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Home My WebLink About2018-064-E AMS - Kennon Craver legal services engagement Hwy 70DocuSign Envelope ID: BC5OE22D- D2B4- 4E91 - AAA4B- 3B9F742A��f 5�'j83E K E N N V IY i P11C ATTORNEYS AT LAW February 14, 2018 Jeffrey E. Thompson Director, Asset Management Services Orange County Government 131 West Margaret Lane, Suite 300 PO Box 8181 Hillsborough, NC 27278 VIA EMAIL DELIVERY RE: Engagement For Legal Services: highway 70 Properties, Hillsborough, North Carolina Title Searches Dear Mr. Thompson: We are pleased to represent Orange County in conducting title work on the properties described herein (the "Transaction "). If agreeable to the County, this letter establishes the terms of our engagement. Title Search & Title Insurance The properties to be purchased in the Transaction are comprised of four separate parcels having Orange County PINS 9844788137; 9844786326; 9844881230; and 9844786242 (collectively the "Property "). We will perform a title search on the Property. The nature of that search may take on many one of two forms, depending upon whether or not the title has previously been insured. If the title has not been previously insured, a search of the public records for a period of time satisfactory to the title insurance company will be required. If the title has previously been insured, we can obtain coverage for the County by having the title examined from the effective date of that coverage to the present. The process of performing only a limited title search is what is known as "tacking ". If we tack to an existing title insurance policy, the County will be relying on its policy of title insurance and not our having actually examined the public records for any matter affecting title prior to the date of the existing policy of title insurance to which we tacked. Therefore, absent your timely objection, we will determine if title insurance coverage exists on the Property and, if so, have the public records examined only from the date of that coverage to the present. In other words absent your timely objection, we will "tack" to that existing policy of title insurance. This procedure will enable us to keep the 1 4011 7aizvers4ty drive. s :rite 3010, durbam, me 27707 host mice box 51579, durlymn, nc 2 771 7 -15 79 TELEPHONE 919 490 0500 FAX 91949008?3 • ivivwkennoncravercorn DocuSign Envelope ID: BC50E22D- D2B4- 4E91- AA4B- 3B9F742A583E County's costs to a minimum while, at the same time, providing full title insurance coverage for the County. You should be advised that title insurance, while a valuable insurance coverage, does not cover any and all damage that may arise from a title defect. Title insurance also does not necessarily provide immediate relief in the form of the payment of a claim given title insurers have a reasonable time to correct defects in title which the insurer reasonably believes can be corrected. What constitutes a "reasonable time" depends upon the nature of the defect. Assuming title is insurable, we will obtain a title insurance policy in favor of the County in the amount of the purchase price for the Property. The County will be responsible for the payment of the title insurance premium at closing. Please be aware that matters of zoning and environmental matters are not included in a standard title search. We do not provide any opinion as to the environmental condition of the Property, Please notify me immediately if the County requires additional information or assistance concerning these two issues. Zoning laws affect setbacks and use requirements to name a few. Environmental hazards include, but are not limited to, the existence of radon gas, lead -based paint, underground storage tanks and asbestos. We will either use the survey commissioned by the County for this transaction, if any, or the description of the Property included in the current vesting deeds as the legal description for the Property. We recommend the County obtain a new survey of the Property during its due diligence if it has not already done so. A survey may show title encumbrances and defects such as existing encroachments onto or from neighboring properties, legal description gaps and overlaps, and other matters "on the ground" that would not otherwise be discovered during our title search of the public records. The legal description will be used to describe the boundaries of the Property in the general warranty deed conveying the Property to the County (the "Deed "), if any. I understand the County does not require our assistance with negotiating or drafting any purchase agreement for the Property. Legal Fees & Expenses This engagement is specifically limited to: (1) performing the title search; (2) preparing the title opinion; (3) procuring a title insurance commitment (if available); and (4) disusing any title issues discovered during the title search with the County. Please be aware that additional work necessary to complete the closing, such as attempting to resolve significant title defects, significant work related to locating heirs or resolving estate issues related to the property in the chain of title, etc., may require work beyond the scope of this letter and cast in excess of the fee listed below. In the event the County requires additional legal work not referenced in this letter (such as work associated with clearing any title defects, resolving estate issues, or closing services), then we may perform such work at the County's specific request under an amendment to this agreement at our normal hourly rates. We will bill the County at a discounted hourly rate of $250 for time spent by firm attorneys on the Transaction and $110 per hour for time spent by paralegals on the Transaction. Our legal fees for performing the legal work outlined herein will not exceed $3,000.00. In addition to the foregoing hourly fees, the County will be responsible for payment of any kennon r aver, pllc -7011 rveltc sirf zlrit,c, suire 300, durham. w 77707 • poo office box 515 -9, dwham, nr 2 717 -1579 rELEPH0NE9194900500 FAX 91949008,3 . wivicakerraow— ruver.rom DocuSign Envelope ID: BC5OE22D- D2B4- 4E91- AA4B- 3B9F742A583E expenses incurred by our firm in connection with the closing such as express mail charges, and wire fees each and all of which will be set out on the settlement statement at closing. Please understand that we must charge for all work performed even if this transaction fails for any reason. Please do not hesitate to contact me with any questions as ncerns regarding this letter. I look forward to working with you on this transaction. FIRM kennon graver, pile 4011 unit erfin, drive, suite-300, durhatn, nt 2770, • post office Got' .51579, dud yam, in-2.7717-15-9 TELEPHONE 91971900500 FAX 91949008-3 wuwkewtourasercoru DocuSign Envelope ID: BC50E22D- D2B4- 4E91- AA4B- 3B9F742A583E L1�i LIABILITY INSURANCE 5020 Weston Parkway, Suite 200 MUTUAL VV 1 COMPANY OF Cary, North Carolina 27513 NORTH CAROLINA Est Office Box 1929 Cary, North Carolina 27512 -1929 Declarations KENNON CRAVER, PLLC PO BOX 51579 DURHAM, NC 2 771 7 -1 579 Policy Number: 0022032 - LPL -14 Policy Period: 05 -01 -2017 to 05 -01 -2018 12:01 A.M. Standard Time at the address of the Named Insured stated herein. Prior Acts Date of May 1, 2003 Named Insured: q 19.67 7.8900 -rEF 800.662.8843 TOLL, FREE 919.677,9641 FAk wvvw.lavvyersm ut ua I oc.com Limits of Liability: A. $5,000,000 A. Applicable to any claim or one or more related claims. B. $5,000,000 B. Aggregate limit of the Company's liability for all damages and claims expenses without regardto the number of Insureds, Extended Reporting Endorsements, claims, suits, or claimants. Deductible: C. $50,000 C. See INSURING AGREEMENT VI. Deductible and (including claims expenses) Limit of Liability. Premium: $30,923.00 Endorsement Attachments: 012 041 In witness whereof, Lawyers Mutual Liability Insurance Company of North Carolina has caused this Policy to be signed by its President and Secretary and countersigned by a duly authorized agent of the Company. Secretary n Pre ident A ulltcrrirt�l :;1� Lawyers Professional Liability Policy (This is a Claims -Made and Reported Policy. Defense costs are a part of the Policy Limits and reduce the amount available to pay losses. You should read your Policy for a complete understanding of its Terms, Conditions & Coverages). (08/01/2015.2) PolicyForm DocuSign Envelope ID: BC50E22D- D2B4- 4E91- AA4B- 3B9F742A583E MUTUAL LA��TER LIABILITY INSURANCE COMPANY NORTH CAROLINA 5020 Weston Parkway, Suite 200 Cary, North Carolina 27513 Post Office Box 1929 Cary, North Carolina 27512 -1929 Insured Listing / Prior Acts Date Endorsement 919.677.8900 TEL 800.662.8843 TOLL FREE 919.677,9641 FAX www.lawyersmutualnc.com This Endorsement, effective 12:01 A.M. on May 1, 2017 forms a part of Policy No. 0022032 - LPL -14 (the "Policy ") issued by LAWYERS MUTUAL LIABILITY INSURANCE COMPANY OF NORTH CAROLINA and applies to KENNON CRAVER, PLLC (the "Named Insured "). It is hereby understood and agreed that as to each Insured listed below, this Policy shall not apply to such Insured's act(s) or omission(s), or series of related act(s) or omission(s), occuring or beginning prior to the date listed individually for each Insured below ( "Prior Acts Date "). All Policy provisions, terms, exclusions, and conditions, except as provided otherwise in this Endorsement, remain in full force and effect. ALahvrLzed Ate$ END #: 012 (08/01/2015) AttyListPALE Name Licensing State License Prior Acts Date or Other Number 1 WILLIAM ALBERT ANDERSON III NC 29085 10 -02 -2000 2 GWENDOLYN C BROOKS NC 26502 09 -17 -1999 3 JOEL M CRAIG NC 9179 02 -01 -1980 4 G RHODES CRAVER NC 10291 02 -01 -1982 5 JAMES ROBERT EASTHOM NC 23489 06 -14 -1998 6 BRIAN M FERRELL NC 27819 04 -03 -2002 7 WILLIAM T HUTCHINS JR NC 22129 06 -01 -1995 8 DEBORAH ANN McDERMOTT NC 47933 09 -02 -2014 9 HENRY WILLIAM SAPPENFIELD NC 37419 12 -03 -2007 10 LEIGH PURYEAR VANCIL NC 27342 03 -01 -2007 11 CANDACE B. MINJARES NC 50378 02 -01 -2016 ALahvrLzed Ate$ END #: 012 (08/01/2015) AttyListPALE DocuSign Envelope ID: BC50E22D- D2B4- 4E91- AA4B- 3B9F742A583E J L� LIABILITY INSURANCE 5020 Weston Parkway, Suite 200 COMPANY OF Cary, North Carolina 27513 Post Office Box 1929 MUTUAL NORTH CAROLINA Car ry, North Carolina 27512-1929 Specific Acts Exclusion Endorsement 919.677.8900 TEL 800.662.8843 TOLL FREE 919.677,9641 FAX www.lawyersmutualnc.com This Endorsement, effective 12:01 A.M. on May 1, 2017 forms a part of Policy No. 0022032 - LPL -14 (the "Policy ") issued by LAWYERS MUTUAL LIABILITY INSURANCE COMPANY OF NORTH CAROLINA and applies to KENNON CRAVER, PLLC (the "Named Insured "). It is hereby understood and agreed that as a condition of the issuance of this Policy, the EXCLUSIONS AND LIMITED WAIVER I. Exclusions section of the Policy is hereby amended to add this Specific Acts Exclusion. Irrespective of whether the act(s) or omission(s) alleged in support of a claim, suit, or theory of liability presented in a suit, would fall within INSURING AGREEMENT, I. Coverage - Attorney, II. Coverage - Fiduciary or III. Coverage - Arbitrator & Mediator, this Policy does not afford to any Insured any coverage or benefits whatsoever, including, but not limited to, any right to any defense, with respect to: Any claim, or any theory of liability asserted in a suit, based in whole or in any part upon any act(s) or omission(s) of any Insured arising out of, related to, or on account of the following: Services including legal services rendered to, for , or on behalf of McKee Family Associates, LLC and clients thereof. Services including legal services rendered to, for, or on behalf of Craver Realty Corp. AuthvrLzed Ate$ END #: 041 (08/01/2015) SpaExclusion