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HomeMy WebLinkAboutPZ - Warranty Deed DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C Venture Title&Escrow Company n 1800 S.Bonito Way,Suite 200 File Number: V2311581 Meridian,ID 83642 Sales Price: $910,000.00 (208)515-7740 Close Date: 111712023 V E N T U R E Disbursement Date:111712023 TITLE & ESCROW BUYER(S)CLOSING STATEMENT Type: Commercial Property: 70 S OUTPOST LN MERIDIAN,ID 83642(ADA) (R8483020110) Buyer(s): RUFF IDEAS LLC,AN IDAHO LIMITED LIABILITY COMPANY 11429 W Hiawatha Drive Boise,ID 83709 Description Debit Credit Deposits,Credits,Debits Contract sales price $910,000.00 Deposit or Earnest Money $25,000.00 Prorations NMID Irrigation 111712023 to 1/1/2024 @$136.60/Year $20,56 CAM Dues(Paid)11/7/2023 to 1/1/2024 @$1,121.00/Year $168 92 Estimated County taxes 1/1/2023 to 11/7/2023 @$2,440.19/Year $2,072 49 Title Charges Settlement or closing fee to Venture Title&Escrow Company $650.00 E-Recording Service to Venture Title&Escrow Company $5.25 $5.25 Wire Fee to Venture Title&Escrow Company $15.00 $15.00 Government Recording and Transfer Charges Recording fees:Deed$15.00 $15.00 Totals $910,874.75 $27.072.49 Balance Due FROM Buyer: $883,802.26 APPROVED AND ACCEPTED BUYER(S) Ruff Ideas LLC,an Idaho limited liability company 1TF6Ir JbGkn,Member �mwa a: By: $(u: dab6u. Shawn ohnson,Member SETTLEMENT COORDINATOR Justin Robertson File Number: V2311581 i of 1 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C Escrow Instructions — Purchase (Commercial) Escrow Officer: Justin Robertson File Number: V231 1581 Closing Date: November 301 , 2023 To: Venture Title& Escrow Company Company This document constitutes the joint escrow closing instructions ("Instructions") of the undersigned "Buyer" and"Seller"to Venture Title& Escrow Company ("Venture Title"and"Escrow Agent"). These Instructions are given for purposes of facilitating the purchase and sale of that certain real property legally described on Exhibit A attached to the Commitment (defined herein) (the "Property"). Buyer and Seller may be referred to herein individually as a"Party"or collectively as the"Parties." 1. Closing Documents. Buyer and Seller have or will deposit with Escrow Agent the following documents duly executed and acknowledged(as applicable)on or before the Closing Date: 1. Settlement Statements 2. Special Warranty Deed in favor of Buyer(the"Warrant Deed") 3. 1099 4. FIRPTA Additionally, the Parties have instructed Escrow Agent to prepare the following documents in connection with the closing of the transaction contemplated by these Instructions(the"Transaction"): Special Warranty Deed The foregoing documents deposited by the Parties may be collectively referred to herein as the "Closing Documents." The Closing Documents, including all legal descriptions contained therein (as applicable), have been carefully reviewed and approved by the Parties. Escrow Agent may deliver to Buyer and Seller and their respective representative(s) (e.g. attorney, real estate agent, lender, etc.) a copy of any Closing Documents that were signed by Buyer and Seller or as required by law. Escrow Agent may also disclose each Party's settlement statement to such Party's representative(s) (e.g. attorney, real estate agent, lender, etc.). 2. Funds. The purchase price for the Property is $910,000.00 and Buyer has paid earnest money in the amount of $25,000.00 to Venture Title & Escrow Company which shall be applied against the purchase price on the Closing Date. Buyer has deposited with Escrow Agent or will deposit with Escrow Agent or will cause to be deposited with Escrow Agent on or before the Closing Date such funds as are required to be deposited with Escrow Agent pursuant to Buyer's settlement statement. All deposits shall be made via cashier's check or certified or immediately available funds as needed to comply with these Instructions. Unless otherwise instructed by the Party depositing such funds with Escrow Agent, all funds received by Escrow Agent may be held in a non-interest bearing account and/or commingled with other funds held in any general escrow account by Escrow Agent with any federally insured bank. Buyer and Seller acknowledge and agree that Escrow Agent is under no obligation to invest funds on any Party's behalf or to account to any Party for any earnings or other incidental benefits received by Escrow Agent File Number: V2311581 Page I of 9 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C that are attributable to deposited funds except to the extent required by applicable law or as expressly agreed to in writing. Escrow Agent is hereby authorized to add additional interest to loan payoffs, collect for unusual recording fees and posting delays, or other demands as necessary in order to facilitate the closing of the Transaction. Seller agrees to reimburse Escrow Agent for any charges incurred by Escrow Agent in connection with obtaining payoffs or demands from Seller's lender. The Parties understand there may be additional recording fees and agree that Escrow Agent may deduct said amount from the respective proceeds of Seller or funds from Buyer and will reimburse Escrow Agent within five (5) days of Escrow Agent's demand for the same with proof of payment. Any such adjustments will be reflected on an amended settlement statement of the respective Party, which Escrow Agent may generate on or after the Closing Date. In the event any funds remain in escrow following the Closing Date (regardless of whether the closing occurred), Escrow Agent shall be entitled to a reasonable monthly charge for holding such funds in escrow of no less than$10.00,which Escrow Agent may deduct from the remaining funds in escrow. 3. Prorations. Escrow Agent is instructed to prorate as of November 7,2023 the following: Taxes, Irrigation,CAM Dues All prorations shall be based upon a 365-day year except with regard to rent which shall be based on the number of days in the month when closing occurs. The Parties agree that all items of income or charge affecting the Property that require proration and that are not specifically set forth in the settlement statements of Buyer and Seller shall be prorated directly between Buyer and Seller outside of escrow and Escrow Agent shall have no responsibility or liability for the same. The Parties understand that the prorated charges shown on the Parties' respective settlement statements are prorated as of the date identified therein unless another date is mutually approved by the Parties in writing. In the event actual figures are not available, then Escrow Agent may utilize estimated figures for proration purposes and Buyer and Seller agree to handle any reimbursements directly between themselves outside of escrow. It is understood and agreed that the real property tax proration is based on 2023 in the amount of $2,440.19. The Parties acknowledge and agree that Escrow Agent, its employees, agents or assigns have not made any representations or warranties of any kind as to the accuracy of these tax figures. Further, the Parties agree that should the actual tax, as shown in the tax statement forwarded by the county assessor's/treasurer's office where the Property is located for the year of the Transaction, differ from the figure represented in the settlement statements, the Parties will make adjustment between themselves, outside of escrow. Escrow Agent shall not be responsible or liable for reimbursement as required thereby. The Parties further acknowledge that: (i) the county assessor/treasurer for the county where the Property is located may issue subsequent tax statements, including missed tax rolls, occupancy taxes, and exemption changes, the amount shown thereon being unavailable, or unknown at the time of closing and payment of any subsequent tax statements which may be received after the Closing Date will be handled by the Parties outside of escrow; and (ii) if the Property is new construction, the real property tax proration is based on lot value only and Buyer shall be responsible for the occupancy tax at year end and site improvement tax,if applicable. 4. Title Insurance. Venture Title is hereby authorized and instructed to close the Transaction when it is in a position to issue to Buyer an ALTA Standard Owner's Title Policy ("Title Policy"), as of the Closing Date, under Title Commitment No.V2311581, dated October 26,2023 (the"Commitment"),as follows: File Number: V2311581 Page 2 of 9 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C Amount of Coverage: $910,000.00 Title to be vested in: Ruff Ideas LLC, an Idaho limited liability company Title Policy subject to: 1-27 Endorsements: None 5. Closing. Upon receipt of all Closing Documents and funds required hereunder, Escrow Agent is instructed to proceed with recordation of the following documents: 1. Special Warranty Deed Escrow Agent is then instructed to disburse those funds in escrow pursuant to the respective Parties' settlement statements and pay all taxes, fees and loans in connection with closing. Proceeds shall be disbursed to the respective Parties, the Title Policy issued, and checks and documents may be mailed to addresses provided by the Parties. In all events, Buyer and Seller shall remain solely responsible for(i) the transfer of utilities at the time of closing, (ii)the filing or continuation of any tax exemptions, and(iii) the cancellation, transfer, or purchase of any fire or other casualty insurance covering the Property or any improvements thereon. 6. Failure to Close/Cancellation of Escrow. In the event any of the terms and conditions of these Instructions are not satisfied or waived as of the Closing Date, Escrow Agent shall hold all Closing Documents and funds received by Escrow Agent until such time as Escrow Agent receives further, non- conflicting instructions from Buyer and Seller. Notwithstanding the foregoing, in the event further, non- conflicting instructions are not received by Escrow Agent within ten (10) days following the Closing Date, Escrow Agent, in its sole and absolute discretion, may avail itself of its options identified in this Section and Section 7. In relevant part, Escrow Agent may cancel the escrow and return all funds, except loan funds which will be subject to written cancellation instructions executed by the principals to the loan, and any documents, to the respective Party that deposited such funds and documents into escrow. In all events, the Parties jointly and severally agree to pay Escrow Agent's cancellation fee and charges, in connection with any cancellation of escrow regardless of whether Escrow Agent, Buyer or Seller were responsible for such cancellation. 7. Disputes. If a dispute arises between the Parties, Escrow Agent shall have the option to hold all matters pending in their then existing status or to join in or commence a court action, or to bring an action in interpleader, at Escrow Agent's option. Upon Escrow Agent's determination to hold this escrow open for determination of the rights of the Parties, Escrow Agent will be relieved of all responsibility to proceed until the rights of the Parties are settled to Escrow Agent's satisfaction. Further, Escrow Agent shall be entitled to continue to refrain to act until (i) the Parties have reached an agreement in their differences and shall have notified the Escrow Agent in writing of such agreement or(ii) the rights of the Parties have been duly adjudicated by a court of competent jurisdiction. It is further agreed that in the event of any suit or claim made against Escrow Agent by either or both Parties to this escrow or in the event any suit is instituted by Escrow Agent to resolve Escrow Agent's responsibility regarding conflicting claims of both Parties to this escrow, the Parties,jointly and severally, shall be required to pay Escrow Agent all expenses, costs and attorney's fees incurred by Escrow Agent in connection therewith, regardless of whether litigation is commenced by Escrow Agent or any of the Parties. Escrow Agent shall not be responsible or liable for any losses, damages, interest, or other costs incurred by any Party as a result of the Transaction failing to close as scheduled. In the event of a disagreement between the Parties or if any demands or claims are made by the Parties or other interested parties which result in litigation, Escrow Agent may (i) employ legal counsel to advise File Number: V2311581 Page 3 of 9 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C and/or represent Escrow Agent in connection therewith; and (ii) bring an action in interpleader. The Parties shall be jointly and severally liable to Escrow Agent for attorneys' fees, costs and disbursements incurred by Escrow Agent and, upon demand, the Parties shall pay the same to Escrow Agent. Escrow Agent shall be entitled to payment by the Party found liable for any and all attorneys' fees and costs incurred in the prosecution of said action. 8. General Provisions. 8.1 Receipt of Plat and Restrictive Covenants. Buyer hereby acknowledges receipt of the Commitment, any applicable covenants, conditions, and restrictions of record, as well as the plat map to the Property, if applicable. Buyer has reviewed the same and understands how any matters or information contained therein relate to the Transaction and further agree to hold Venture Title harmless for any loss or claim of loss resulting from enforcement of any conditions stated therein. 8.2 FIRPTA. The Foreign Investment in Real Property Act Title 26 U.S.C., Section 1445, and the regulations thereunder (collectively, "FIRPTA"), provide in part, that a transferee (buyer) of a U.S. real property interest from a foreign person must withhold a statutory percentage of the amount realized on the disposition, report the Transaction and remit the withholding to the Internal Revenue Service ("IRS"). Escrow Agent will not determine nor aid in the determination of whether the FIRPTA withholding provision applies to the Transaction, nor act as a Qualified Substitute (as defined in FIRPTA), nor furnish tax advice to any Party. Escrow Agent will not determine nor aid in the determination of whether the Transaction will qualify for an exception or exemption under FIRPTA and is not responsible for the filling of any tax forms with the IRS as they relate to FIRPTA, nor responsible for collecting and holding of any documentation from Buyer or Seller on the Buyer's behalf for the purpose of supporting a claim of an exception or exemption. Escrow Agent is not an agent for Buyer for the purposes of receiving and analyzing any evidence or documentation that Seller in the Transaction is a U.S. citizen or resident alien. Buyer is advised of the following with regard to the application of FIRPTA to the Transaction: (i) Buyer must independently determine if the Transaction is subject to the withholding requirement; (ii) Buyer bears full responsibility for compliance with the withholding requirement if applicable and/or for payment of any tax, interest, penalties and/or other expenses that may be due on the Transaction; and (iii) the Parties are responsible for the completion of any and all forms, including but not limited to applicable IRS documentation, and the mailing of these forms. Buyer is advised that any forms, documents, or information received from Escrow Agent is not tax or legal advice and should not be construed as such nor treated as a complete representation of FIRPTA requirements and Buyer should seek outside counsel from a qualified individual to determine any and all implications of FIRPTA. 8.3 Miscellaneous. These Instructions are subject to and shall be interpreted in accordance with the laws of the state of Idaho. The Parties hereby submit to the personal jurisdiction of any state or federal court in Idaho possessing subject matter jurisdiction with respect to these Instructions. The Parties materially contributed to the preparation and negotiation of these Instructions and these Instructions shall not to be construed against Buyer, Seller or Escrow Agent. In the event an action is taken at law or in equity to enforce or interpret these Instructions, the prevailing party shall be entitled to recover from the other party (i.e., Buyer, Seller or Escrow Agent, as applicable under the circumstances), the prevailing party's attorneys' fees, costs and other expenses incurred in connection with such action or proceeding. All time periods referred to in these Instructions shall be deemed to include weekends and any federal, state or local holidays unless the last date for performance falls on File Number: V231 1581 Page 4 of 9 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C a weekend or federal, state or local holiday in which case the date for performance shall be extended to the next business day. These Instructions may be signed in one or more counterparts, all of which together shall constitute one agreement, and may be signed via electronic means, including DocuSign or similar document service. 8.4 Privacy Policy Notice. Venture Title is committed to protecting the privacy and confidentiality of the Parties' personal information. The Privacy Policy Notice attached hereto as Schedule I, and incorporated herein by this reference, details how Venture Title collects uses, shares and protects the Parties' personal information and the Parties have read and fully understand the Privacy Policy Notice. 8.5 Additional Instructions. 8.6 Declaration Of Escrow Services. Buyer and Seller acknowledge that they have been specifically informed that Escrow Agent is not licensed to practice law and no legal advice has been offered by Escrow Agent or any of its employees. In addition, Escrow Agent assumes no liability for any federal, state, or local laws, rules, regulations or ordinances, including, but not limited to, building, zoning, and subdivision ordinances and assumes no responsibility for determining whether the Parties have complied with the requirements of the Truth in Lending, Consumer Protection Act(Public Law 90-321), or similar laws. Buyer and Seller have been further informed that Escrow Agent is acting only as escrow holder and that Escrow Agent cannot and has not offered any advice to any Party respecting the merits of this escrow or the nature and content of the Closing Documents. Buyer and Seller have been requested by Escrow Agent to seek their own legal counsel at each Party's sole expense, if they have any questions concerning any aspect of this escrow or these Instructions. Buyer and Seller further declare all instruments to which they are a Party, if prepared by Escrow Agent, have been prepared under the direction of Buyer's and Seller's attorneys or Buyer and Seller and copying legal descriptions from title reports into forms of deeds, etc., or reforming of legal descriptions or agreements is, or will be, solely at Buyer's and Seller's direction or request. Buyer and Seller have been afforded adequate time and opportunity to read and understand these Instructions and all other documents referenced herein. Any amendments, modifications, supplements or waivers of any terms or conditions contained in these Instructions must be in writing and agreed to by the Parties. These Instructions constitute all of the agreements between Buyer, Seller and Escrow Agent. In the event additional instructions are not incorporated herein or a conflict between the terms of any other instructions and these Instructions then these Instructions shall control. The Parties agree that Escrow Agent is not a party to any purchase agreement or any other agreement outside of these Instructions and Escrow Agent assumes no liability for the sufficiency or enforceability of any provisions in said agreements. The Parties have read and fully understand these Instructions and agree to the same. File Number: V2311581 Page 5 of 9 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C Buyer: Dated: 11/3/2023 Ruff Ideas LLC, an Idaho limited liability company DocuSigned by: II By: �1,1( 'bu Sbv, Mic e e o son, Member DocuSigned by: By: S6Ww ,l66,S6V, Sy wn o nson Member File Number: V2311581 Page 6 of 9 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C Seller: Dated: Brighton Land Holdings LLC, an Idaho limited liability company By: Brighton Corporation,an Idaho corporation Its: Manager By: Robert L. Phillips, President Investment Property Exchange Services, Inc. as qualified intermediary for: SCS TM Creek LLC, an Idaho limited liability company By: Read and Approved by:SCS TM Creek LLC, an Idaho limited liability company By: SCS Management LLC, an Idaho limited liability company Its: Manager By: Michael A. Hall,President Agreed and accepted by: Venture Title& Escrow Company Justin Robertson File Number: V2311581 Page 7 of 9 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C Exhibit A Privacy Policy Notice 4/22/2022 WHAT DOES VENTURE TITLE&ESCROW COMPANY DO WITH YOUR PERSONAL INFORMATION? wall Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell °.: you how we collect,share,and protect your personal information. Please read this notice carefully to understand what we do. Q The types of personal information we collect and share depend on the product or service you have with us. This information can include: • Social Security number and account balances • Payment history and credit card or other debt • Checking account information and wire transfer instructions When you are no longer our customer,we continue to share your information as described in this notice. ;co\� All financial companies need to share customers'personal information to run their everyday business. In the section below,we list the reasons financial companies can share their customers'personal information;the reasons Venture Title&Escrow Company a. . chooses to share;and whether you can limit this sharing. l�<(.,c'��CO�16 C' /+',, .,��fl1,�Y➢.,i ll�u`�n,��Lo'���L�Ji1D Y il.>T"a'11 J1yiU1N - - ,i➢�l'iY2T For our everyday business purposes—such as to process your transactions,maintain your account(s),respond to court orders and legal investigations,or report to credit Yes No bureaus For our marketing purposes—to offer our products and No We don't share services to you For joint marketing with other financial companies No We don't share For our affiliates'everyday business purposes— No We don't share information about your transactions and experiences For our affiliates'everyday business purposes— No We don't share information about your creditworthiness For our affiliates to market to you No We don't share For nonaffiliates to market to you No We don't share Q 10'." fo" �`? Go to https://www.ventureidaho.com File Number: V231 1581 Page 8 of 9 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C Who is providing this notice? Venture Title&Escrow Company,an Idaho~corporation How does Venture Title& Escrow To protect your personal information from unauthorized access and Company use,we use security measures that comply with federal law. These protect my personal information? measures include computer safeguards and secured files and buildings. How does Venture Title& Escrow We collect your personal information,for example,when you Company • Apply for insurance or pay insurance premiums collect my personal information? • Provide your mortgage information or show your driver's license • Give us your contact information We also collect your personal information from others,such as credit bureaus,affiliates,or other companies. Why can't I limit all sharing? Federal law gives you the right to limit only • Sharing for affiliates' everyday business purposes— information about your creditworthiness • Affiliates from using your information to market to you • Sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing. Affiliates Companies related by common ownership or control.They can be financial and nonfinancial companies. • Venture Title&Escrow Company does not share with our affiliates. Nonaffiliates Companies not related by common ownership or control.They can be financial and nonfinancial companies. • Venture Title&Escrow Company does not share with nonaffiliates so they can market to you. Joint Marketing A formal agreement between nonaffiliated financial companies that together market financial products or service to you. • Venture Title&Escrow Company does not share with nonaf filiatedfinancial com anies or 'oint marketing purposes. File Number: V2311581 Page 9 of 9 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C VENTURE TITLE & ESCROW File Number:V2311581 Special Warranty Deed This Special Warranty Deed is between Brighton Land Holdings LLC, an Idaho limited liability company, as to an undivided 50% tenancy in common interest and SCS TM Creek LLC, an Idaho limited liability company, as to an undivided 50% tenancy in common interest(Grantor), and Ruff Ideas LLC, an Idaho limited liability company("Grantee"), DS oS whose address is 11429 W Hiawatha Drive, Boise, ID 83709, witnesseth: h- That Grantor, for and in consideration of the sum of Ten Dollars and No Cents ($10.00), and other good and valuable consideration, the receipt whereof is hereby acknowledged, does, by these presents, convey unto Grantee and its heirs, successors and assigns forever, all the following described real estate situated in the County of Ada County, State of Idaho: See Attached Exhibit A This conveyance, however, is made and accepted subject to taxes and assessments for the year 2023 and all subsequent years, together with any and all existing easements, rights-of-way, reservations, restrictions and encumbrances of record, to any existing tenancies, to all zoning laws and ordinances, and to any state of facts an accurate survey or inspection of the Premises would show, and the matters listed in Exhibit "B" attached hereto and incorporated herein by reference. Together with all and singular the tenements, hereditaments, and appurtenances thereunto belonging or in anywise appertaining, the rents, issues and profits thereof; and all estate, right, title and interest in and to the property, as well in law as in equity, except as expressly provided otherwise herein("Premises"). To have and to hold, all and singular the Premises together with the appurtenances unto Grantee and its heirs, successors and assigns forever. Grantor makes no covenants or warranties with respect to title, express or implied, other than that previous to the date of this instrument, Grantor has not conveyed the same estate to any person other than Grantee and that such estate is at the time of the execution of this instrument free from encumbrances done, made or suffered by the Grantor, or any person claiming under Grantor, subject to any and all easements, restrictions, agreements and encumbrances of record or appearing on the land as of the date of this instrument. DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D96576EA20C IN WITNESS WHEREOF, Grantor has executed this Special Warranty Deed on the day of November, 2023. Brighton Land Holdings LLC, an Idaho limited liability company By: Brighton Corporation, an Idaho corporation Its: Manager By: Robert L. Phillips, President SCS TM Creek LLC, an Idaho limited liability company By: SCS Management LLC, an Idaho limited liability company Its: Manager By: Michael A. Hall, President State of Idaho, County of Ada, ss: This record was signed or acknowledged before me on this day of November 2023, by Robert L. Phillips,as President of Brighton Corporation,an Idaho Corporation that is the Manager of Brighton Land Holdings LLC, an Idaho limited liability company. Notary Public Residing In: My Commission Expires: (seal) State of Idaho, County of Ada,ss: This record was signed or acknowledged before me on this day of November 2023, by Michael A. Hall,as President of SCS Management LLC, an Idaho limited liability company that is the Manager of SCS TM Creek LLC, an Idaho limited liability company. Notary Public Residing In: My Commission Expires: (seal) File Number:V231 1581 Special Warranty Deed - Page 2 of 7 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C Exhibit A Legal Description of the Premises Lot 19 in Block 2 of TM Creek Subdivision No. 2, according to the official plat thereof, filed in Book 112 of Plats at Page(s) 16402 through 16407, records of Ada County, Idaho. L--DS DS �"DS J File Number:V2311581 Special Warranty Deed- Page 3 of 7 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C ----DS �----DS Exhibit B LS LIC 1. Any defect, lien, encumbrance, adverse claim,or other matter that appears for the first time in the Public Records or is created,attaches, or is disclosed between the Commitment Date and the date on which all of the Schedule B, Part I—Requirements are met. 2. Rights or claims of parties in possession not shown by the Public Records. 3. Easements or claims of easements not shown by the Public Records. 4. Discrepancies,conflicts in boundary lines, encroachments,overlaps, variations or shortage in area or content,party walls and any other matters that would be disclosed by a correct survey and/or physical inspection of the Land. 5. Any lien, or right to lien, for services, labor or material heretofore or hereafter furnished, imposed by law and not shown by the Public Records. 6. (a) Unpatented mining claims; (b)reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c)water rights, claims to title to water,whether or not the matters excepted under(a), (b), or(c)are shown by the Public Records, 7. Taxes or special 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 public agency which may result in taxes or assessments,or notices to such proceedings whether or not shown by the records of such agency, or by the Public Records. 8. Taxes, including any assessments collected therewith, for the year 2023 which are a lien not yet due and payable. Taxes for the year 2022 are paid in full. Parcel Number: R8483020110 Original Amount: $1,162.10 9. Property taxes owed relative to the expiration of site improvement exemptions and/or agricultural exemptions. 10. The Land described herein is located within the boundaries of the City of Meridian and is subject to any assessments levied thereby. 11. The Land described herein is located within the boundaries of the Nampa& Meridian Irrigation District and is subject to any assessments levied thereby. 12. Liens, levies, and assessments of the of Ten Mile Crossing, Inc.,as operator of TM Creek Subdivision No. 2. 13. Water rights,claims or title to water. 14. Reservations and exceptions in a United States Patent, and in the act authorizing the issuance thereof, recorded May 31, 1893 in Book 3 of Patent, at Page 71, records of Ada County, Idaho. File Number:V2311581 Special Warranty Deed-Page 4 of 7 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C LS DS DS 15. An easement for the purpose shown below and rights incidental thereto as set forth in a Document. Granted to: Boise Valley Railway Company Purpose: Right of way for railway purposes Recorded: February 13, 1913 Instrument No.: 47084 Book 104 of Deeds at Pages 237 and 238, records of Ada County, Idaho; A Deed transferring the above-referenced right-of-way. Granted to: Idaho Power Company Purpose: Public utilities Recorded: December 23, 1922 Instrument No.: 103262 Book 156 of Deeds at Pages 222 and 223, records of Ada County, Idaho. 16. An easement for the purpose shown below and rights incidental thereto as set forth in a Sanitary Sewer and Water Main Easement. Granted to: City of Meridian Purpose: Sanitary sewer and water main right-of-way Recorded: April 25,2013 Instrument No.: 113044721,records of Ada County, Idaho. 17. Terms and conditions contained in a Development Agreement by and between City of Meridian and SCS Brighton, LLC. Recorded: June 12,2014 Instrument No.: 114045759, records of Ada County, Idaho. Addendum to Development Agreement. Recorded: May 4, 2016 Instrument No.: 2016-037777, records of Ada County, Idaho. Addendum to Development Agreement. Recorded: August 11, 2016 Instrument No.: 2016-073497, records of Ada County, Idaho. Addendum to Development Agreement. Recorded: November 29, 2017 Instrument No.: 2017-113747, records of Ada County, Idaho. Addendum to Development Agreement. Recorded: June 11, 2020 Instrument No.: 2020-070272, records of Ada County, Idaho. 18. Terms and conditions contained in City of Meridian Ordinance No. 14-1615. Recorded: June 12,2014 Instrument No.: 114045762, records of Ada County, Idaho. 19. An easement for the purpose shown below and rights incidental thereto as set forth in a Declaration and Grant of Easement. File Number:V2311581 Special Warranty Deed-Page 5 of 7 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C C-DS DS J� EA Declarant: SCS Brighton LLC, an Idaho limited liability company Purpose: ingress and egress of vehicular travel, including emergency vehicles,and the installation and operation of public utilities Recorded: November 12, 2015 Instrument No.: 2015-104241, records of Ada County, Idaho. Correction Amendment to Declaration and Grant of Easement. Recorded: March 19, 2019 Instrument No.: 2019-021638, records of Ada County, Idaho. 20. Terms and conditions contained in City of Meridian Ordinance No. 16-1695. Recorded: June 30, 2016 Instrument No.: 2016-057837, records of Ada County, Idaho. 21. Terms, provisions,covenants, conditions, restrictions and easements provided in a Declaration of Covenants, Conditions and Restrictions. Recorded: July 19, 2016 Instrument No.: 2016-064819,records of Ada County, Idaho. Amendments, supplements, annexations or modifications of said Covenants, Conditions, and Restrictions. Recorded: October 31, 2016 Instrument No.: 2016-105315,records of Ada County, Idaho. Amendments, supplements,annexations or modifications of said Covenants, Conditions,and Restrictions. Recorded: June 30, 2017 Instrument No.: 2017-060093, records of Ada County, Idaho. Amendments, supplements,annexations or modifications of said Covenants, Conditions,and Restrictions. Recorded: December 5, 2017 Instrument No.: 201 7-1 1 5929, records of Ada County, Idaho. Amendments, supplements,annexations or modifications of said Covenants, Conditions,and Restrictions. Recorded: February 21, 2020 Instrument No.: 2020-02 1 1 25, records of Ada County, Idaho. Amendments, supplements,annexations or modifications of said Covenants,Conditions,and Restrictions. Recorded: April 19,2021 Instrument No.: 2021-062838,records of Ada County, Idaho. Amendments,supplements,annexations or modifications of said Covenants,Conditions,and Restrictions. Recorded: November 2,2023 Instrument No.: 2023-062301, records of Ada County, Idaho. File Number:V2311581 Special Warranty Deed-Page 6 of 7 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D96576EA20C EDS LA 22. Terms and conditions contained in a Memorandum of Owner Participation Agreement. Recorded: February 23, 2017 Instrument No.: 2017-016473,records of Ada County,Idaho. Memorandum of Addendums to Owner Participation Agreement. Recorded: November 15,2022 Instrument No.: 2022-093274, records of Ada County, Idaho. 23. Terms and conditions contained in a Temporary License Agreement by and between Ada County Highway District and Brighton Land Holdings, LLC. Recorded: June 26, 2017 Instrument No.: 201 7-058 1 1 6, records of Ada County, Idaho. 24. An easement for the purpose shown below and rights incidental thereto as set forth in a Declaration and Grant of Easement. Grantor: Brighton Land Holdings LLC,an Idaho limited liability company and SCS TM Creek LLC, an Idaho limited liability company Purpose: Ingress, egress,and utilities Recorded: August 30,2017 Instrument No.: 2017-081211 Re-Recorded: November 7,2017 Instrument No.: 2017-106869, records of Ada County, Idaho. 25. Easements,reservations,restrictions, and dedications as shown on the official plat of TM Creek Subdivision No. 2, recorded on December 5,2017,as Instrument No. 201 7-1 1 5925, records of Ada County, Idaho. 26. An easement for the purpose shown below and rights incidental thereto as set forth in a Declaration and Grant of Easement. Grantor: Brighton Land Holdings LLC, an Idaho limited liability company and SCS TM Creek LLC, an Idaho limited liability company Purpose: Ingress, egress, and utilities Recorded: March 22, 2019 Instrument No.: 2019-022729, records of Ada County, Idaho. 27. Terms and conditions contained in a Declaration of Use Restrictions. Recorded: April 5, 2022 Instrument No.: 2022-033653, records of Ada County, Idaho. File Number:V2311581 Special Warranty Deed-Page 7 of 7 DocuSign Envelope ID:697D6BE5-6720-4325-A66C-9D9B576EA20C DS EA _ S J� S INSTRUCTIONS: This Notice must be delivered to ALL parties (all Buyers and co-Sellers, if any)to the Sale Agreement before closing of the sale. EX-08-06632-MB Exchanger: SCS TM Creek LLC, an Idaho limited liability company Relinquished Property: as to an undivided 50%tenancy in common interest in 70 South Outpost Lane, Meridian, ID NOTICE OF ASSIGNMENT All parties to the Sale Agreement for the above listed Relinquished Property are hereby notified that Exchanger has assigned its rights, but not its obligations, under the Sale Agreement to Investment Property Exchange Services, Inc., not individually, but solely in its capacity as Qualified Intermediary, for purposes of effecting a tax-deferred exchange under IRC §1031. The assignment relates only to real property interests that are intended to qualify as Relinquished Property in a like-kind exchange, and not to any personal property or other non-qualifying property included with the conveyance contemplated by the Sale Agreement. Notwithstanding the assignment, Exchanger is and shall remain solely responsible and liable to Buyer for the performance of every warranty and obligation of Seller under the Sale Agreement. Qualified Intermediary has not made or assumed and will not make or assume, nor will Qualified Intermediary be liable for, any covenant, duty or obligation of Exchanger or warranties that may remain in effect after the close of the Sale transaction. OPTIONAL ACKNOWLEDGEMENT OF DELIVERY: I acknowledge that I delivered a copy of this Notice of Assignment to all parties to the Sale Agreement on this date: SCS TM Creek LLC, an Idaho liability company By: SCS Management LLC It's: Ma71,AJA e By: Michael At. H Il, is president 1 Notice to Buyer 4.2021©Investment Property Exchange Services.Inc..2021—All Rights Reserved