should refer to the title commitment and those documents listed therein for a true understanding of all nchts of way, easements, encumbrances, interests and title of record concerning the subject property. The word "cortify" ur "certification" as shown and used hereon is an expression of professional opinion regarding the facts of the survey, and does not constitute a warranty or guaranty, expressed or implied. DORA Bylaws and Rules (4 CCR 730-1). Easements and other record documents shown or noted hereon were examined as to location and purpose and were not examined as to restrictions, exclusions, auditions, obligations, toms, or as to the right to grant the same. Only observed evidence of aboveground utilities has been shown pursuant to Section 5 Paragraph E (iv) of the ALTA/NSPS Minimum Standard Detail Requirements. The surveyor was not requested to include Table A items 1 la and 1lb in the scope of performing this ALTA/NSPS survey. There is a potential that underground utilities may exist on this site. An "encroachment" is a deterntination of law, not a matter of survey, and thus cannot be identified as such by a surveyor. The survey drawing details the deed lines, the lines of possession and displays observed objects or improvements on or near these lines. Ownership of fences, if any, was not determined under the scope of this survey. Only observable surface and above ground structures were located. No underground improvements were located. The Professional opinion of the Surveyor is not a determination of law, nor a mutter of fact. SURVEYOR'S CERTIFICATE: To Greeley Land Fund, LLC, Waypoint Companies, LLC, and Heritage Title Company, Ire: This is to certify that this map or plat and the survey on which it is based were made in accordance with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Tide Surveys, jointly established and adopted by ALTA and NSPS, and includes Items'', 2, 4, 7a, 8, 13, and 16 of Table A thereof. The fieldwork was completed on June 2, 2021. Steven A. Lund Registered Professional Land Surveyor Colorado Registration No. 34995 For and on behalf of Northern Engineering Services, Inc. 2 oz I-0 5S a,a N t d° € SS. d CD 5 MIO h ig it 0 z,,, Rt4 N Zo 00 0 0 0 ALTA/NSPS LAND TITLE SURVEY 0 0 O O IL J 00 0 W Qw w <Ct Sheet 1 Of 2 Sheets ALTA/NSPS LAND TITLE SURVEY ALTA/NSPS LAND TITLE SURVEY ALTA/NSPS LAND TITLE SURVEY A PARCEL OF LAND BEING A PART OF THE SOUTH HALF OF SECTION 30, TOWNSHIP 6 NORTH, RANGE 65 WEST OF THE 6TH P.M., CITY OF GREELEY, COUNTY OF WELD, STATE OF COLORADO (1417 O STREET) NORTH ISO LINE LEGEND OFWAY ME "1.1",14 000,. w.; aerie. SYMBOL LEGEND FOUVO COMER 0 EREAKERKIX VARE 0 r O dP WATER SPIGOT MA, NOTE: THE LOCAnON OF UNDERGROUND UTILITIES ARE NOT SH0WN.ETHE Sicvm A_ Lund Registered Professlunal Lex. Surveyor Colorado P.4smat.ra No. 38,70 IF_ W1/4530-T6N-R65W 4 FOUND p5 SERUM WITH 2.5" ALUMINUM CAP LS 12374°2004" IN MONUMENT BOX DETAIL LOT C OF RE NO. 080330-1-RECX-0118 REC. NO. 3997254 OWNER: HUNGENBERG GROUP FARMS LLLP PARCEL NO. 080330200019 555 B re O STREET / Della= 90°20'48" R=20.00' L931.54' _ OIr= N44°O'05" E Chord. 28.22` 89.12'28'E 1172.10' LOT C OF RE NO. 0803°30-1-RECX-0118 REC. NO.3997254 OWNERHUNGENBERG GROUP FARMS LLLP PARCEL NO. 080330200019 N89°4526'E 129525'-----------, �'--- _ _ Lr�sw 7:ar ATE \\ k: NN \ \ t \\ \\ f Y SUBJECT PROPERTY 447,145 sq. ft. 102.78/acres 11.111 e.w484 .r 589 33 3 W 1203 6 _- 1 LOT A OF mss, WARCEL 08033090009 89"3301'W 129769 �-� __^W EAR S)631.e OF BOUNDARY Rmo IN z,D Bg cr r LLIIX L Iz UI �� a2 13 zw ALTA/NSPS LAND TITLE SURVEY 0 O g g 0 00 -O U } w CL O Sheet 2 Of 2 Sheets ALTA/NSPS LAND TITLE SURVEY PUBLIC NOTICE NOTICE IS HEREBY GIVEN that the Board of Weld County Commissioners will consider the purchase of a property in an amount greater than $2,500,000 that was not identified in the 2021 County budget in its Hearing Room, Weld County Administration Building, 1150 O Street, Greeley, Colorado, on the day and at the time specified. This notice is in accordance with Section 16-6 of the Weld County Home Rule Charter. DATE: July 12, 2021 TIME: 9:00 A.M. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO DATED: June 25, 2021 PUBLISHED: June 27, 2021, in the Greeley Tribune PUBLISHED: July 7 2021, in the Greeley Tribune PUBLIC NOTICE NOTICE IS HEREBY GIVEN that the Board of Weld County Com- missioners will consider the purchase of a property In an amount greater than $2.500.00000 that was not identified 14 the 2021 County budget in its Wearing Room, Weld County Adminis- tration Building, 1150 O Street, Greeley, Colorado, on the day and at the time specified. This rhotice is in accordance with Sec- tion 16.6 of the Weld County Home Rule Charter, HEARING DATE: Duty 1242021 HEARING TIME: 9:00 A. M. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO DATED June ?.5, x021 PUBLISHED; June 21.2021. In the Greeley Tribune PUBLISHED: July?; 2021, in the frealeyTriburie a 1811316 Prairie Mountain Media, LLC PUBLISHER'S AFFIDAVIT County of Weld State of Colorado The undersigned, Shayla Naera being first duly sworn under oath, states and affirms as follows: 1. Ho/she Is the legal Advertising Reviewer of Prairie Mountain Media LLC, publisher of the Greeley Tribune. 2. The Greeley Tribune is a newspaper of general circulation that has been published continuously and without interruption for at least fiftyatwa weeks i.n Weld County and meets the legal requisites for a legal newspaper under Colo. Rev. Stat. 24-70-103. 3. The notice that Is attached hereto is a true copy, published In the Greeley Tribune in Weld County on the following date(s): Jun 27 and Jul 7, 2021 Signature Sub cr"bed and sworn to me before me this day of 7) Notary Pub ''c evaLL. qv X4= 6;4 I 4,k as IJAWNILePtalWeeii4 l,iluxr'.+t'µ t�YM1:w.�AArp'} MELISSA L NAJERA NOTARY PUS.IG STATE OF COLORADO r' NOTARY ID 20064049936 y r (SEAL) MY COMMISSION EXPIRES DECEMBER 11, 2022 Account: Ad Number Fee: 1099690 1811316 $12.16 1.4 Hello