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CONDITIONS
<br />1. DEFINITION OF TERMS
<br />The following terns when used in this policy moan:
<br />(a) "Amount of Insurance": The amount stated in Schedule A, as
<br />may be increased or decreased by endorsement to this policy,
<br />increased by Section 8(b), or decreased by Sections 10 and 11
<br />of these.Conditions.
<br />(b) "Date of Policy": The date designated as "Date of Policy" in
<br />Schedule A.
<br />(c) "Entity": A corporation, partnership, trust, limited liability
<br />company, or other similar legal entity.
<br />(d) "Insured": The Insured named in Schedule A.
<br />(i) The term "Insured" also includes
<br />(A) successors to the Title of the Insured by operation of
<br />law as distinguished from purchase, including heirs,
<br />devisees, survivors, personal representatives, or next
<br />of kin;
<br />(B) successors to an Insured by dissolution, merger, con-
<br />solidation, distribution, or reorganization;
<br />(C) successors to an Insured by its conversion to another
<br />kind of Entity;
<br />(D) a grantee of an Insured under a deed delivered without
<br />paymentof actual valuable consideration conveying the
<br />Title
<br />(1) if the stock, shares, memberships, or other equity
<br />interests of the grantee are wholly-owned by the
<br />named Insured,
<br />(2) if the grantee wholly owns the named Insured,
<br />(3) if the grantee is wholly-owned by an affiliated En-
<br />tity of the named Insured, provided the affiliated
<br />Entity and the named Insured are both wholly-
<br />owned by the same person or Entity, or
<br />(4), if the grantee is a trustee or beneficiary of a trust
<br />created by a written instrument established by the
<br />Insured named in Schedule A for estate planning
<br />purposes.
<br />(ii) With regard to (A), (B), (C), and (D) reserving, however, all
<br />rights and defenses as to any successor that the Company
<br />would have had against any predecessor Insured.
<br />(e) "Insured Claimant": An Insured claiming loss or damage.
<br />(f) "Knowledge" or "Known": Actual knowledge, not construc-
<br />tive knowledge or notice that may be imputed to an Insured by
<br />reason of the Public Records or any other records that impart
<br />constructive notice of matters affecting the Title.
<br />(g) "Land": The land described in ScheduleA, and affixed improve-
<br />ments that by law constitute real property. The term "Land"
<br />does not include any property beyond the lines of the area
<br />described in Schedule A, nor any right, title, interest, estate, or
<br />easement in abutting streets, roads, avenues, alleys, lanes, ways,
<br />or waterways, but this does not modify or limit the extent that
<br />a right of access to and from the Land is insured by this policy.
<br />(h) "Mortgage": Mortgage, deed of trust, trust deed, or other secu-
<br />rity instrument, including one evidenced by electronic means
<br />authorized bylaw.
<br />(i) "Public Records": Records established under state statutes at
<br />Date of Policy for the purpose of imparting constructive notice
<br />of matters relating to real property to purchasers for value and
<br />without Knowledge. With respect to Covered Risk 5(d), "Public
<br />Records" shall also include environmental protection liens filed
<br />in the records of the clerk of the United States District Court
<br />for the district where the Land is located.
<br />0) "Title": The estate or interest described in Schedule A.
<br />(k) "Unmarketable Title": Title affected by an alleged or apparent
<br />matter that would permit a prospective purchaser or lessee.of
<br />the Title or lender on the Title to be released from the obligation
<br />to purchase, lease, or lend if.there is a contractual condition
<br />requiring delivery of marketable title.
<br />2. CONTINUATION OF INSURANCE
<br />The coverage of this policy shall continue in force as of Date of
<br />Policy in favor of an Insured, but only so long as the Insured retains
<br />an estate or interest in the Land, or holds an obligation secured by a
<br />purchase money Mortgage given by a purchaser from the Insured,
<br />or only so long as the Insured shall have liability by reason ofwar-
<br />ranties in any transfer or conveyance of the Title. This policy shall
<br />not continue in force in favor of any purchaser from the Insured
<br />of either (i) an estate or interest in the Land, or -(ii) an obligation
<br />secured by a purchase money Mortgage given to the Insured.
<br />3. NOTICE OF CLAIM TO BE GIVEN BY INSURED
<br />CLAIMANT
<br />The Insured shall notify the Company promptly in writing (i) in
<br />case of any litigation as set forth in Scotian 5(a) of these Condi-
<br />tions, (ii) in case Knowledge shall come to an Insured hereunder of
<br />any claim of title or interest that is adverse to the Title, as insured,
<br />and that might cause loss or damage for which the Company may
<br />be liable by virtue of this policy, or (iii) if the Title, as insured, is
<br />rejected as Unmarketable Title. If the Company is prejudiced by
<br />the failure of the Insured Claimant to provide prompt notice, the
<br />Company's liability to the Insured Claimant under the policy shall
<br />be reduced to the extent of the prejudice.
<br />4. PROOF OF LOSS
<br />In the event the Company is unable to determine the amount of loss,
<br />or damage, the Company may, at its option, require as a condition
<br />of payment that the Insured Claimant furnish a signed proof of loss.
<br />The proof of loss must describe the defect, lien, encumbrance, or
<br />other matter insured against by this policy that constitutes the basis
<br />of loss or damage and shall state, to the extent possible, the basis
<br />of calculating the amount of the loss or damage.
<br />5. DEFENSE AND PROSECUTION OF ACTIONS
<br />(a) Upon written request by the Insured, and subject to the options
<br />contained in Section 7 of these Conditions, the Company, at
<br />its own cost and without unreasonable delay, shall provide for.
<br />the defense of an Insured in litigation in which any third party
<br />asserts a claim covered by this policy.adverse to the Insured.
<br />This obligation is limited to only those stated causes of action
<br />alleging matters insured against by this policy. The Company
<br />shall have the right to select counsel of its choice (subject to the
<br />right of the Insured to object for reasonable cause) to represent
<br />the Insured as to those stated causes of action. It shall not be
<br />liable for and will not pay the fees of any other counsel. The
<br />Company will not pay any fees, costs, or expenses incurred by
<br />the Insured in the defense of those causes of action that allege
<br />matters not insured against by this policy.
<br />(b) The Company shall have the right, in addition to the options
<br />contained in Section 7 of these Conditions, at its own cost, to
<br />institute and prosecute any action or proceeding or to do any
<br />OP -25 ALTA Owners Policy ofTitte Insurance 6-17-06 (with FLORIDA Modifications) (WLTTC Edition 12/1/17) Page 3
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