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Home My WebLink AboutCUP 16-08; PRANA EMPLOYEE STORE;(1 City of LAND USE REVIEW Development Services Planning Division Carlsbad APPLICATION 1635 Faraday Avenue P-1 (760) 602-4610 www.carlsbadca.gov APPLICATIONS APPLIED FOR:(CHECK BOXES) Development Permits (FOR DEPT. USE ONLY)Legislative Permits (FOR DEPT. USE ONLY) 0 Coastal Development Permit 0 Minor 0 General Plan Amendment ID Conditional Use Permit 0 Minor Extension eulogy) 0 Local Coastal Program Amendment O Day Care (Large)0 Master Plan 0 Amendment O Environmental Impact Assessment 0 Specific Plan 0 Amendment O Habitat Management Permit 0 Minor Zone Change El Hillside Development Permit 0 Minor 0 Zone Code Amendment O Nonconforming Construction Permit South Carlsbad Coastal Review Area Permits O Planned Development Permit Minor 0 Review Permit 0 Residential Non-Residential Administrative Minor Major O Planning Commission Determination O Reasonable Accommodation Village Review Area Permits O Site Development Plan 0 Minor 0 Review Permit D Special Use Permit y 9 Administrative Minor 9 Major O Tentative Parcel Map (Minor Subdivision) 9 Tentative Tract Map (Major Subdivision) O Variance 0 Minor NOTE: A PROPOSED PROJECT REQUIRING MULTIPLE APPLICATIONS MUST BE SUBMITTED PRIOR TO 3:30 P.M.A PROPOSED PROJECT REQUIRING ONLY ONE APPLICATION MUST BE SUBMITTED PRIOR TO 4:00 P.M. ASSESSOR PARCEL NO(S).:2218811500 PROJECT NAME:prAna Employee Store BRIEF DESCRIPTION OF PROJECT:The installation of an after-hours, invitation-only employee retail store within the existing prAna headquarters. PROJECT VALUE (SITE IMPROVEMENTS)NA ESTIMATED COMPLETION DATE NA LOCATION OF PROJECT:3209 Lionshead Avenue STREET ADDRESS ON THE:South SIDE OF Lionshead (NORTH, SOUTH, EAST, WEST)(NAME OF STREET) BETWEEN Eagle Drive AND Business Park Drive (NAME OF STREET)(NAME OF STREET) P-1 Page 1 of 6 Revised 09/16 OWNER NAME (Print):Odin Medina raiMand LIA Bra „anMOM APPLICANT NAME (Print):Michael Pogue, prAna CFO MAILING ADDRESS:222 Kearny Street, 0600 MAILING ADDRESS: 3209 Uonshead Avenue _ CITY, STATE, ZIP:San Francisco, CA 94108 CITY, STATE, ZIP:Carlsbad, CA 92010-4710 TELEPHONE (415) 310-7717 TELEPHONE:780-586-1070 EMAIL ADDRESS:bhecktmen@graymarkcapftal.com EMAIL ADDRESS:mpogue@prAna.com I CERTIFY THAT I AM THE LEGAL OWNER AND THAT ALL. THE ABOVE I CERTIFY THAT I AM THE LEGAL REPRESENTATIVE OF THE OWNER INFORMATION IS TRUE AND CORRECT TO THE BEST OF MY AND THAT ALL THE ABOVE INFORMATION IS TRUE AND CORRECT TO KNOWLEDGE.I CERTIFY AS LEGAL OWNER THAT THE APPUCANT AS THE BEST OF MY KNOWLEDG SET FORTH HEREIN IS MY AUTHORIZED REPRESENTATIVE FOR PURPOSES OF THIS AP LIGATION.,PAIA SIGNATURE DATE S DATE APPLICANTS REPRESENTATIVE (Print):Patrick Zabrockl -Howes, Weller 8 Associates MAILING ADDRESS:2888 Loker Avenue East #217 CITY, STATE, ZIP:Carlsbad, CA 92010 TELEPHONE:760-929-2288 EMAIL ADDRESS:pzabrocld@hwplannIng.com I CERTIFY THAT I AM THE REPRESENTATIVE OF THE APPLICANT FOR PURPOSES OF THIS APPLICATION AND THAT ALL THE ABOVE INFORMATION IS TRUE AND CORRECT TO THE BEST OF MY 101;ri p er__/706 - S TU DA IN THE PROCESS OF REVIEWING THIS APPLICATION IT MAY BE NECESSARY FOR MEMBERS OF CITY STAFF,PLANNING COMMISSIONERS OR CITY COUNCIL MEMBERS TO INSPECT AND ENTER THE PROPERTY THAT IS THE SUBJECT OF THIS APPLICATION.VWE CONSENT TO ENTRY FOR THIS PURPOSE. NOTICE OF RESTRICTION:PROPERTY OWNER ACKNOWLEDGES AND CONSENTS TO A NOTICE OF RESTRICTION BEING RECORDED ON THE TITLE TO HIS PROPERTY IF CONDITIONED FOR THE APPLICANT.NOTICE OF RESTRICTIONS RUN WITH THE LAND AND BIND ANY UCCESSORS IN INTEREST. PROPERTY OWNER SIGNATURE FOR CITY USE ONLY NIL '\I 0 1 2016 DATE STAMP APPLICATION RECEIVED RECEIVED BY: """*. P-1 Page 2 of B Revised 09/18 Development Services City of DISCLOSURE STATEMENT Planning Division Carlsbad P-1(A)1635 Faraday Avenue (760) 602 -4610 www.carlsbadca.gov Applicant's statement or disclosure of certain ownership interests on all applications which will require discretionary action on the part of the City Council or any appointed Board, Commission or Committee. The following information MUST be disclosed at the time of application submittal.Your project cannot be reviewed until this information is completed. Please print. Note: Person is defined as 'Any individual, firm, co-partnership, joint venture, association, social club, fraternal organization, corporation, estate, trust, receiver, syndicate,in this and any other county, city and county, city municipality, district or other political subdivision or any other group or combination acting as a unit? Agents may sign this document; however, the legal name and entity of the applicant and property owner must be provided below. 1.APPLICANT (Not the applicant's agent) Provide the COMPLETE,LEGAL names and addresses of ALL persons having a financial interest in the application.If the applicant includes a corporation or partnership, include the names,titles,addresses of all individuals owning more than 10%of the shares.IF NO INDIVIDUALS OWN MORE THAN 10%OF THE SHARES,PLEASE INDICATE NON-APPLICABLE (N/A)IN THE SPACE BELOW.If a publicly-owned corporation,include the names,titles,and addresses of the corporate officers.(A separate page may be attached if necessary.) Michael Pogue prAnaPersonCorp/Part Title Chief Financial Officer Title Address 3209 Lionshead Ave. Carlsbad, CA 92010 Address 2.OWNER (Not the owner's agent) Provide the COMPLETE,LEGAL names and addresses of ALL persons having any ownership interest in the property involved.Also,provide the nature of the legal ownership (i.e.,partnership,tenants in common,non-profit,corporation,etc.).If the ownership includes a corporation or partnership, include the names, titles, addresses of all individuals owning more than 10% of the shares.IF NO INDIVIDUALS OWN MORE THAN 10%OF THE SHARES,PLEASE INDICATE NON-APPLICABLE (N/A)IN THE SPACE BELOW.If a publicly-owned corporation,include the names,titles,and addresses of the corporate officers.(A separate page may be attached if necessary.) Person Brian Hecktman Corp/Part 3209 Lionsheat LLC.Delaware LLC do Graymark Capital Title Chief Executive Officer Title Address 222 Kearny Street, #600 Address San Francisco, CA 94108 P-1(A)Page 1 of 2 Revised 07/10 3.NON-PROFIT ORGANIZATION OR TRUST If any person identified pursuant to (1) or (2) above is a nonprofit organization or a trust. list the names and addresses of AM person serving as an officer or director of the non- profit organization or as trustee or beneficiary of the. Non Profit/Trust Non Profit/Trust Title Title Address Address 4.Have you had more than $500 worth of business transacted with any member of City staff,Boards,Commissions,Committees and/or Council within the past twelve (12) months? Yes in No If yes, please indicate person(s): NOTE:Attach additional sheets if necessary. I certify that all the above information is true and correct to the best of my knowledge. a#tr/,7/4Signature of owner/date Sig ature of Ilcant/date 32o/L_ityidtVeivi l35Lie rAiflet CEO Print or type ,game of owner to arm..or type nam of apptant Ree-X-VSP. 3r (6 ignature of owner/applica 's gent if applicableldate Pc(1 tick 46.^ock;Houit?S Weiler ItAsSine. Print or type name of owner/applicant's agent P-1(A)Page 2 of 2 Rev led 07/19 HowesVVeiler &Associates LAND USE PLANNING AND ENGINEERING TRANSMITTAL DATE:November 1,2016 TO:City of Carlsbad Planning Department FROM:Patrick Zabrocki, Howes Weiler & Associates SUBJECT:Conditional Use Permit for prAna Employee Store Project located at 3209 Lionshead Avenue Please find the following items submitted for a Conditional Use Permit for the proposed prAna Employee Store Project located at 3209 Lionshead Avenue, Carlsbad, California. •P-1 Land Use Review Application •P-1(A) Disclosure Statement •P-1(B) Project Description with attachment •P-1(C) Hazardous Waste and Substances Statement •P-1(D) EIA Form with attachment •P-1(E) Time Limits on Discretionary Projects •Trip Generation Letter •Two (2) copies of the Preliminary Title Report •Early Public Notice package —600 feet •Seven (7) 24"x 36" copies of Site/Floor Plan •Check in the amount of $4,595.20 o Conditional Use Permit =$4,567.00 o Noticing Postage =60 labels x 0.47/stamp =$28.20 NOV 01 2016 2SS loker Avenue Fosl Suite 217 Collsbod CA 42U11.1 www 'iv/planning tom 760 1/29 Ay of PROJECT DESCRIPTION Development ServicesCPlanningDivision Carlsbad P-1 (B)1635 Faraday Avenue (760) 602-4610 www.carlsbadca.gov PROJECT NAME:prAna Employee Store APPLICANT NAME:Michael Pogue, CFO Please describe fully the proposed project by application type.Include any details necessary to adequately explain the scope and/or operation of the proposed project.You may also include any background information and supporting statements regarding the reasons for,or appropriateness of, the application.Use an addendum sheet if necessary. Description/Explanation: Please see attached addendum sheet for Project Description. P-1(B)Page 1 of 1 Revised 07/10 HowesWeiler & Associates LAND USE PLANNING AND ENGINEERING P-1 (B) Project Description prAna Employee Store Project November 2016 PROJECT SITE The proposed project is located at 3209 Lionshead Avenue in the City of Carlsbad (Exhibit 1—Site Location Map) between Eagle Drive to the west and Business Park Drive to the east. The 5.29 acre site (APN 221-881-15)contains the prAna clothing company corporate offices and warehouse/ distribution center within the 74.187 square foot (sf) building. The project site has a General Plan Land Use and Zoning Designation of Planned Industrial (P-I P-M) and is surrounded by undeveloped property to the north and east and other industrial uses to the west and south. BACKGROUND The applicant and current tenant of 3209 Lionshead Avenue is the prAna clothing company. prAna was established in Carlsbad in 1992 and has developed a reputation for creating sustainably made yoga wear and climbing gear from responsibly sourced materials and has evolved into a brand that appeals to active lifestyles of all kinds. The company's mission is to "INSPIRE HEALTHY, ACTIVE, AND FREE-SPIRITED LIVING." The company's success led to their acquisition by Columbia Sportswear in 2014 and was welcomed into the Columbia family of active and outdoor lifestyle brands which include Mountain Hardwear, Sorel, Montrail, and Pacific Trail. Joining forces with Columbia has led to exceptional growth of the prAna products and the company's expansion beyond their current capacity in Carlsbad. Despite the need to obtain more warehouse/distribution space, prAna desires to maintain their current headquarters in Carlsbad to maintain consistency with the brand culture. Joining forces with Columbia has not only made sense for the operational growth of prAna but also for the company culture. The casual business style of both companies is closely matched making for desirable products as well as being a desirable place to work for people living active and outdoor lifestyles. One of Columbia Sportswear's strategies to becoming a desirable place to work includes operating invite-only employee retail stores (Employee Stores) that are located at several Columbia corporate buildings. The Employee Stores are provided as a benefit to employees, employee family members, and select industry or community partners to be able to purchase products at a greatly reduced cost. The success of the Employee Stores at other Columbia corporate buildings located in Portland (OR), Richmond (CA), and Canada has led to the decision to seek approval to open an Employee Store at the prAna Carlsbad headquarters located at 3209 Lionshead Avenue. 2888 lokei Avenue Last.Suitt 21/Carlsbad. CA 92010 www liwplanning c onl /60 925 2288 ., • • • •• • •• EMPLOYEE STORE •• The prAna clothing company proposes to build an invitation-only Employee Store within the existing prAna headquarters and warehouse. The proposed Employee Store will occupy an area .• approximately 10,000 sf currently used for warehousing within the western portion of the 74.187 sf existing prAna building. All improvements would occur within the interior of the existing building and no exterior improvements or permanent signage are proposed. Photographs of the site and building exterior are provided in Exhibit 2 —Existing Site Photographs. Improvements for the Employee Store will only be made to the interior of the building and will be made to make the io,00ci sf area look and feel like a typical retail store. Photographs of Employee Stores at other Columbia corporate buildingS are provided in Exhibit 3 —Example Employee Store Photographs,to,demonstrate an example of the interior design of an Employee Store. The Employee Store willinclude many of the components found in a traditional retail store including a product sales area,fitting rooms, bathrooms, check-out counter, and a janitorial closet. The only portion of the proposed improvements that are not found in a typical retail store will be the check-in area. The check-In area Is much like an entrance to a movie theatre, where tickets will be • scanned to ensure that access is only granted to visitors who have a valid invitation and will prevent the non-Invited general public from accessing the store. Once visitors go past the check-in area, the shopping experience at this Employee Stare will be similar to an experience at a typical retail store • open to the public.• • PROPOSED EMPLOYEE STORE OPERATIONS • •Jnvitation and Access The proposed Employee Store will act as extension of the corporate operations and not be open to the general public. Admittance to the Employee Store is managed through the Columbia •Sportswear's "Friends and Family Program".• • Through the program, an invitatlonwill be sent to the selected employees,• employee family • members, or industry/community partners. The invitation will have a barcode for tracking purposes and indicate a predetermined date and time that the invitee will be able to have access to the' Employee Store arid purchase products discounted up to 5o%.The invitee will be able to bring up to •four.(4) family members or friends but the invitations will non-transferrable. To gain access to the store the invitee will need to show the invitation to the check-in receptionist along with business verification and/or photo identification to match the invitation. A sample invitation is provided. in •Exhibit 4 -Example Invitation and Signage. Hours • The prAna EMployee Store will 'operate on an "off-hours" schedule. It will only be open from 5:oo p.m. to 8:00 p.m. Monday through Friday,16:oo a.m. to 6:oo p.m. on the weekends. Signage • No fixed or permanent signage for the Employee Store will be installed at the project site., During the operating hours listed above a temporary folding sign will placed outside the Employee Store .• • • •••2888 Loker Avenue East, SuHe 217, Carlsbad, CA 92010 www.hwDloni1Ina.corn .760.929.2288 • entrance door (Exhibit 4). A small sign may be placed at the entrance to the prAna offices at the eastern side of the building to assist in directing invitees to the Employee Store entrance. PARKING Parking demand for the proposed Employee Store will not be the same as a traditional retail store because the Employee Store will only be open to shoppers who have been invited by prAna and not to the general public. Additionally, the store will only be open from 5:oo p.m. to 8:oo p.m. during the week and from 10:00 a.m. to 6:oo p.m. on the weekends. Therefore, the availability of spaces will be higher because they will not conflict with the daytime work hours of the prAna staff. However, since there is no parking generation rate for the proposed Employee Store,a conservative approach is being taken and the Carlsbad "Retail Uses —Individual" rate of 1/30o sf is being applied to this project. The conversion of the 10,000 sf of existing warehouse use space to the retail use is factored into the parking demand calculation presented below: prAna Employee Store Parking Generation USE RATE 1122n SPACES EXISTING PARKING Office 1/250 25.386 102 Warehouse 1/1,00o 48,801 49 Com •an Van 1 Existin•Demand 74.187 152 EMEninr 220 lu PROPOSED PARKING Existin: Office 1/250 25.386 102 Pro.osed Warehouse 1/1,000 38,801 39 Existin: Com Pan Van 1 Pro.osed Retail 1/300 10,000 34 Total Pro.osed Demand 176 220 A total of 220 parking spaces are available on the project site. The current parking demand for the existing office/warehousing uses is 152 resulting in an excess of 68 spaces. As identified in the above table, an additional 24 spaces would result from a traditional retail store of 10,000 sf and would lead to a total of 44 excess parking spaces. Therefore, the conversion of the 10,00o sf of warehousing to a retail use would not result in a shortage of parking spaces. APPLICATION According to the Carlsbad Municipal Code 21.34.020 Permitted Uses, retail uses in industrially zoned areas are permitted as an accessory to the primary use, up to 2o%of the gross floor area of the 7686 Ioker Avenue Fast Suite 217. Carlsbad CA 97010 www hwplanning corn 760.929 2288 ,- ,..._,'• . ........ .„... .. ...•. .... .. ..... •.building or suite or 2,000 sf (whichever is less) through the Minor Conditional Use Permit (CUP) process.,The proposed projeCt is seeking approval through the.CUP process because the proposed Employee Store would occupya 10,000 sf area, above the allowable 2,000 sf area. However, since the Employee Store would be operated on an invitation only manner and would only be open "after- ,hours", the typical concerns of operating a large retail use in an industrial zoned area would not be applicable. Therefore, the proposed 'prAna Employee Store 'would be an appropriate use to be . ,implemented at the project site.. .•. , . .SUMMARY . .••- The proposed prAna Employee Store will be a unique retail use to provide an added benefit to staff .. .mernbers and buMness/comrnUnity associates for the prAna clothing company. Below is a summary .. of the ways in which the proposed project is distinctive from traditional retail uses and shOuld be . considered for approval of this conditional use permit . • . .•Only open to employees, employee families, and business/community associates..•• • .....•The store will be open by printed invitation Only.' .. .. • •. ••Shopping would occur in limited short block times (i.e.2-hour increments). •. ... . ....... .. .•Invitations to shop during "after-hours" (5:00 —8:00 p.m) during weekdays and 10:00 a.m... .to 6:0.0 p.M. on weekends..-.• .. •Interior ImprovementS •include 10,000 sf warehouse space to be made to look like a • •.traditional retail store.,.......... ........... ..... .•Access through secure lobby requiring Identification for entry.. ... .. •.There will be no outside signage except a foldable temporary sign IndiCating that the store is ...not open to the public.• . : ' . .. ....... •-.. ......•.-. . . .... ....•• . . .... .. •...••... ........• .•••... ........... .•-•. ' ....... ... .............. .. .. ....... .-....... ,. •.. ...-.................. .....•.. . • .. . ..... ,.,... ............ . .•- . ..•• . . ....•.................• .. ........:.... .. ....... ,.. .. ........ .......... .•-... .. ..•....,....... -.• :2888 Laker Avenue East, Suite 217, Carlsbad: CA 92010 www.hwolanning.corn 760.929.2288 . .. .. ,.... .. ... HowesWeiler &Associates LAND USE PLANNING AND ENGINEERING Trip Generation prAna Employee Store November 2016 Traffic demand from the proposed Employee Store will not be the same as a traditional retail store because the Employee Store will only be open to guests who have been invited by prAna and the store will only be open "off-hours" (after 5:oo p.m. during the week and from 10:00 a.m. to 5:00 p.m. on the weekends). Additionally, the employee store will convert warehouse space to retail space thereby modifying the building's existing demand and will not be creating a completely new demand. When determining Average Daily Trip (ADT) generation, it was discovered that no generation rate exists for the proposed invitation only Employee Store. Therefore, in an attempt to provide a conservative approach, the "Specialty Retail/Strip Commercial" rate from the SAN DAG Traffic Generation Rate Table is used. Traffic demand is calculated as follows: prAna Employee Store Traffic Generation USE _RATE AREA fro.myr Retail 40/1,000 sf 10,000 400 Manufacturin 5/1,000 sf 10,000 -5o As shown in the table above,a Circulation Impact Analysis will not be required because, even when calculated as a traditional retail store, the proposed project would generate 150 less ADT than the 500 ADT required to prepare the Circulation Impact Analysis. 2888 Laker Avenue East. Suite 217. Carlsbad, CA 92010 www.hwplanningsom 760.929.2288 .... isliWbarr1<tXO„-v)0-dy -re"‘51.1----- 1 ' . i . i • --- .-,-______ _, ___,,,y, _, a..e i --_ •.\/, 11•-:10 .2.--.{7 -0 Aw .cs Mb N "Vs'.•./i,, nu .80_,,,,,,2.7._...___._ - .„...-;.0;7'•c I . emsA soh 1tiazp9gran.ead,A -/ Y --.).).s-t-betvmside '\.\n....ale&,, -\ -, i': 4.../ . ell .,ti ,\Vil 110 -. , - , %I ,.. ..-_... \—,Cads•:Or oik:sf;4;""--4.4.- -. i p -:..„---z---c--.•••z ..stmaric )g -in ._ ..,,,.4,.....- ____,__.,,,, ....e.3 •,1....., 'ss:IL._.:,. r...>. -cl - re."‘1.°al)--4 ----:-----1----- ....z_.----- , r*... E.winiias. kr \\\ ... ... - t.u€".:LI - 774- R an )10.1 \01 1 11.S.,' .: SOURCES: Google Earth, October, 2016; Howes, Weiler and Associates, October, 2016. EXHIBIT 1 —SITE LOCATION MAP prAna Employee Store Project 411)Site Boundary Nate: Not to scale itt 1180 DEE INS AND ENGINEERING HowesWeiler&Associates LANE USE PLANNING ANO ENGINEERING PRANA EMPLOYEE STORE PROJECT EXHIBIT 2 -EXISTING SITE PHOTOGRAPHS ; it hi r •••• -I• ".141 I I P "4 Nt-• Photo 1:From NW corner of site looking at SE at the existing building.Photo 2:From NE corner of site looking SW at the existing building. •. Aiilebf=Y'" Rte—.n7 " =- 1Cr ‘yl.-_ rt Photo 3:From SE corner of site looking NW at the existing building.Photo 4: From SW corner of the site looking NE at the existing building. ilowesWder &Associates LANE USE PLANNING AWE ENGINEERING PRANA EMPLOYEE STORE PROJECT EXHIBIT 3 -EXAMPLE EMPLOYEE STORE PHOTOGRAPHS _al :....."41144 •.,irdIN I. ir a__e-t3.jII.BL.•%.S...a 7 Or ----'-a _ .4. .1.• _—------r•-f—aWI a't„,--;-1 -7.N •PII•••a I ia Mk 1 -a_aosi.*-i -.P.'1 LIONNANANIN..id!. • ih i t I k Photo I: Interior retail area of Columbia Employee Store in Portland, OR.Photo 2:interior retail area of Hardwear Employee Store in Richmond,CA. • -'.-ar ___ a a a_,.. • 1 . ,..._-ll ;4, -: t ipclastit-e -a 41 0 law e _ I - i “ I IP marsax sok Photo 3: Check-in area of Columbia Employee Store in Portland, OR.Photo 4: Checkout area of Columbia Employee Store in Portland, OR. HowesWeler&Assodates LAND USE RAINING AND ENGINEERING PRANA EMPLOYEE STORE PROJECT EXHIBIT 4 -EXAMPLE INVITATION AND SIGNAGE x i EMPLOYEE STORE INVITATION 4'Q tranasan Lana. x xx. —non...axes r C LIE Photo 2:Example of Columbia Employee Store Guest Pass. Photo I: Example of Columbia Employee Store Guest Pass. PMOUNTAINftpARi„EMS ergor .„. • __`- Photo 3:Temporary signage for Mountain Hardwear Employee Store.Photo 4: Temporary signage for Columbia Employee Store. .•,1 c>' .-PRONE-REY LINE 392.9'\4---. • N'.. •,'--..•\it.- it".-....-• • • \. \Ki.?"'L ‘141 1".SITE .• • PoPCIMIMIMM I I I I 1 , I 1 I Imeotorgarov \ fr J 1 J .1--.,PflOOeRME \re i.4 4 .•.. • I1 - •a . ,:5 •- }i ,... , f-- :„ii.. P - I I -.:. 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N ORONOPCOTARRIT 57=7811.•TOM.SlitARIA 230.40 SI•SMOG9- IMAMMUMSPOOMOR01001MMWORSONS102ZAIOWORM W= TOM.MM IMPSF\IMMOOVAMOSMAMA ..STAMM)(.MOM.Wil MI7IMO--------___I -- =AMC?WOM ——_—-myna vow--__— —__ PROPOITY LINE 631.0'TOTALMAIM 220 POOP Pi 2 anE PLANMq IED P -AW SITE PLAN IMULOMER CCIDIE1124M 2016 FS IM GOD HAZARDOUS WASTE Development Services City of AND SUBSTANCES Planning Division Carlsbad STATEMENT 1635 Faraday Avenue (760) 602-4610P-1(C)www.carlsbadca.gov Consultation of Lists of Sites Related to Hazardous Wastes (Codification of Compliance with Government Code Section 65982.5) Pursuant to State of California Government Code Section 65962.5,I have consulted the Hazardous Waste and Substances Sites List compiled by the California Environmental Protection Agency and hereby certify that (check one): It The development project and any alternatives proposed In this application are not contained on the lists compiled pursuant to Section 85962.5 of the State Government Code. 0 The development project and any alternatives proposed in this application gji contained on the lists compiled pursuant to Section 65962.6 of the State Government Code. PROPERTY OWNER APPLICANT Brian Hecktman, 3209 Michael Pogue, prAna CFO Lionshead, LLC,a Delaware LLC Name:Name:r Graymarie ropitn1 Address:3209 Lionshead Avenue Address: 222 Kearny Street, Suite 600 Carlsbad, CA 92010 San Francisco, CA 94108 Phone Number.760-566-1070 Phone Number: Address of Site:3209 Lionshead Avenue, Carlsbad, Ca 92010 Local Agency (City and County):Carlsbad, San Diego County Assessor's book, page, and parcel number:221 -881 -115 Specify list(s):NA Regulatory Identification Number:NA Date of List NA ics/..tiA4 Appl nt Sig Date Property Owner Signature/Date The Hazardous Waste and Substances Sites List (Cortese List)Is used by the State,local agencies and developers to comply with the California Environmental Quality Act requirements in providing information about the location of hazardous materials release sites. P-1(C)Page 1 of 2 Revised 02/13 ENVIRONMENTAL INFORMATION FORM (To be Completed by Applicant) Date Filed:(To be completed by City) Application Number(s): General Information 1.Name of project prAna Employee Store 2.Name of developer or project sponsor.prAna, Michael Pogue Address:3209 Lionshead Ave, Carlsbad, CA 92010 Carlsbad, CA 92010City, State, Zip Code: Phone Numbe760-566-1070r. 3.Name of person to be contacted concerning this project Patrick Zabrocki Address: City, State, Zip Code:Carlsbad, CA 92010 Phone Number.760-929-2288 34.Address of Project 3209 Lionshead Avenue Assessor's Parcel Number 221 -881 -115 5.List and describe any other related permits and other public approvals required for this project, including those required by city, regional, state and federal agencies: Conditional Use Permit 6.Existing General Plan Land Use Designation:Planned Industrial (P-I) 7.Existing zoning district Planned Industrial (P-M) 8.Existing land use(s):IndustriaVOffice 9.Proposed use of site (Project for which this form is flied):Industrial/Office/Retail Project Description 10.Site size:5.291 Acres (conversion)11.Proposed Building square footage:10,000 12:Number of floors of construction:Portion of 1st floor 13.Amount of off-street parking provided:220 14.Associated projects:NA P-1(D)Page 2 of 4 Revised 07/10 15.If residential, include the number of units and schedule of unit sizes:NA 16.if commercial, indicate the type, whether neighborhood, city or regionally oriented, square footage of sales area, and loading facilities: Retail space of 10,000 sf for Invitation-only shopping for employees, family members, and community partners. Retail sales will consist of merchandise that is existing within the warehousing operations. The store will not be open to the general public. 17.if industrial, indicate type, estimated employment per shift, and loading facilities: 18.if institutional, indicate the major function, estimated employment per shift, estimated occupancy, loading facilities, and community benefits to be derived from the project: 19.if the project Involves a variance, conditional use or rezoning applications, state this and Indicate clearly why the application is required: The project requires a Conditional Use Permtt (CUP) because the site is located within the Planned Industrial (P-M) Zone and the P-M Zone only allows for Industrial uses to contain a maximum of 2.000 sf of retail uses. The proposed Prolect. although not open to the general public and operating during "off-hours". will include approximately 10.000 of retail space, thereby requiring a CUP. P-1(D)Page3of4 Revised 07/10 Are the following items applicable to the project or its effects?Discuss all items checked yes (attach additional sheets as necessary). Yes No 20.Change in existing features of any bays, tidelands, beaches, or hills, or substantial alteration of ground contours. 21.Change in scenic views or vistas from existing residential areas or public lands or roads. 22.Change in pattern, scale or character of general area of project. El 23.Significant amounts of solid waste or litter. El 24.Change in dust, ash, smoke, fumes or odors in vicinity. El 25.Change in ocean,bay,lake,stream or ground water quality or quantity,or alteration of existing drainage patterns. N.Substantial change in existing noise or vibration levels In the vicinity. 0 27.Site on filled land or on slope of 10 percent or more. 28.Use of disposal of potentially hazardous materials,such as toxic substances,El flammables or explosives. 29.Substantial change in demand for municipal services (police, fire, water, sewage, etc.). 30.Substantially Increase fossil fuel consumption (electricity, oil, natural gas, etc.). 0 31.Relationship to a larger project or series of projects. Environmental Setting Attach sheets that Include a response to the following questions: 32.Describe the project site as it exists before the project, including information on topography, soil stability, plants and animals, and any cultural, historical or scenic aspects.Describe any existing structures on the site, and the use of the structures.Attach photographs of the site.Snapshots or Polaroid photos will be accepted. 33.Describe the surrounding properties,including information on plants and animals and any cultural, historical or scenic aspects.Indicate the type of land use (residential, commercial, etc.), intensity of land use (one-family, apartment houses, shops, department stores, etc.), and scale of development (height,frontage,set-back,rear yard,etc.).Attach photographs of the vicinity. Snapshots or polaroid photos will be accepted. Certification I hereby certify that the statements fumished above and in the attached exhibits present the data and information required for this initial evaluation to the best of my ability, and that the facts, statements, and information presented are true and correct to the best of my knowledge and belief Date:Signature: For: P-1(D)Page 4 of 4 Revised 07/10 la= LAND UBE INS AND CONSULTATION P1 (D) Environmental Setting Description prAna Employee Store Project October 2016 32.Describe the project site as it exists before the project, including information on topography, soil stability, plants and animals, and any cultural, historical or scenic aspects. Describe any existing structures on the site, and the use of the structures. Attach photographs of the site. Snapshots or Polaroid photos will be accepted. The project site located at 3209 Lionshead Avenue,Carlsbad CA is 5.29 acres and is the current headquarters for the outdoor clothing company prAna. Access to the site is from Lionshead Avenue and topography of the built portion of the site is mostly flat with an average elevation of 420 feet above sea level. The project site is located within the Carlsbad Raceway Business Park area and is entirely built out by the approximately 74.187 square foot (sf) existing prAna headquarters and associated parking lot with the exception of an embankment along the southern boundary that rises approximately 40 feet to the adjacent lot.The site also contains mature landscaped vegetation surrounding the parking lot and outdoor eating/rest areas and the southern embankment is landscaped and maintained with and mix of ground cover and mature landscaping.Due to the young age and industrial nature of the area, the existing structure has no historic value and the site does not have scenic qualities. Additionally, because the project would not include any ground disturbance, there would not be any chance of encountering potential subsurface cultural resources. The prAna headquarters is approximately 30 feet in height and has a building footprint of approximately 57.327 sf which is used for corporate offices as well as for shipping/receiving/warehousing uses. The photos presented in Attachment 1—Existing Site Photographs depict the current site setting. 33.Describe the surrounding properties, including information on plants and animals and any cultural, historical or scenic aspects. indicate the type of land use (residential, commercial, etc.), intensity of land use (one-family, apartment houses, shops, department stores, etc.), and scale of development (height, frontage, set-back, rear yard, etc.). Attach photographs of the vicinity. Snapshots or polaroid photos will be accepted. Lionshead Avenue borders the project site to the north and the surrounding properties to the west and south are currently occupied by industrial/office buildings that are similar in size and intensity as well as similar in uses as the prAna headquarters. Empty lots are located immediately to the north and east of the project site but construction has begun for an industrial/office building on the property across Lionshead Avenue to the north.As a part of the Carlsbad Raceway Business Park area, the surrounding buildings and lots are built out or graded with industrial/office buildings similar to the project site. Likewise, the surrounding properties also do not contain significant aspects of biological, cultural, or aesthetic qualities. The photos in Attachment 2—Surrounding Site Photographs depict the surrounding properties. Wage HowesWeller&Associates LAND USE PLANNING AND ENGINEEDING PRANA EMPLOYEE STORE PROJECT EIA ATTACHMENT 1 -EXISTING SITE PHOTOGRAPHS •. al kr •'4111'_a Photo 1:From NW corner of site looking at SE at the existing building.Photo 2:From NE corner of site looking SW at the existing building. 14;t-- L '1:A45.2 Photo 3:From SE corner of site looking NW at the existing building.Photo 4: From SW corner of the site looking NE at the existing building. rthASSOategaider LAND USE ELL/MM/AND ENSINEEMIEC PRIMA EMPLOYEE STORE PROJECT EIA ATTACHMENT 2 -SURROUNDING SITE PHOTOGRAPHS •—7 ,_:4125 -_,.•2 „. -•-•-_,—.., Photo 1:From SW corner of site looking at west at the adjacent building.Photo 2:From NW corner of site looking north at the lot across Uonshead Ave. kefilighpoTh— ;%111teltr Ed-.-4. ,...........-- ,1".. s -•-A -"ilk. Photo 3:From northern frontage of site looking east along Uonshead Ave.Photo 4: From SE corner of site looking south at adjacent lot. TIME LIMITS ON City of DISCRETIONARY Development Services Planning Division Carlsbad PROJECTS 1635 Faraday Avenue (760) 602-4610 P-1(E)www.carlsbadca.gov PLEASE NOTE: Time limits on the processing of discretionary projects established by state law do not start until a project application is deemed complete by the City.The City has 30 calendar days from the date of application submittal to determine whether an application is complete or incomplete.Within 30 days of submittal of this application you will receive a letter stating whether this application is complete or incomplete.If it is incomplete, the letter will state what is needed to make this application complete. When the application is complete, the processing period will start upon the date of the completion letter. If you have any questions regarding application submittal requirements (i.e.,clarification regarding a specific requirement or whether all requirements are necessary for your particular application) please call (760)2-46 0. Applicant Signature: Staff Signature: Date:5—2—L1 l To be stapled with receipt to the application P-1(E)Page 1 of 1 Revised 07/10 HowesWeNer &Associates LAND USE PLANNING AND ENGINEERING Trip Generation prAna Employee Store November 2016 Traffic demand from the proposed Employee Store will not be the same as a traditional retail store because the Employee Store will only be open to guests who have been invited by prAna and the store will only be open "off-hours" (after 5:oo p.m. during the week and from 10:00 a.m. to 5:o0 p.m. on the weekends). Additionally, the employee store will convert warehouse space to retail space thereby modifying the building's existing demand and will not be creating a completely new demand. When determining Average Daily Trip (ADT) generation, it was discovered that no generation rate exists for the proposed invitation only Employee Store. Therefore, in an attempt to provide a conservative approach, the "Specialty Retail/Strip Commercial" rate from the SANDAG Traffic Generation Rate Table is used. Traffic demand is calculated as follows: prAna Employee Store Traffic Generation USE RATE AREA (sf)ADT Retail 40/1,000 sf 10,000 400 Manufacturin•5/1,000 sf 10,000 -50 As shown in the table above,a Circulation Impact Analysis will not be required because, even when calculated as a traditional retail store, the proposed project would generate 150 less ADT than the 500 ADT required to prepare the Circulation Impact Analysis. 2688 Luke( Avenue Lust Suitt 217,Ccul‘hcid CA c2010 www hwpjanning c orn /60.929 2288 .....•PIJBIJC SERVICE AGENCIES CO 3 -.a...-. .-------- .4--. --_-.-.-,-10102 ONOD CARLSBAD ,10 J 6'.'q •• -------•—_••_.__-----•_•____._---14002 CARLSBAO 4.0110BAL BAIR DISTaCT LIONSHEAD AVENUE ______--OAS •ELBOWSIMORM 0 BADTIKCOY :I-M .lasameNSTA002 CAM.---7-7-1-T 10041010 SC C01111014111016MC..0 g I .i girmorsalri.Al AEI'-7-1 MB 111011C192 CARLSBAD RAI COMAIMq1.7 -777 -77-7-7-7-7--r7--r7--7' 7-77-7-7-7-7-7 7-. -r-rr7.-r 77-7 -9.-177-7-T-7-7-7-7-7 -7+7-7-7-7.77-7-7 _- ,,,,_k___..,...-- _.. -- PROJECT PLANNING DATA 0&... •,•11 ---------A <-NEWT/ORCOM OPUS REST CCRPCRATICN..•050LA .111A DTLAGEORM.SUIT 110 CD_ I •• 111.111161111.1111111111N111 ._..[iii . -HT I .1.. _....CEGO.CA.92122 0.58)50-000 CONTACT RA/P/1 MUIR C--.....'--•MOM 01111 CONNING ARCRHECTS ...1. .,10.11..4..4-,12220 EL MOO REAL.SATE 200 SAN DM CA/10M 92130,. irt...... ...I rki . 7 61116.110•01 ...‘-"\(55B)793-077 CONTACT:MDR 13115SCTT 4 A I:.I .---'.L ......mousUNTIE FUMED MUM TeTwr RD)C'''.,V>\ RAMO MEM 3209 1.10119fA0AVENUE 1 -it . . 4 m1 III 1111110 Meirormi.,rg 6 !\.../ 150 ,!A'071 —----—7.4"'--'''PPROVE 3I.. 1 I 1624T .-••'awe i .\ ,.. • .• U.111: MEM DIE MODNIL 011110aMMlin" ' tilL 2-11 -7...'...f. '...I .--C - ''': \_ 11:\,, • -$1 .,„ 1 tr *t&I1;;;7"74....'....._2..1., •RBW-AtINE!HC ...„-A • -4-Ir-,-...7. -.1 ROOM WO IRE MO/0010 /WM •- F 'n.„..-..4 ..i3 MUIR COPROM V.Tr.•'Sr ."...:WM COMM TOE 4 ILA (90350!M :1 Ni,\\1.''....`,:i...cF:z,...... SLOPEDFLOOR .-- •. •''-Ill j •\.‘I'0.• ' ' 'INN....03 0 .•-.LOT11 0.10 A POR11011 OF LOT 10 OFCARLSBAD TRACT Mo.90-10..i P 0.-CARL900 WOW.111 OE an.co CARLSBAD.COUNTY CD'..a .1%I._: :ET. C.F.: .-.T.CiZ '' CE::ET.:EZ '" ., -";'-'2' -.•ei4.- ' 1...i,.,. , „_.--\... '. SAN DECO.c.i0.1/4e.LIAP ceINMEOF co.SAN 0023 CC211122.WAY 0.1,2005AS REMa 2005-0571022 0 0 2_-.••EKA.-OFFICALRECORD..,0.•PROJECT SITE DATA ........o•.. imil •'— 1•-...,.21--„.+ ciz + *.t ::::mir .:.--.\.'.vii 1_u ..._A :- ..026SLOT /Mk 5.291 ACRES .F.C IR IL ._:::1._:' - .... \- 's ,(230.463 st)..=+0.„,.-;1 1.•l'T'.0 .!'1 Akk..•••1 \' '-•7-.+4 '-i I.'.'t a ..‘i:,• ..' RIM IMMIE /Mk 7,000 et E CL..0 :=--A ••TOTALOM FLOOR /1(k 57,327 11.'-0.- 41.1 I.es.:.).;:E:.1-r...:....."I'B;Cr.'r...CI °--ci..--,.,c -\\,....--TOUL FLOMMa 64,327 et,-, •-•' ..tiz "i75.5*. ' 1 '1''..),-...1.' ...1 „\.....„CO V)0 U .RUNGMENACE 24.87 0 -SCR MAX._...-\as ZMA .e5 i;illt.._arm ii_=ET -.:._if Igo IIMI ..•...•RITM.INGSWE MD:1.88 ACRES .36.0 %TOTAL 9TE 0 .1Ma.11....---`,.4 ....• .„.•,\__(81.613.).Mr.—--- U.0.MENGKUM 000/0/10 50.7500.(1/250)=207 CI•._'''---1I1 IM aibi"-HII,..• I ....-.1 4ifilueli \i.'.1 MANUFACTURING 13,577st (1/400).34 .......;,, I I I I a I I COMPANYVA/4 .1 0 umoms om ----- `,..•i TOTAL PARKING REQUIRED 238 TOTAL PARKING PPM=238 I.. 4F.._._.. ---bi-.c0 0M11-.--...•-____./- SNOW MOWWAS)171 SPACES (72 %) NC MINIM (20'X 1.0)7 SPACES (3.0 6)=<--•"--- z1 I .-___._---- __.---- --- — • ----- • 4...___--.. .'4' \\.. •'corset mars(15I16)59 sPAcEs pao e(WM VMI (20' 6 IS)1 SPACES DIM MIR 238 SPACES VTOL MIS LIECHPPM KIFJ(c3.7:./erof. WV aMOD kDO V C EMMA Dam ,n.24MSMARM 916.01 Z3KKIStOrrilti 103.08----- LOT 10 LOT II •' -- 'CI—PROPERTY LEE 11.1 - 1; --. AARE PROEMMIME U.801 PAMANA:2,995 AL (77.0%)0TOT/L MOWEDEDER 00 680*885 sf.(23.0%)PROJECT LEGEND FIRE NOTES:..................-C Plant. L 1E MR NOM 0 ECTECERMXOLE AMEMI0 •••••••••••"'ZiMeir.ra --VICINITY MAP DelpDemkpmereIli meatP011111•11.SIMONDPM=NM ,MONO A MEMOF 159100 ROIICMIERCM?crarriaimmarreeec C Pim CheckDM1110'enLin2/iaerial 7 leNODsans ME COMEWLYLIMMS/MAME IMODIMALIE 00010) WM AI ILETA 1110-11011101 PM LO Md Set=TV.'!NKOMO*mo of OCTOUTID Caen Ws Nu. MATE Tie MD TO '''.''''-••PaintSeeCOMO PM=PER LAMER%Da MIA .••-lamaauNAM Oft .(NV•11110/103000.11-011MIE TT 1111/11111111 -17 :r ' IL 'I.. .':7" Ganobtx$B0 Set-0.-S.lEAEA NOM AL RC KYOUMTSSAL ICCoTt7Eoono CILKMMOMVIM(1131)•AMIME OF 1011-TON PAD OFPORING COMIT DrAwiliCOe=OM A MEM CF 3111110E1ORMVID AM 111E P /MDT SITE ROI% CORROF 111E RE MOMMT.Check Oysame111101031reCC*61 t!..=....11'-==.1...-..:-...---4 '- I is1 ;t ill I i P.D.• MO=MI MONSPACE i i t Dram00.MAK0411111/Ill Eft01111 •PROJECT TRIP GENERATION :[....S.7.„..unas Zerea.C.14.L .ri"nem..Tc /NORTH Sol.....-.....50.793 SF 4 (8 190/1003 SF.).0 ADE Th Job PAmbm. 1.30-7 (VMt01111101191111189)----•-MARIFACILE1112 '7L 0015.COB 11577 SF •(4 TRIPS/1.000 SO .55 MT TRASH ENCLOSURE PLAN /ELEVATION I .e 11;, Ste Plan 11.4 .2.SheMPlenber MIRAGE DM9 TRAM 461 APT SCAM1'.WO ..'........NORTH. OPUS Point Lots 10 &11 /BLDG 11 L-11 Al . ,Form No.1068-2 Commitment No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number:1 /Ameiti :;911iMI4111.41116 First American Title Company National Commercial Services 18500 Von Karman Ave, Suite 600 Irvine,CA 92612 November 02, 2016 Connor Helm CBRE 1840 Century Park East, Suite 450 Los Angeles ,CA 90067-2101 Customer Reference:3209 Lionshead Title Officer:Edward Luque Title Assistant:Candyce Vega Phone:(949)885-2407 Phone:(949)885-2443 Email:eluque@firstam.com Email:CVega@firstam.com Order Number:NCS-820884-SA1 Property:3209 Lionshead Avenue, Carlsbad,CA Attached please find the following item(s): Commitment Thank You for your confidence and support.We at First American Title Insurance Company maintain the fundamental principle: Customer First! firstAmerican Title Insurance Company Form No. 1068-2 Cornmiliount No.:NCS-820884-SA1 ALTA Plain Language Commbell Page Number: 2 First American 'Title Insurance Company INFORMATION The Title Insurance Commitment is a legal contract between you and the company.It Is Issued to show the basis on which we will issue a Title Insurance Policy to you.The Policy will insure you against certain risks to the land title, subject to the limitations shown in the policy. The Company will give you a sample of the Policy form, if you ask. The Commitment is based on the land title as of the Commitment Date.Any changes in the land title or the transaction may affect the Commitment and the Policy. The Commitment is subject to its Requirements, Exceptions and Conditions. This information Is not part of the title insurance commitment. TABLE OF CONTENTS Page Agreement to Issue Policy 3 Schedule A 1.Commitment Date 4 2.Policies to be Issued, Amounts and Proposed Insured 4 3.Interest in the Land and Owner 4 4.Description of the Land 4 Schedule B-1 -Requirements Schedule B-2 -Exceptions Conditions YOU SHOULD READ THE COMMITMENT VERY CAREFULLY. If you have any questions about the Commitment, please contact the Issuing office. Form No.1068-2 Commitment No.:NCS-820884-SA1 ALTA Ptah Language Commitment Page Number 6 SCHEDULE B SECTION ONE REQUIREMENTS The following requirements must be met: (A)Pay the agreed amounts for the interest in the land and/or the mortgage to be insured. (B)Pay us the premiums, fees and charges for the policy. (C)Documents satisfactory to us creating the Interest In the land and/or the mortgage to be Insured must be signed, delivered and recorded. (D)You must tell us In writing the name of anyone not referred to in this Commitment who will get an Interest in the land or who will make a loan on the land.We may then make additional requirements or exceptions. (E)Releases(s) or Reconveyance(s) of Item(s): 21 (F)Other: None (G)You must give us the following information: 1.Any off record leases, surveys, etc. 2.Statement(s) of Identity, all parties. 3.Other: None The following additional requirements, as indicated by "X", must be met: [X](H)Provide Information regarding any off-record matters, which may Include, but are not limited to:leases, recent works of improvement, or commitment statements in effect under the Environmental Responsibility Acceptance Act, CMI Code Section 850, et seq. The Company's Owner's Affidavit form (as provided by company) must be completed and submitted prior to dose in order to satisfy this requirement This Commitment will then be subject to such further exceptions and/or requirements as may be deemed necessary. [](I)An ALTA/NSPS survey of recent date, which complies with the current minimum standard detail requirements for ALTA/NSPS land title surveys, must be submitted to the Company for review.This Commitment will then be subject to such further exceptions and/or requirements as may be deemed necessary. [X](3)The following LLC documentation is required: (I)a copy of the Articles of Organization (11)a copy of the Operating Agreement,if applicable (III)a Certificate of Good Standing and/or other evidence of current Authority to Conduct Business within the State (Iv)express Company Consent to the current transaction Form No. 1068-2 Commitment No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number:5 LEAVING SAID EAST LINE ALONG THE SOUTH LINE OF SAID LOTS 10 AND 11, SOUTH 89° 33' 45" WEST 631.47 FEET TO A POINT NORTH 89° 33' 45" EAST 374.92 FEET FROM THE SOUTHWEST CORNER OF SAID LOT 9; THENCE, LEAVING SAID SOUTH LINE, NORTH 00° 26' 27" EAST 111.23 FEET; THENCE NORTH 89° 33' 33" WEST 8.00 FEET; THENCE NORTH 00° 26' 27" EAST 340.50 FEET TO THE TRUE POINT OF BEGINNING. PARCEL B: A NON-EXCLUSIVE EASEMENT IN, TO, OVER AND ACROSS THE "ACCESS ROAD EASEMENT AREA" ON LOT 9 AND A PORTION OF LOT 10 OF CARLSBAD TRACT NO. 98-10, ACCORDING TO MAP THEREOF NO.15013 FOR THE PURPOSE OF VEHICULAR AND PEDESTRIAN INGRESS AND EGRESS AND A NON-EXCLUSIVE EASEMENT IN, TO, OVER AND ACROSS LOT 9 AND A PORTION OF LOT 10 OF CARLSBAD TRACT NO. 98-10, ACCORDING TO MAP THEREOF NO.15013 FOR SURFACE DRAINAGE AS SET FORTH IN THAT CERTAIN "DECLARATION OF COVENANTS AND GRANT OF EASEMENTS REGARDING ACCESS ROAD" RECORDED ON MARCH 10, 2008 AS INSTRUMENT NO. 2008-0124408 OF OFFICIAL RECORDS AS AMENDED BY THAT CERTAIN "AMENDED AND RESTATED DECLARATION OF COVENANTS AND GRANT OF EASEMENTS REGARDING ACCFS ROAD AND DRAINAGE" RECORDED ON MAY 8, 2008 AS INSTRUMENT NO. 2008-0248752 OF OFFICIAL RECORDS. PARCEL C: AN EASEMENT FOR COMMON AREA DESCRIBED IN THAT CERTAIN DECLARATION ESTABLISHING COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANTS OF EASEMENTS FOR FENTON RACEWAY BUSINESS PARK RECORDED IN THE OFFICE OF TFIE COUNTY RECORDER OF SAN DIEGO COUNTY ON OCTOBER 24, 2005 AS INSTRUMENT NO. 2005-0917104 AND AS AMENDED BY DOCUMENTS RECORDED SEPTEMBER 12, 2006 AS INSTRUMENT NO. 2006-0647230, SEPTEMBER 10, 2007 AS INSTRUMENT NO. 2007-0594291 AND APRIL 2, 2009 AS INSTRUMENT NO. 2009-0165748, ALL OF OFFICIAL RECORDS. APN:221-881-15-00 •Form No. 1068-2 Commitment No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 4 SCHEDULE A 1.Commitment Date:October 25, 2016 at 7:30 A.M. 2.Policy or Policies to be Issued:Amount (A)ALTA Owner's Policy $To Be Determined ALTA Standard Owner Policy Proposed Insured: To Be Determined (B)ALTA Loan Policy $To Be Determined To Be Determined Proposed Insured: To Be Determined 3.(A)The estate or Interest in the land described in this Commitment is: Fee Simple as to Parcel A, an easement as to Parcels B and C. (B)Title to said estate or interest at the date hereof is vested In: 3209 LIONSHEAD, LLC, A DELAWARE LIMITED LIABILITY COMPANY 4.The land referred to In this Commitment is situated in the City of Carlsbad,County of San Diego, State of California, and is described as follows: PARCEL A: PARCEL B, AS SHOWN ON THE EXHIBIT "A" OF THAT CERTIFICATE OF COMPLIANCE RECORDED DECEMBER 7, 2007 AS INSTRUMENT NO. 2007-760450 OF OFFICIAL RECORDS, MORE PARTICULARLY DESCRIBED AS FOLLOWS: LOT 11 AND A PORTION OF LOT 10 OF CARLSBAD TRACT NO. 98-10, ACCORDING TO MAP THEREOF NO.15013, IN THE CM'OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, RECORDED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY ON MAY 3, 2005 AS INSTRUMENT NO. 2005-0371022, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF LOT 9 OF SAID MAP NO.15013; THENCE, ALONG THE NORTH LINE OF SAID LOT 9 AND THE NORTH LINE OF LOT 10 OF SAID MAP NO.15013, NORTH 81° 09' 39" EAST 165.30 FEET TO THE BEGINNING OF A 634-FOOT RADIUS CURVE CONCAVE SOUTHERLY; THENCE EASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 9° 16' 48" A DISTANCE OF 102.69 FEET; THENCE SOUTH 89° 33' 33" EAST 108.84 FEET TO THE TRUE POINT OF BEGINNING; THENCE, ALONG THE NORTH LINE OF SAID LOTS 10 AND 11, SOUTH 89° 33' 33" EAST 396.27 FEET TO THE NORTHEAST CORNER OF SAID LOT 11; THENCE, LEAVING SAID NORTH LINE ALONG THE EAST LINE OF SAID LOT 11, SOUTH 28° 22' 10"EAST 504.50 FEET TO THE SOUTHEAST CORNER OF SAID LOT 11; THENCE, Form No. 1068-2 Commitment No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 3 COMMITMENT FOR TITLE INSURANCE Issued by first American Title Insurance Company Agreement to Issue Policy We agree to issue a policy to you according to the terms of this Commitment. When we show the policy amount and your name as the proposed insured in Schedule A,this Commitment becomes effective as of the Commitment Date shown In Schedule A. If the Requirements shown in this Commitment have not been met within six months after the Commitment Date,our obligation under this Commitment will end.Also,our obligation under this Commitment will end when the Policy is Issued and then our obligation to you will be under the Policy. Our obligation under this Commitment is limited by the following: The Provisions in Schedule A. The Requirements in Schedule B-1. The Exceptions in Schedule B-2. The Conditions. This Commitment Is not valid without Schedule A and Sections 1 and 2 of Schedule B. • Form No.1068-2 Cornmttrnent No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 7 (K)The following partnership documentation is required : (I)a copy of the partnership agreement, including all applicable amendments thereto (II)a Certificate of Good Standing and/or other evidence of current Authority to Conduct Business within the State (III) expresS Partnership Consent to the current transadion [](L)The following corporation documentation Is required: (I)a copy of the Articles of Incorporation (II)a copy of the Bylaws, including all applicable Amendments thereto (iii)a Certificate of Good Standing and/or other evidence of current Authority to Conduct Business within the State (iv) express Corporate Resolution consenting to the current transaction [X](M)Based upon the Company's review of that certain partnership/operating agreement dated Not disclosed for the proposed Insured herein, the following requirements must be met: Any further amendments to said agreement must be submitted to the Company, together with an affidavit from one of the general partners or members stating that It is a true copy, that said partnership or limited liability company Is in full force and effect, and that there have been no further amendments to the agreement.This Commitment will then be subject to such further requirements as may be deemed necessary. 0 (N)A copy of the complete lease, as referenced in Schedule A, #3 herein, together with any amendments and/or assignments thereto, must be submitted to the Company for review, along with an affidavit executed by the present lessee stating that it is a true copy, that the lease Is in full forte and effect, and that there have been no further amendments to the lease.This Commitment will then be subject to such further requirements as may be deemed necessary. [X](0)Approval from the Company's Underwriting Department must be obtained for issuance of the policy contemplated herein and any endorsements requested thereunder.This Commitment will then be subject to such further requirements as may be required to obtain such approval. (P)Potential additional requirements, if ALTA Extended coverage is contemplated hereunder, and work on the land has commenced prior to close, some or all of the following requirements, and any other requirements which may be deemed necessary, may need to be met: (Q)The Company's "Indemnity Agreement I" must be executed by the appropriate parties. [](R)FInandal statements from the appropriate parties must be submitted to the Company for review. (S)A copy of the construction contract must be submitted to the Company for review. (T)An Inspection of the land must be performed by the Company for verification of the phase of construction. (U)The Company's "Mechanic's Lien Risk Addendum" form must be completed by a Company employee, based upon Information furnished by the appropriate parties involved. Form No. 1068-2 Commttment No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 8 SCHEDULE B SECTION TWO EXCEPTIONS Any policy we Issue will have the following exceptions unless they are taken care of to our satisfaction. The printed exceptions and exclusions from the coverage of the policy or polldes are set forth In Exhibit A attached.Copies of the policy forms should be read.They are available from the office which Issued this Commitment 1.General and spedal taxes and accisments for the fiscal year 2016-2017. First Installment:$77,785.88,OPEN Penalty:$0.00 Second Installment:$77,785.88,OPEN Penalty:$0.00 Tax Rate Area:09016 A.P.No.:221-881-15-00 (Portion of Community Fadllties District Induded) 2.The lien of special tax assessed pursuant to Chapter 2.5 commendng with Section 53311 of the California Government Code for Community Fadlities District No.1, as disdosed by Notice of Spedal Tax Lien recorded May 20, 1991 as Instrument No.1991-0236959 of Offldal Records. Documents) declaring modifications thereof recorded March 14, 2003 as Instrument No.2003- 0289329 of Offidal Records. 3.The lien of spedal tax assessed pursuant to Chapter 2.5 commendng with Section 53311 of the California Government Code for Community Fadlitles District No.3, as disdosed by Notice of Spedal Tax Llen recorded November 17, 2005 as Instrument No. 2005-0998003 of Offldal Records. 4.The lien of supplemental taxes, If any, assessed pursuant to Chapter 3.5 oommendng with Section 75 of the California Revenue and Taxation Code. 5.An easement for Aerial & underground public utilities and incidental purposes, recorded August 27, 1964 as Instrument No.156620 of Offidal Records. In Favor of:S.D.G.&E. Affects:as described therein 6.An easement for Aerial & underground public utilities and inddenial purposes, recorded March 23, 1967 as Instrument No. 39756 of Offldal Records. In Favor of:S.D.G.&E. Affects:as described therein 7.The terms and provisions contained in the document entitled "Notice of Restriction on Real Property" recorded February 11, 2004 as Instrument No. 2004-0109894 of Offldal Records. Form No.1068-2 Commituielit No.:NCS-820884-SA1. ALTA Plain Language Commitment Page Number: 9 8.The terms and provisions contained in the document entitled "Notice and Waiver Concerning Proximity of the Planned or Existing Palomar Airport Road and Melrose Drive Transportation Corrldor(s) Case No: CT 98-10" recorded February 11, 2004 as Instrument No. 2004-0109898 of Official Records. 9.The terms and provisions contained In the document entitled "Hold Harmless Agreement Drainage" recorded May 27, 2004 as Instrument No. 2004-0494021 of Official Records. 10.The terms and provisions contained in the document entitled "Hold Harmless Agreement Geological Failure" recorded May 27, 2004 as Instrument No. 2004-0494124 of Official Records. 11.The terms and provisions contained in the document entitled "Hold Harmless Agreement Drainage" recorded January 21, 2005 as Instrument No. 2005-0054704 of Offidal Records. 12.The terms and provisions contained In the document entitled "Hold Harmless Agreement Geological Failure" recorded January 21, 2005 as Instrument No. 2005-0054705 of Official Records. 13.An easement shown or dedicated on the map flied or recorded May 3, 2005 as Map No.15013 of Tract Maps For:Private storm drain and inddental purposes. 14.Abutter's rights of ingress and egress to or from IJonshead Avenue, except at access openings, have been dedicated or relinquished on the map of Map No.15013 of Tract Maps recorded May 3, 2005. 15.Covenants, conditions, restrictions, easements, assessments, liens, charges, terms and provisions In the document recorded October 24, 2005 as Instrument No.2005-0917104 of Official Records, which provide that a violation thereof shall not defeat or render invalid the lien of any first mortgage or deed of trust made in good faith and for value, but deleting any covenant, condition or 'ETA.iction indicating a preference, limitation or discrimination based on race, color, religion, sex, handicap, familial status, national origin, sexual orientation, marital status, ancestry, source of Income or disability, to the extent such covenants, conditions or restrictions violate Title 42, Section 3604(c), of the United States Codes. Lawful restrictions under state and federal law on the age of occupants in senior housing or housing for older persons shall not be construed as restrictions based on familial status. Document(s) declaring modifications thereof recorded September 12, 2006 as Instrument No. 2006-0647230 of Official Records. Document(s) declaring modifications thereof recorded September 10, 2007 as Instrument No. 2007-0594291 of Offidal Records. Document(s) declaring modifications thereof recorded April 02, 2009 as Instrument No.2009- 0165748 of Offidal Records. 16.The terms, provisions and easement(s) contained in the document entitled "Telecommunications Fadlities and Easement Agreement (Commerdal)" recorded April 20, 2006 as Instrument No. 2006-0275939 of Offidal Records. 17.The terms and provisions contained in the document entitled "Notice of Restriction on Real Property" recorded February 16, 2007 as Instrument No. 2007-0108928 of Official Records. 18.The terms and provisions contained In the document entitled "Permanent Stormwater Quality Best Management Practice Maintenance Agreement" recorded July 26, 2007 as Instrument No. 2007-0499641 of Official Records. •Form No. 1068-2 Commitment No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 10 19.An easement for water line and incidental purposes, recorded December 07, 2007 as Instrument No.2007-0760453 of Offldal Records. In Favor of:Carlsbad Munidpal Water District,a Public Agency organized under the Munidpal Water Act of 1911, and a Subsidiary District of the City of Carlsbad, its successors and assigns Affects:as described therein 20.Covenants, conditions, restrictions, easements, assessments, liens, charges, terms and provisions in the document recorded March 10, 2008 as Instrument No.2008-0124408 of Offidal Records, which provide that a violation thereof shall not defeat or render invalid the lien of any first mortgage or deed of trust made In good faith and for value, but deleting any covenant, condition or restriction indicating a preference, limitation or discrimination based on race, color, religion, sex, handicap, familial status, national origin, sexual orientation, marital status, ancestry, source of income or disability, to the extent such covenants, conditions or restrictions violate Title 42, Section 3604(c), of the United States Codes. Lawful restrictions under state and federal law on the age of occupants in senior housing or housing for older persons shall not be construed as restrictions based on familial status. Document(s) declaring modifications thereof recorded May 08, 2008 as Instrument No. 2008- 0248752 of Offidal Records. 21.A deed of trust to secure an original indebtedness of $7,800,000.00 recorded May 07, 2015 as Instrument No.2015-0227594 of offidal records. Dated:May 06, 2015 Trustor:3209 LIONSHEAD, LLC, a Delaware limited liability company Trustee:Rrst American Title Insurance Company Beneficiary:Wells Fargo Bank, National Assodatlon,a national banking association According to the public records, the benefidal interest under the deed of trust was assigned to Wilmington Trust, National Assodation, as Trustee for the Registered Holders of Wells Fargo Commerdal Mortgage Trust 2015-NXS2, Commercial Mortgage Pass-Through Certificates; Series 2015-NXS2 by assignment recorded August 19, 2015 as Instrument No. 2015-0439662 of Offldal Records. 22.Rights of parties In possession. Form No. 1068-2 Cunmitment No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 11 INFORMATIONAL NOTES NOTE to proposed insured lender only: No Private transfer fee covenant,as defined in Federal Housing Finance Agency Final Rule 12 CFR Part 1228, that was created and first appears In the Public Records on or after February 8, 2011, encumbers the Title except as follows: None 1.According to the latest available equalized assessment roll In the office of the county tax assessor, there is located on the land a(n) Multiple Family Residence known as 3209 Uonshead Avenue, Carlsbad,CA. 2.According to the public records, there has been no conveyance of the land within a period of twenty four months prior to the date of this report, except as follows: A document recorded May 07, 2015 as Instrument No. 2015-0227593 of Official Records. From:LBA/CPT INDUSTRIAL-COMPANY V, LLC, a Delaware limited liability company To:3209 LIONSHEAD, LLC, a Delaware limited liability company 3.This preliminary report/commitment was prepared based upon an application for a policy of title insurance that identified land by street address or assessor's parcel number only.It is the responsibility of the applicant to determine whether the land referred to herein is in fact the land that is to be described in the policy or polldes to be Issued. The map attached, If any, may or may not be a survey of the land depicted hereon.First American Title Insurance Company expressly disclaims any liability for loss or damage which may result from reliance on this map except to the extent coverage for such loss or damage is expressly provided by the terms and provisions of the title insurance policy, if any, to which this map is attached. *****To obtain wire instructions for deposit offunds to your escrow file please contact your Escrow Officer ***** Form No. 1068-2 Commitment Na:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 12 CONDITIONS 1.DEFINITIONS (a)"Mortgage" means mortgage, deed of trust or other security instrument. (b)"Public Records"means title records that give constructive notice of matters affecting the title according to the state law where the land Is located. 2.LATER DEFECTS The Exceptions in Schedule B -Section Two may be amended to show any defects,liens or encumbrances that 'appear for the first time In the public records or are created or attached between the Commitment Date and the date on which all of the Requirements (a) and (c) of Schedule B -Section One are met.We shall have no liability to you because of this amendment. 3.EXISTING DEFECTS If any defects, liens or encumbrances existing at Commitment Date are not shown In Schedule B, we may amend Schedule B to show them.If we do amend Schedule B to show these defects,liens or encumbrances,we shall be liable to you according to Paragraph 4 below unless you knew of this Information and did not tell us about It in writing. 4.LIMITATION OF OUR LIABILITY Our only obligation Is to Issue to you the Policy referred to In this Commitment, when you have met its Requirements.If we have any liability to you for any loss you Incur because of an error in this Commitment, our liability will be limited to your actual loss caused by your relying on this Commitment when you acted in good faith to: comply with the Requirements shown in Schedule B -Section One or eliminate with our written consent any Exceptions shown in Schedule B -Section Two. We shall not be liable for more than the Policy Amount shown in Schedule A of this Commitment arid our liability is subject to the terms of the Policy form to be Issued to you. 5.CLAIMS MUST BE BASED ON THIS COMMITMENT Any daim, whether or not based on negligence, which you may have against us concerning the title to the land must be based on this commitment and is subject to Its terms. Form No.1068-2 Commitment No.:NCS-820884-SA1 ALTA Plahi Language Commitment Page Number: 13 111Oleg IlrstAmetkan tile} Privacy Information We Are Cormaftted to Safer ardlag Customer Infer Bastion In order to better serve you needs now and In the future, we may est you to provide us with certain trifomiatice. We widersered that you may be concerned about what we ell do win such kdorrnadon -particularly any personal or financial tricerndico. We agree that you have a right to know how we vr11 utilize the personal information you provide to us. Theefue,together will our sitskUrsies we have adopted this Privacy Poky to govern the use and harping ofyou personal information. Applicability Thls Privacy Poky governs ow use of the hdouretk.ri that you provide to us.h does net govern the manner In which we may use Ihruillatiutu we have cleaned from any other source, such as Information obtained from a pubic record or from another person or entity. First American has also adopted broader guidelines that governor tee of personal irdormadon regardies of its source. First American cats these ceddeilnes its Fat Information Values. Types of Information Depending upon which of ore services you am utlizirg, the types of nonpublic personal Information that we may collect include:•Info walk.'we receive from you on applastIons, forms and in other communications to us, whether In writing,In person, by telephone or any other mare;•Infurrietion abbot your tramactions with us, our !Meted companies, or others; and•Worrell:ion we receive from a consumer reporting agency. Um of Information We request Irkemation from you for our own legitimate bustless purposes and not fix the beneft of any noreffilated party. Therefore, we wIl not release your Irfcrrnatkrt to nonaltlated parties except (1)as neassary for us to provide the product or service you have requested of to; or (2)as pomade:I by law. We may, however, store such hfuinetkri inciefiretety, InducUng the period after which any astomer relationship has ceased. Such Information may be used for any interred purpose, sum as quaky control dforts or astomer analysis. We may also provide at of the types of norpubk personal tnformation listed above to one or more of our affiliated companies. Such Waded commies include ?kendel service providers, such as die Insurers, property and casualty insurers, and trust and Investment advisory =parks, orcompanies involved in reel estate services, such as appraisal companies, home warranty companies and escrow companies. Furthermore, we may also provide at the hfur.wtkit we collect, as described above, to companies that perform marketing services on or tear,on tehaif of our afillated companies or to other financial Institutions with whom we or our aftTlated companies have }Dint marketing agreements. Former Customers Even if you are no longer ow astomer, our Privacy Poky will continue to apply to you. Confident:1May and Security We win use cur best efforts to enure that no unauthorized pubes have ao:esa to any of your Inha alio.We restrict access to nonpublic personal hiouroast about you to those Individuals and entlies who need to know that kionnation to provide products or services to you. We wt use ox best efforts to train and oversee our errpbyees and agents to ensure that your Infonraticriwil be handled responsthiy and In accordance wth this Prhecy Poky and Fist American's Fair Int umintimh Varies. We currently maintain physical, electronic, and procedural safeguards that can*with federal regulations to guard your nonpubk personal information. Isformntion Obtateed Through Our Web Site First American Rnandal Corporation is sensitive to privacy Issues on the Internet. We believe itis haportiod you know how we meet thekdui redo.' about you we remise on the Internet. In general, you an Evict First American or is afl'ilates' Web sites on the World Wide Web without telIng us who you we or reveraing arty IA.r.aUat abort yammer. Our Web servers collect the domain names,not the e-mail addresses, of vlstors. This Henna:Ice is aggregated to measure the number of vbts, average tine spent on the eke, pages viewed and similar I.ifurirelku.First American uses this inlomialion to measure the use ofOW Ikeand to develop ideas to improve the content of our site. There are tames, however, when we may need information from you, such as your name and email address. When in Is needed, we we use ow best efforts to idyou know at the tune of collection t0341 we will use the personal inforrnadon.Usualy, the personal Information we colect Is used only by us to respond to you Inquiry,process an order or slow you to access spedflc account/profile information.Ifyou 'loose to share any personal Information with us, we sal wily use k In accordarce with the policies conned atom. Bentham Rdatiouships First American Financial Corporation's site and Its dilates'sites may contatn !Irks to other Web sites. Whle we try to Ink only to des that share or high standards and respect for privacy, we are not responsble for the content or the privacy practices enpbyed by other sites. Cookies Some of FistAmerican's Web sites may make use of toolcie tecinclogy to manse aka ecthity and to astomize infornindon to your personal tastes.A cookie i an element of data that a Web site can send to you trowser, which may then store the coolie on your hard drive. Elrettglcom toes stored cookies. The goal of this tecinology Is to better serve you when visiting our eke,save you time when you we here and to provide you nth a mat meaningful and productive Web eke expeierxe. Fair Information VasesFakes's We consider consumer ecpectations about their privacy In all our businesses. We only offer products and services that assure a favorable balance between consumer benefits arid consumer privacy. Pubic Record We believe that an open pubic record creates significant value for society, enhances consumer choice end creates consumer opportunity. We adively support an open pet&record and emphasize Its importance and contribution to our economy. UmWe behave we shard behave resporudy when we use Wu.[law abouta corstroer hi our business. We wi obey the laws governing the cciedion, use and dissemination of data. Acasrecy We elf Ulm ressonable steps to assure the accuracy of the data we cceect, use and chierrenate. Where powible, we vita Woe ressonable steps to correct lnaccurabs IrrformetIon. When, as wth the pulstc record, we amid correct inaccurate Infomiation, we vd0 take all reascreble steps to assist consumers In icknlifying the source of the erroneous data so that the consumer can secure the requirwl corrections Education We endeavor to educate the users of ow products and services, our employees and others In our Industry about the importance of consumer privacy. Weall Instruct our employees on ow fairInfcernetIon velum and on the responsible cciledion and use of data We ea encourage others In our industry to collect and use informabon In a respcnstie mariner. Seaway We will maintain appropriate fadlilies and systems to protect against unauthorized accesstoand corruption of the data we mairaln. Form 50-PRIVACY (9/1/10)Pape 1 of 1 Privacy Information (2001-2010 First American Financial Corporation) Form No. 1068-2 °commitment No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 14 EXHIBIT A LIST OF PRINTED EXCEPTIONS AND EXCLUSIONS (BY POLICY TYPE) 1.CALIFORNIA LAND TITLE ASSOCIATION STANDARD COVERAGE POLICY -1990 SCHEDULE B EXCEPTIONS FROM COVERAGE This policy does not Insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 1.Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. Proceedings by a pubic agency which may result In taxes or assessments, or notice of such proceedings, whether or not shown by the records of such agency or by the public records. 2.Any fads, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by persons in possession thereof. 3.Easements, liens or enainbrances, or dakns thereof, which are not shown by the pubic records. 4.Dtscrepandes, conflicts In boundary lines, shortage in area, encroachments,•or any other fads which a correct survey would disclose, and which are not shown by the public records. 5.(a) Unpatented mining claims; (b) reservations or exceptions In patents or In Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown 'by the public records. EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1.(a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (I) the occupancy, use, or enjoyment of the land; (II) the character, dimensions or Location of any improvement now or hereafter erected on the land; (II)a separation In ownership or a change In the dimensions or area of the land or any parcel of which the land is or was a part; or (lv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, ken or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the pudic records at Date of Policy. (b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, ten or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2.Rights of eminent domain unless notice of the exerdse thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any baking which has occurred prior to Date of Policy which would be binding on the rights ofa purchaser for value without knowledge. 3.Defecis, liens, encumbrances, adverse claims or other matters. (a)whether or not recorded In the public records at Date of Policy, but created, suffered, assumed or agreed to by the Insured claimant; (b)not known to the Company, not recorded in the public records at Date of Policy, but known to the Insured claimant and not cisdosed In writing to the Company by the Insured claimant prior to the date the insured claimant became an Insured under this poky; (c)resulting In no loss or damage to the 'Fisted claimant; (d)attching or created subsequent to Date of Poky; or (e)resulting In loss or damage which would not have been sustained If the Insured claimant had paid value for the Insured mortgage or for the estate or Interest Insured by this policy. 4.Unenforceabiltty of the lien of the insured mortgage because of the inability or failure of the Insured at Date of Poky, or the Inability or falure of any subsequent owner of the Indebtedness, to comply with applicable 'doing business' laws of the state In which the land Is situated. 5.Invalidity or unenfccceabiltty of the lien of the Insured mortgage, or claim thereof, which arises out of the transaction evidenced by the Insured mortgage and is based upon usury or any consumer credit protection or truth In lending law. 6.Any claim, which arises out of the transaction vesting In the Insured the estate or Interest Insured by their poky or the transaction creating the Interest of the Insured lender, by reason of the operation of federal bankruptcy, state insolvency or similar creditors' rights laws. 2.AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B -1970 SCHEDULE OF EXCLUSIONS FROM COVERAGE 1.Any law, ordinance or governmental regulation (including but not limited to butting and zoning ordinances) restricting or regulating or prohlaiting the occupancy, use or enjoyment of the land, or regulating the character, dimensions or location of any improvement now or hereafter erected on the land, or prohibiting a separation in ownership or a reduction In the dimensions of area of the land, or the effect of any violation of any such law, ordinance or governmental regulation. 2.Rights of eminent domain or governmental rightt of police power unless notice of the exercise of such rights appears in the pubic records at Date of Policy. 3.Defects, hens, encumbrances, adverse cairns, or other matters (a) created, suffered, assumed or agreed to by the insured dalmant (b) not known to the Company and not shown by the public records but known to the insured claimant ether at Date of Poky or at the date such claimant acquired an estate or interest insured by this policy and not disclosed In writing by the Insured claimant to the Company prior to the date such insured claimant became an insured hereunder; (c) resitting In no loss or damage to the insured dainiant (d) attaching or created subsequent to Date of Policy; or (e) resulting In loss or damage which would not have been sustained if the Insured claimant had paid value for the estate or Interest insured by this policy. 3.AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B -1970 WITH REGIONAL EXCEPTIONS When the American Land Tide Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth In paragraph 2 above are used and the following exceptions to coverage appear In the policy. SCHEDULE B Form No. 1068-2 Commitment No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 15 This policy does not insure against loss or damage by reason of the matters shown In parts one and two following: Part One 1.Taxes or assessments which are not shown as existing Rens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 2.Any facts, rights, Interests, or claims whidi are not shown by the public records but which could be ascertained by an inspection of said land or by making Inquiry of persons In possession thereof.• 3.Easements, claims of easement or encumbrances which are not shown by the public records. 4.Discrepandes, conflicts In boundary lines, shortage In area, encroachments, or any other fads which a correct survey would disclose, and which are not shown by public records. 5.Unpatented mining claims; reservations or exceptions In patents or in Ads authorizing the Issuer=thereof; water rights, claims or title to water. 6.Any lien, or right to a len, for services, labor or material heretofore or hereafter furnished, Imposed by law and not shown by the pubic records. 4. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY -1970 WITH ALTA.ENDORSEMENT FORM 1 COVERAGE SCHEDULE OF EXCLUSIONS FROM COVERAGE 1.Any law, ordnance or governmental regulation (including but not Hatted to building and zoning ordinances) restricting or regulating or prohibiting the occupancy, use or enjoyment of the land, or regulating the character, dimensions or location of any Improvement now or hereafter erected on the land, or prohibiting a separation in ownership or a reduction In the dimensions or area of the land, or the effect of any violation of any such law ordinance or governmental regulation. 2.Rights of eminent domain or governmental rights of police power unless notice of the exercise of such rights appears In the public records at Date of Policy. 3.Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed or agreed to by the Insured claimant, (b) not known to the Company and not shown by the public records but known to the Insured claimant ether at Date of Poky or at the date such claimant acquired an estate or interest !mired by this policy or acquired the Insured mortgage and not clsdosed in writing by the Insured claimant to the Company prior to the date such insured claimant became an insured hereunder, (c) resulting in no loss or damage to the insured claimant (d) attaching or created subsequent to Date of Policy (except to the extent Insurance Is afforded herein as to any statutory len for labor or material or to the extent Insurance is afforded herein as to assessments for street improvements under construction or completed at Date of Policy). 4.Unenforceability of the lien of the Insured mortgage because of failure of the insured at Date of Policy or of any subsequent owner of the Indebtedness to comply with applicable "doing business' laws of the state in which the land Is situated. S. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY -1970 WITH REGIONAL 'EXCEPTIONS When the American Land Title Association Lenders Policy is used as a Standard Coverage Policy and not as an Extended Coverage Poky, the exclusions set forth In paragraph 4 above are used and the following exceptions to coverage appear In the policy. SCHEDULE B This poky does not Insure against loss or damage by reason of the matters shown in parts one and two following: Part One 1.Taxes or assessments which are not shown as e:dsting Hens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 2.Any fads, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making Inquiry of persons In possession thereof. 3.Easements, claims of easement or encumbrances which are not shown by the public records. 4.Discrepancies, conflicts in boundary lines, shortage In area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5.Unpatented mining claims; reservations or exceptions in patents or in Ads authorizing the Issuance thereof; water rights, claims or title to water. 6.Any Hen,or right to a lien, for services, labor or material theretofore or hereafter furnished, Imposed by law and not shown by the public records. 6. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY -1992 WITH A.LT.A. ENDORSEMENT FORM 1 COVERAGE EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1.(a) Any law, ordinance or governmental regulation (inducing but not ImIted to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (I) the occupancy, use, or enjoyment of the land;(11)the character, dimensions or location of any Improvement now or hereafter erected on the land;(111)a separation In ownership or a change In the dimensions or area of the land or any parcel of which the land Is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or govemmenb3ireguiatiors, except to the extent that a notice of the enforcement thereof or a notice ofa defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded In the public records at Date of Paley; (b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance remelting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Poky. Form No.1068-2 Ccawnitrnent No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 16 2.Flights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not exdtxling from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights ofa purchaser for value without knowledge. 3.Defects, lens, encumbrances, adverse claims, or other matters: (a) whether or not recorded In the public records at Date of Policy, but created, suffered, assumed or agreed to by the Insured claimant (b) not known to the Company, not recorded In the public records at Date of Policy, but known to the Insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the Insured-claimant became an Insured under this poky; (c) resulting In no loss or damage to the Insured claimant; (d) attaching or created subsequent to Date of Policy (except to the extent that this policy insures the priority of the ken of the insured mortgage over any statutory Ben for services, labor or material or the extent insurance Is afforded herein as to assessments for street improvements under construction or completed at date of policy); or (e) resulting in loss or damage which would not have been sustained If the Insured claimant had paid value for the Insured mortgage. 4.Unertforceability of the ken of the Insured mortgage because of the Inablity or failure of the Insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with the applicable "doing business' laws of the state In which the land is situated. 5.Invalidity or unertforceabliity of the lien of the Insured mortgage, or claim thereof, which arises out of the transaction evidenced by the Insured mortgage and is based upon usury or any consumer credit protection or truth in lending law. 6.Any statutory lien for services, labor or materials (or the claim of priority of any statutory lien for services, labor or materials over the lien of the Insured mortgage) arising from an improvemea or work related to the land which Is contracted for and commenced subsequent to Date of Poky and is not financed in whole or In part by prcceeds of the indebtedness secured by the hared mortgage which at Date of Policy the Insured has advanced or is obligated to advance. 7.Any claim, which arises out of the transaction creating the Interest of the mortgagee insured by this policy, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that is based on: (I) the transaction creating the interest of the Insured mortgagee being deemed a fraudulent conveyance or fraudulent transfer; or (II) the subordination of the Interest of the Insured mortgagee as a result of the application of the doctrine of equitable subordination; or 010 the transaction creating the interest of the insured mortgagee being deemed a preferential transfer except where the preferential transfer results from the failure: (a) to timely record the instnrnent of transfer; or (b) ofsuch recordation to impart notice to a purchaser for value or a judgment or lien creditor. 7. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY -1992 WITH REGIONAL EXCEPTIONS When the American Land Tilde Ascrrudinn policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 6 above are used and the following exceptions to coverage appear In the policy. SCHEDULE B This policy does not Insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 1.Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 2.Any facts, rights, Interests, or claims which are not shown by the public records but which could be ascertained by an Inspection of said land or by making Inquiry of persons In possession thereof. 3.Easements, claims of easement or encumbrances which are not shown by the public records. 4.Discrepancies, conflicts In boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5.Urvatented mining claims; reservations or exceptions in patents or in Acts authorizing the Issuance thereof, water rights, claims or title to water. 6.Any lien, or right to a len, for services, labor or material Wel elufue or hereafter furNshed, imposed by law and not shown by the public records. 8. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY -1992 EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1.(a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (I) the occupancy, use, or enjoyment of the land; (II) the character, dimensions or location of any improvement now or hereafter erected on the land; (ill)a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (Iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, accept to the extent that a notice of the e(dui le7Itent thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any governmental police power not excluded by (a) above, accept to the extent that a notice of the exerdse thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2.Rights of eminent domain unless notice of the exercise thereof has been recorded In the public records at Date of Policy, but not ecducling from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a pirchaser for value without knowledge 3.Defects, lens, encumbrances, adverse claims, or other matters: (a) created, suffered, assumed or agreed to by the Insured claimant; (b) not known to the Company, not recorded In the public records at Date of Policy, but known to the Insured claimant and not disclosed In writing to the Company by the Insured dalmant prior to the date the insured dalmant became an Insured under this policy; (c) resulting In no loss or damage to the insured claimant (d) attaching or created subsequent to Date of Policy; or . Form-No.1068-2 Commlime..it No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 17 (e) resulting in loss or damage which would not have been sustained If the Insured claimant had paid value for the estate or Interest insured by this policy. 4.Any claim, which arises out of the transadion vesting In the Insured the estate or Interest insured by this policy, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that Is based on: (1)the transaction creating the estate or Interest Insured by this policy being deemed a fraudulent conveyance or fraudulent transfer; or (11)the transaction creating the estate or Interest Insured by this policy being deemed a preferential transfer except where the preferential transfer results from the faHure: (a) to timely record the instrument of transfer; or (b) of such recordation to Impart notice to a purchaser for value or a Judgment or lien creditor. 9. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY -1992 WITH REGIONAL EXCEPTIONS When the American Land Title Association poky Is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth In paragraph 8 above are used and the following exceptions to coverage appear In the pokey. SCHEDULE B This poky does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: Part One: 1.Taxes or assessments which are not shown as existing Bens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 2.Any fads, rights, Interests, or dakns which are not shown by the public records but which could be ascertained by an Inspection of said land or by making inquiry of persons In possession thereof. 3.Easements, Balms of easement or encumbrances which are not shown by the public records. 4.Discrepandes, conflicts in boundary lines, shortage In area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. 5.Unpaterrted mining damns; reservations or exceptions in patents or in Ads authorizing the issuance thereof; water rights, claims or title to water. 6.My lien, or right to a Hen,for services, labor or material theretofore or hereafter furnished, imposed by law and not shown by the pubic records. .ALTA RESIDENTIAL TITLE INSURANCE POLICY (6-1-87) EXCLUSIONS In addition to the Exceptions In Schedule B,you are not [mired against loss, costs, attorneys' fees, and expenses resulting from: 1.Governmental poke power,and the existence or violation of any law or government regulation.This includes btilding and zoning ordinances and also laws and regulations concerning: (a) and use (b) improvements on the land (c) and division (d) environmental protection This exclusion does not apply to violations or the enforcement of these matters which appear in the pubic records at Policy Date. This exclusion does not limit the zoning coverage described in Items 12 and 13 ofCovered Title Risks. 2.The right to take the land by condemning it, unless: (a) a notice of exercising the right appears in the public records on the Policy Date (b) the taking happened prior to the Policy Date and Is binding on you If you bought the land without knowing of the taking 3.Title Risks: (a) that are created, alowed, or agreed to by you (b) that are known to you, but not to us, on the Policy Date —unless they appeared in the public records (c) that result In no loss to you (d) that fist affect your title after the Policy Date —this does not limit the labor and material lien coverage In Item 8 of Covered Title Risks 4.Failure to pay value for your title. 5.Lack ofa right: (a) to any kind outside the area specifically described and referred to In Item 3 of Schedule A OR (b)In streets, alleys, or waterways that touch your land This exclusion does not limit the access coverage In Item 5 ofCovered TI le Risks. 11. EAGLE PROTECTION OWNER'S POLICY CLTA HOMEOWNER'S POLICY OF TITLE INSURANCE -1998 ALTA HOMEOWNER'S POLICY OF TITLE INSURANCE -1998 Covered Rlsics 14 (Subdivision Law Violation). 15 (Building Permit). 16 (Zoning) and 18 (Encroachment of boundary wails or fences) are subject to Deductible Amounts and Maximum Dollar Limits of Liability '.,.. Form No. 1068-2 Commitment No.:NCS-820884-SA1 Page Number: 18 ALTA Plain Language Commitment OCCLUSIONS attorneys' fees, and eqienses In addition to the moons in Schedule B, you are not insured against loss, costs, resultIng from: 1.Governmental pace power, and the existence or violation of any law or government regulation. This includes ordinances, laws and regulations concerning:b. zoning a. building c. land use d. improvements on the land e. land division f. emAronmental protection This exclusion does not apply to viola'dons or the enforcement of these matters If notice of the violation or enforcement appears In the Public Records at the Policy Date. This exclusion does not Emit the coverage described in Covered Risk 14, 15, 16, 17 or 24. 2.The failure of Your edsting structures, or any part of them, to be constructed In accordance with applicable building codes. This Exclusion does not app to violations of building codes if nottce of the violation appears in the Public Records at the Policy D. 3.The right to take the Land by condemning It, unless: a. a notice of exercising the right appears In the Public Records at the Policy Date; or b.the taidng happened before the Policy Date and is binding on You If You bought the Land without Knowing of the taking. 4.Risks' a.that are created, allowed, or agreed to by You, whether or not they appear in the Public Records; b. that are Known to You at the Policy Date, but not to Us, unless they appear In the Public Records at the PoBcy Date; .that resuft in no loss to You; or d. that first occur after the Policy Date - this does not limit the coverage described In Covered Risk 7, 8.d, 22, 23, 24 or 25. 5.Failure to pay value for Your Title. 6.Lad( of a right a.to any Land outside the area specifically described and referred to In paragraph 3 of Schedule A; and b. In streets, alleys, or waterways that touch the Land. This exclusion does not limit the coverage described In Covered Risk 11 or 18. ASSOCIATION EXPANDED COVERAGE RESIDENTIAL LOAN 12. THIRD GENERATION EAGLE LOAN POLICY AMERICAN LAND11TfL /01 E -POLICY (/08) EXCLUSIONS FROM COVERAGE The Allowing fees or matters are expressly excluded from the coverage of this policy and the Company win not pay loss or damage, costs, attorneys' expenses which arise by reason of: 1.(a) Any law, ordinance, permit, or governmental regulation Onduding those reiatng to building and zoning) rest:riding, regulatkig, prohfolting, or relating to rumen occupancy, use, or enjoyment of the Land; 00 the character, dimensions, or location of anyImprovement erected on end;010 the subdhrision of land;or()or protedion; or the effect of any violation of these laws, ordinances, or govetal regulallors. This Exclusion 1(a) does not modify or limit the coverage provided uroder Covered Risk 5, 6, 1.3(c),. 14 or 16. (b)Any governmental polka power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c),under Covered Rik 7 or 8. 13(d) 2.Rights ofem.14 or 16.inent domain. This Exclusion does not modify or limit the coverage provided s 3.Defects, Bens,encumbane adverse dens,or other matters (a) created, suffered, assumed or agreed to by the Insured Claimant (b) not Known to the Company. not recorded In the Pubic Records at Date of Policy, but Known to the Insured Claimant and not domed in writing to the C.ompany by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting In no loss or damage to the Insured Claimant; Covered (d) attaching or created subsequent to Date of Policy (however, this does not modify or Hatt the coverage provided under Risk 11, 16, 17, 18, 19, 20, 21, 22, 23, 24, 27 or 28); or (e) resulting in,loss or damage which would not have been sustained If the Insured Claimant had paid value for the Blared Mortgage. 4.Unenforceablitty of the lien of the Insured Mortgage because of the inability or failure of an Insured to coat with appticabie doing business laws of the state where the Land is situated. 5.Invalidtty or unenforceabillty in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury, or any consumer credit probes or truth-In-lending law. This edusion does not modify or Emit the coverage provIded in Covered Rleic 26. 6.Any &int of invalidity, unenforceablitty or lack of priority of the lien ofthensurd Mortgage as to Advances or modifications made after the Insured has Knowlecbge that the vestee shown In Schedule A longer the owner of the estate or Interest covered bY this policy. This Eciuslon does not modify or limit the coverage provided In Covered Ri ty and created or sk 11. 7.Any lien on the Title for real estate taxes or assessments Imposed by governuthori attaching subsequent to Date of Policy. This Exclusion does not modify or limit the coverage provided in Covered Risk 11(b) or 25. 8.The failure of the residential structure, or any portion of It, to have been constructed before, on or after Date of Policy In accordance wtth applicable buidtng codes. This Exclusion does not modify or limit the coverage provided In Covered Risk 5 or 6. 13. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY - 2006 EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, ccsts, attorneys' fees, or Form No.1068-2 Commitment No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 19 expenses that arise by reason of: 1.(a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (I) the occupancy, use, or enjoyment of the Land; (H)the character, dimensions, or location of any improvement erected on the Land; Gip the subdivision of land; or (Iv) envinximental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5. (b) Any governmental police paver. This Exclusion 1(b) does not modify or Ilmft the coverage provided under Covered Risk 6. 2.Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3.Defects, liens, errumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded In the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this poilcy; (c) resulting In no loss or damage to the Insured Clatrnant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 13, or 14); or (e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage. 4.Unenforceabflity of the lien of the Insured Mortgage because of the Inability or falure of an Insured to comply with applicable doing- business laws of the state where the Land Is situated. 5.Invalidity or unenforceablllty In whole or In part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law. 6.Any claim, by reason of the operation of federal bankruptcy, state Insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage,Is (a)a fraudulent conveyance or fraudulent transfer, or (b)a preferential transfer for any reason not stated In Covered Risk 13(b) of this policy. 7.Any Ilen on the Title for real estate times or assessments Imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the Insured Mortgage In the Pubic Records. This Exclusion does not modry or limit the coverage provided under Covered Risk 11(b). 14. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY -2006 WITH REGIONAL EXCEPTIONS When the American Land Title Assodation policy Is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 13 above are used and the following exceptions to coverage appear In the poky. SCHEDULE B This policy does not Insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 1.(a) Taxes or assessrnents that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records. 2.Any fads, rights, interests, or claims that are not shown by the Public Records but that could be ascertained by an Inspection of the Land or that may be asserted by persons In possession of the Land. 3.Easements, liens ar encumbrances, or claims thereof, not shown by the Public Records. 4.Any encroachment, encumbrance, violation, variation, or adverse cirarnstarre affecting the Title that would be disclosed by an acarate and complete land survey of the Land and not shown by the Pubic Records. 5.(a) Unpaterted mining claims; (b) reservations or Exceptions In patents or in Acts authatting the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records. 15. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY -2006 EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1.(a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (1)the occupancy, use, or enjoyment of the Land; (1) the character, dimensions, or location of any improvement erected on the Land; (IA)the subdivision of land; or (1v)environmental pnotedion;or the effect of any violation of these laws, ordinances,or governmental reguiations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5. Form No. 1068-2 Commitment No.:NCS-820884-SA1 ALTA Plain Language Commitment Page Number: 20 (b) Any goverm)errtal police power. This Exclusion 1(b) does not modify or lirathe coverage provided under Covered Risk 6. 2.Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3.Defects, liens, encumbrances, adverse dakns, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Poky, but Known to the Insred Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this poky; (c) resulting In no kiss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Polley (however, this does not modify or limit the coverage provided under Covered Risks 9 and 10); or (e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for theTit*. 4.My claim, by reason of the operation of federal bankruptcy, state insolvency, or slrnlar creditors rights laws, that the transaction vesting the Title as shown in Schedule A, is (a)a fraudulent conveyance or fraudulent transfer; or (b)a preferential transfer for any reason not stated in Covered Risk 9 of this policy. 5.Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer In the Public Records that vests Title as shown in Schedule k 16. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY -2006 WITH REGIONAL EXCEPTIONS When the American Land Tile Association policy is used as a Standard Coverage Poky and not as an Extended Coverage POlicy the ` exclusions set forth in paragraph 15 above are used and the following exceptions to coverage appear In the policy. SCHEDULE B This policy does not insure against loss or damage (and the Company wil not pay costs, attorneys' fees or expenses) which arise by reason of: 1.(a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Pubic Records; (b) proceedings by a public agency that may result Waxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records. 2.Any facts, rights, Interests, or dahrs that are not shown by the Public Records but that could be ascertained by an Inspection of the Land or that may be asserted by persons In possession of the Land. 3.Easements, Bens or encumbrances, or claims thereof, not shown by the Public Records. 4.Any encroachment, enasnbrance, violation, variation, or adverse drasnsbance affecting the Title that would be disclosed by an accurate and complete land army of the Land and not shown by the Public Records. 5.(a) Unpatented mining claims; (b) reservations or exceptions In patents or in Acts authorizing the Issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records.