GF # ___________________ Commitment / Preliminary Report # _______________________
relating to the real property described therein (the “Land”)
BEFORE ME, on this day personally appeared: _______________________________________________________________________
[Alternative 1: The undersigned] [Alternative 2: Seller(s) or Owner(s)-Borrower(s) [Include middle name, if any; state capacity of representative of the Seller(s)]
PLEASE NOTE: ANY BLANK SPACE IN THIS AFFIDAVIT SHALL BE DEEMED A STATEMENT BY THE UNDERSIGNED THAT THE RESPONSE IS "NO" OR "NONE".
THIS AFFIDAVIT AND INDEMNITY is made in connection with the sale and/or mortgaging of the Land with the knowledge and intent that Stewart Title Guaranty Company, and its issuing agent, if any (collectively, the "Title Company") will rely on it in issuing title insurance policy(ies). [Option: This Title Affidavit applies only with respect to the period between _______________ (date of acquisition) and the date hereof.]
The undersigned, under oath, deposes and says:
1. NAME. My/our full name(s) appear above. During the last ___ (__) years, I/we have not been known by any other name except as stated above or as follows: ___________________________________________________________________________. The judgment(s) and/or other lien(s) appearing on the title commitment / preliminary report, is/are not against me/us, but rather is/are against someone else with a similar name. Initial if applicable: _______________
2. POSSESSION AND OWNERSHIP. I/we have no knowledge of any challenge, claim or controversy relating to my/our ownership or possession of the Land. There are no tenants, occupants, or parties in possession of the Land, or leases or licenses affecting the Land, and no one is occupying, using or passing over the Land, other than me/us and my/our immediate family, except the following: ________________________________________________________________________.
A. Except as may be shown on any survey, if any, of the Land, that has been provided to the Title Company, I/we have no knowledge of any easements, replattings, encroachments of my improvements (including fences and driveways) onto any easement or setback line or building line or onto my neighbors' property(ies), or of any encroachments of my neighbors' improvements (including fences and driveways) onto the Land, or of any boundary line disputes, except the following: ___________________________________________________________________________.
B. If a survey of the Land has been provided to the Title Company, there have been no changes to the improvements (including fences and driveways) on the Land, no changes in the boundary lines, no additions or alterations to the exterior of the improvements that change the exterior of the improvements or change in footprints or new improvements, since the date of the survey, except the following: _______________________________________________________________________.
4. MECHANIC’S LIENS. [Select one below]
A. _____ No improvements (including but not limited to labor, services, materials, and equipment) have been made to the Land during the last 180 days.
B. _____ There has been no construction on the Land during the last 180 days. All work performed, services rendered, and materials and equipment furnished in connection with the improvements on the Land relate to routine repairs and replacements, and have been paid in full, and there are no unpaid bills, claims, demands or amounts owed for services, labor, materials or equipment, except for routine work, repairs, maintenance, and except other work not exceeding $_____________ in the aggregate, and the following [Please insert description, amount, and name of unpaid claimant(s), if any]:
I/we undertake to promptly pay the foregoing and any and all charges that may be incurred will be paid in the ordinary course of business and to deliver proof of payment to the Title Company.
5. DEBTS AND LIENS. Except as described in the commitment / preliminary report, there are no debts, liens (including but not limited to federal or state liens or judgment liens), loans (including but not limited to mortgages or deeds of trust), lawsuits, unpaid judgments, proceedings or legal obligations of any kind against me/us or encumbering or potentially affecting the Land except the following [Please insert name of creditor and amount, if any]:
6. TAXES AND ASSESSMENTS. Except as described in the commitment / preliminary report, there are no unpaid taxes, charges, fees, fines or assessments of any kind (including but not limited to real property taxes and assessments imposed by a taxing authority, condominium association or homeowner's association fees and assessments, water or sewer charges or other municipal charges) encumbering or potentially affecting the Land currently due and payable, except the following [Please describe item and amount, if any]:
I/we undertake to promptly pay the foregoing and to deliver proof of payment to the Title Company.
7. BANKRUPTCY. There are no current proceedings in bankruptcy or receivership affecting me/us/the owner of the Land. I/we/the owner do/does not intend to file bankruptcy.
8. PURCHASE RIGHTS. Except for the current transaction (if a sale), there are no contracts to sell the Land, or options, or rights of first refusal to purchase, or right of first offer of, the Land, other than those parties who have waived their rights, except the following:
9. BROKER. All fees and commissions due and payable to any real estate broker relating to the current transaction under a commission agreement have been or will be paid in the ordinary course of business.
10. CURRENT LEASE. The lease set forth in Exhibit __ is in effect and I/we have no actual knowledge of any material, uncured breaches and have received no written notice from the lessor of uncured breaches of lease. Except as shown in the commitment / preliminary report, to the knowledge of the undersigned there are no tenants or parties in possession or who have a right to possession, other than those tenants identified on the attached Rent Roll, which have no options, rights of first refusal, or right of first offer with respect to purchase of the Land.
11. EXPIRED LEASES OF RECORD. Those leases set forth in Exhibit __ have expired or terminated and are no longer effective.
12. PERISHABLE AGRICULTURAL COMMODITIES ACT (PACA) AND PACKERS AND STOCKYARDS ACT (PSA).
[Alternative one] I/We and the owner do not purchase and are not provided products that are subject PACA or PSA and I/we have received no notices or demands relating to claims under PACA or PSA.
[Alternative two] To the knowledge of the undersigned, there are no outstanding unpaid sellers or suppliers of PACA/PSA commodities or products, no written notices of claim or written notices of intent to preserve claim rights have been received by the undersigned or owner from PACA/PSA sellers or suppliers, and there are no parties claiming to hold or assert rights, claims, or interests under PACA/PSA against undersigned or the owner.
13. COVENANTS, CONDITIONS, AND RESTRICTIONS. I/we have received no written notice of material uncured violations of any covenants, conditions, and restrictions and I/we have no actual knowledge of material uncured violations of covenants, conditions, and restrictions, and there are no assessments or other charges established in the covenants, conditions, and restrictions that are currently due and payable.
14. MARITAL STATUS. If an individual (natural person), the following describes my/our current marital status (check and complete all that are applicable):
A____ I have never been married.
B. ____ I am currently married to: ________________________________ [< name]. We were married in ______________________ [< state] on ______________________ [< date] and we have been continuously married to each other, without interruption, since that date.
C. ____ I was married to _______________________________ [<name] from: ______________________ [< date] to ______________________ [< date]. That marriage ended due to ___________________________________ [< describe: e.g., death, divorce].
D. ____ We are married to each other. We were married in ______________________ [< state] on ______________________ [< date] and we have been continuously married to each other, without interruption, since that date.
E. ____ Other: ___________________________________________________
15. INDEMNITY. I/we make this Affidavit to induce the Title Company to issue a policy/ies of title insurance and I/we understand that the Title Company is relying on the statements made herein in issuing such policy/ies. I/we agree to indemnify, defend and hold harmless the Title Company from and against all claims, costs, losses, liabilities, damages, expenses, fees and attorneys' fees, including attorneys' fees and expenses to enforce this indemnity, that the Title Company may incur, arising out of or relating to:
A. any errors, omissions or inaccuracies in this Affidavit;
B. all liens, encumbrances or other objectionable matters filed or recorded against the Land between the last Effective Date of the commitment / preliminary report referenced above and the date and time of recording of the deed and/or mortgage/deed of trust, if applicable. I/we undertake to promptly remove, release, bond or otherwise dispose of the such matters, to the satisfaction of the Title Company, in its sole discretion; and
C. the failure to timely perform all undertakings, if any, described in this Affidavit.
A. If the Seller or Borrower is an entity, I have authority to sign on its behalf, based upon:
Under penalties of perjury I/we declare that I/we have examined this Affidavit and to the best of my knowledge and belief it is true, correct, and complete.
Print Name: _______________________________________
Print Title, if applicable: ___________________________
Print Name: _______________________________________
Print Title, if applicable: ___________________________
Sworn to and subscribed before me this _____ day of __________________, _______.
Notary Public in and for ________________________
(Optional Non-Imputation) To the best knowledge of the undersigned, (a) there are presently no defects in or liens, encumbrances or other claims against the Title to the Land is other than those disclosed by the commitments / preliminary reports; and (b) there are presently no inchoate rights which may ripen into any defect, lien, encumbrance or claim against the Title to the Land other than those (if any) disclosed by the commitments / preliminary reports. The undersigned individual asserts the foregoing after having questioned all of the officers, directors, employees partners and agents, if any, of ____________________________________________ [Insert name of entity and add individual signature lines below] who have had any substantial contact with any transaction or negotiation involving the Land. The undersigned asserts the foregoing for the purpose of inducing Title Company to issue a Non-Imputation Endorsement in its policies of title insurance covering the Land. Additionally, the undersigned hereby indemnify / indemnifies Title Company against any loss which Title Company may suffer by virtue of any valid claim based on the existence of any defect in or lien, encumbrance, right or claim against or with respect to Title to the Land which was not disclosed in this paragraph but which should have been so disclosed and was within the best knowledge of the undersigned in order to make all assertions rendered herein accurate, true and complete. The undersigned acknowledges that such loss may include court costs and attorney’s fees expended by Title Company in defending Title to the estate or interest of the Insured against such lien, encumbrance, right or claim. The undersigned further agrees to pay all court costs and reasonable attorney’s fees which Title Company may expend in enforcing the terms of this paragraph.
(Optional Knowledge/Survival) Any statement “to the actual knowledge” (or similar phrase) shall mean that the “Designated Representative” (as hereinafter defined) of the Owner has no knowledge that such statement is untrue (and, for this purpose, the Owner’s knowledge shall mean the present actual knowledge [excluding constructive or imputed knowledge] of the Designated Representative, but such Designated Representative shall not have any liability in connection herewith. Notwithstanding anything to the contrary herein, (1) any cause of action for a breach of this document shall survive until 6 months after the date hereof, at which time the provisions hereof (and any potential cause of action resulting from any breach for which Title Company has not given Owner written notice) shall terminate; and (2) to the extent Title Company shall have knowledge as of the date hereof that any of the statements contained herein is false or inaccurate, then the Owner shall have no liability with respect to the same. The “Designated Representative” for the Owner is _____________________________. The Designated Representative of the Owner is an individual affiliated with, or employed by, the Owner or its affiliates who has been directly involved in the asset management or property management of the Land and is in a position to confirm the truth and accuracy of Owner’s knowledge certifications herein concerning the Land.
No guidelines are available for this form at this time.