Notarized Power of Attorney by hlb14282

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									                                                       COMPARISON OF KEY PROVISIONS IN
                                                     THE LENDER'S TITLE INSURANCE POLICIES
                                                                                             (9/15/06)

This Side-By-Side Comparison should not be relied upon for interpretation of the policies; it was drafted only to highlight differences between
                                                                the policies.

             1970 ALTA LOAN                                  1992 ALTA LOAN                                         2006 ALTA LOAN                                    COMMENTS


                                                                                                         Opening Notice
                                                                                                         Any Notice of claim and any other notice        The 2006 policy has a new introduction
                                                                                                         or statement in writing required to be          not found in the earlier policies. It is
                                                                                                         given the Company under this Policy             intended to assist Insureds in submitting
                                                                                                         must be given to the Company at the             notices of claims.
                                                                                                         address shown in Section 18 of the
                                                                                                         Conditions



                                                                                                                      Covered Risks

SUBJECT TO THE EXCLUSIONS FROM                    SUBJECT TO THE EXCLUSIONS FROM                         SUBJECT TO THE EXCLUSIONS FROM                  The 1992 policy moved the contract
COVERAGE, THE EXCEPTIONS                          COVERAGE, THE EXCEPTIONS FROM                          COVERAGE, THE EXCEPTIONS FROM                   language regarding the insurer’s defense
CONTAINED IN SCHEDULE B AND THE                   COVERAGE CONTAINED IN                                  COVERAGE CONTAINED IN                           obligation to a separate paragraph,
PROVISIONS OF THE CONDITIONS AND                  SCHEDULE B AND THE CONDITIONS                          SCHEDULE B AND THE CONDITIONS,                  making it clear that the “loss or damage
STIPULATIONS HEREOF, BLANK TITLE                  AND STIPULATIONS, , BLANK TITLE                        BLANK TITLE INSURANCE COMPANY,                  coverage” was limited by the amount of
INSURANCE COMPANY, a Blank                        INSURANCE COMPANY, a Blank                             a Blank corporation (the “Company”)             insurance stated in Schedule A; however,
corporation, herein called the Company,           corporation, herein called the Company,                insures, as of Date of Policy and, to the       the defense obligation was in addition to
insures, as of Date of Policy shown in Schedule   herein called the Company, insures, as of              extent stated in Covered Risks 11, 13 and       the loss coverage and has no upward cap.
A, against loss or damage, not exceeding the      Date of Policy shown in Schedule A, against            14, after Date of Policy, against loss or       See, Schwartz V. Stewart Title Guaranty
amount of insurance stated in Schedule A, and     loss or damage, not exceeding the Amount               damage, not exceeding the Amount of             Co., 731 N.E.2d 1159, 1163 (Ohio Ct.
costs, attorneys’ fees and expenses which the     of Insurance stated in Schedule A, sustained           Insurance, sustained or incurred by the         App. 1999); and, Rosen v. Nations Title
Company may become obligated to pay               or incurred by the insured by reason of:               Insured by reason of:                           Ins. Co., 66 Cal.Rptr.2d 714, (1997); the
hereunder, sustained or incurred by the insured                                                                                                          insurer's duty of defense is a continuing
by reason of:                                                                                                                                            one, arising on tender of defense and
                                                                                                                                                         lasting until either the underlying lawsuit
                                                                                                                                                         ends or until it has been shown that there
                                                                                                                                                         is no potential for coverage.


                                                                                                                                                         The 2006 policy makes clear that the
                                                                                                                                                         policy provides coverage for events
                                                                                                                                                         occurring prior to the issuance of the
                                                                                                                                                         policy AND certain post policy events
                                                                                                                                                         occurring after the issuance of the policy.


1. Title to the estate or interest described in   1. Title to the estate or interest described in        1. Title being vested other than as stated in   One of the goals of the drafters of the
Schedule A being vested otherwise than as         Schedule A being vested other than as                  Schedule A.                                     1992 policy and the 2006 policy was to
            1970 ALTA LOAN                               1992 ALTA LOAN                               2006 ALTA LOAN                                    COMMENTS

stated therein;                               stated therein;                                                                              remove as much legalese as possible,
                                                                                                                                           making the policy more understandable to
                                                                                                                                           the insured. The changes in this provision
                                                                                                                                           reflect this goal, being stylistic in nature,
                                                                                                                                           only. The 2006 policy uses the word
                                                                                                                                           “Title” instead of “Title to the estate or
                                                                                                                                           interest described in Schedule A”.
                                                                                                                                           “Title” is defined in the definitions
                                                                                                                                           section of the Conditions & Stipulations
                                                                                                                                           to mean the same. There is no change in
                                                                                                                                           coverage.



2. Any defect in, or lien or encumbrance on   2. Any defect in or lien or encumbrance on   2. Any defect in or lien or encumbrance on      There is no difference between the 1970
such title;                                   the title;                                   the Title. This Covered Risk includes but is    and the 1992 policy. Despite the fact that
                                                                                           not limited to insurance against loss from:     expressing coverage broadly is in the best
                                                                                                                                           interests of the insured, most Insureds
                                                                                                                                           prefer to have the Covered Risks
                                                                                                                                           expressly stated. The 2006 policy does
                                                                                                                                           not limit coverage to the risks identified.
                                                                                                                                           It simply identifies those risks that have
                                                                                                                                           previously been considered covered by
                                                                                                                                           the earlier policies and makes clear that
                                                                                                                                           coverage under the policy is not affected
                                                                                                                                           by the use of electronic documentation.

                                                                                           (a.) A defect in the Title caused by:

                                                                                                                                           See, California Pacific Title & Trust Co.
                                                                                                                                           v. MacArthur, 1 Cal. App. 2d 323 (1934)
                                                                                                                                           , for a case involving coverage for
                                                                                                                                           forgery, Promis v. Duke, 208 Cal. 420
                                                                                                                                           (1929) for a case involving the lack of
                                                                                                                                           delivery of document, and Vernon v. Title
                                                                                                                                           Guarantee & Trust Co., 7 Cal. App.2d
                                                                                                                                           171 (1935) for a case involving lack of
                                                                                                                                           capacity.
                                                                                           (i) forgery, fraud, undue influence, duress,
                                                                                           incompetency, incapacity or impersonation;

                                                                                           (ii) failure of any person or Entity to have
                                                                                           authorized a transfer or conveyance;
                                                                                           (iii) a document affecting Title not properly
                                                                                           created, executed, witnessed, sealed,
                                                                                           acknowledged, notarized or delivered;
                                                                                           (iv) failure to perform those acts necessary
                                                                                           to create a document by electronic means
                                                                                           authorized by law;
            1970 ALTA LOAN                                     1992 ALTA LOAN                                  2006 ALTA LOAN                                    COMMENTS

                                                                                                    (v) a document executed under a falsified,
                                                                                                    expired or otherwise invalid power of
                                                                                                    attorney;
                                                                                                    (vi) a document not properly filed, recorded
                                                                                                    or indexed in the Public Records including
                                                                                                    failure to perform those acts by electronic
                                                                                                    means authorized by law; or

                                                                                                    (vii) a defective judicial or administrative
                                                                                                    proceeding.
                                                                                                    (b.) The lien of real estate taxes or           The 1992 policy dropped the specific
                                                                                                    assessments imposed on the Title by a           reference to taxes and assessments due to
                                                                                                    governmental authority due or payable, but      the fact that it was included in the
                                                                                                    unpaid.                                         insuring clause as “a defect, lien or
                                                                                                                                                    encumbrance.” The 2006 policy restores
                                                                                                                                                    it to the policy as a “Covered Risk.” See,
                                                                                                                                                    National Holding Co. v. Title Ins. & Trust
                                                                                                                                                    Co., 45 Cal. App. 2d. 215 (1941)


                                                                                                    (c.) Any encroachment, encumbrance,             Section 2(c) in the 2006 policy does
                                                                                                    violation, variation, or adverse circumstance   provide additional survey coverage that
                                                                                                    affecting the Title that would be disclosed     some courts have held did not exist in the
                                                                                                    by an accurate and complete land survey of      prior policies. Because the definition of
                                                                                                    the Land. The term “encroachment”               “Land” under the earlier policies was tied
                                                                                                    includes encroachments of existing              to the boundary lines of the property
                                                                                                    improvements located on the Land onto           described in the policy, questions arose as
                                                                                                    adjoining land, and encroachments onto the      to whether there was coverage when
                                                                                                    Land of existing improvements located on        improvements mostly located on the Land
                                                                                                    adjoining land.                                 described in the policy encroached onto
                                                                                                                                                    adjoining land when the policy did not
                                                                                                                                                    contain a general survey exception.


                                                                                                                                                    The 2006 policy makes clear, provided a
                                                                                                                                                    survey exception is not contained in
                                                                                                                                                    Schedule B, that there is coverage under
                                                                                                                                                    this situation. See, for example, Denny’s
                                                                                                                                                    Restaurants, Inc. v. Security Union Title
                                                                                                                                                    Ins. Co., 859 P.2d 619 (Wash. App.
                                                                                                                                                    1993) and Note 3 in Transamerica Title
                                                                                                                                                    Ins. Co. v. Northwest Building Corp, et
                                                                                                                                                    al.., 773 P.2d 431 (Wash. App. 1989)


3. Lack of a right of access to and from the land;   4. Lack of a right of access to and from the   3. No right of access to and from the Land.     There are no significant differences
                                                     land;                                                                                          between any of the policies. Courts have
                                                                                                                                                    generally interpreted this provision as
                                                                                                                                                    providing a “legal right” of access.
            1970 ALTA LOAN                     1992 ALTA LOAN                     2006 ALTA LOAN                                   COMMENTS

                                                                                                                       This provision does not insure that the
                                                                                                                       insured has “physical” or “practical”
                                                                                                                       access to the insured property. Insureds
                                                                                                                       should consider requesting a CLTA 103.7
                                                                                                                       (direct access) or a CLTA 103.4 if they
                                                                                                                       desire broader “access” coverage. See,
                                                                                                                       Magna Enterprises Inc. v. Fidelity
                                                                                                                       National Title Ins. Co., 104 Cal. App. 4th
                                                                                                                       122 (2002) and Havstad v. Fidelity
                                                                                                                       National Title Ins. Co., 58 Cal. App. 4th
                                                                                                                       654 (1997).
4. Unmarketability of such title;   3. Unmarketability of the title;   4. Unmarketable title                           There is no difference between the 1970
                                                                                                                       and 1992 policies. Please note, however,
                                                                                                                       that the 1992 policy, in paragraph 1(g)
                                                                                                                       contains a definition of “unmarketability”
                                                                                                                       that was not contained in the 1970 policy.

                                                                                                                       See, Lick Mill Creek Apartments v.
                                                                                                                       Chicago Title Ins. Co., 231 Cal. App. 3d
                                                                                                                       1654, 1663 (1991), Overholtzer v.
                                                                                                                       Northern Counties Title Ins. Co., 116 Cal.
                                                                                                                       App2d 113 (1953), and Hocking v. Title
                                                                                                                       Ins. & Trust Co., 37 Cal.2d 644 (1951)
                                                                                                                       for a discussion on marketability. Due to
                                                                                                                       the changes in the definition of
                                                                                                                       "unmarketability" in the 2006 policy ,
                                                                                                                       (Condition 1(k), the new policy expands
                                                                                                                       the coverage provided to include losses
                                                                                                                       resulting when a lessee or a lender is
                                                                                                                       released from its obligation to lease the
                                                                                                                       property or lend due to a contractual
                                                                                                                       obligation to deliver marketable title.


                                                                       5. The violation or enforcement of any law,     The 1970 and the 1992 policies did not
                                                                       ordinance, permit, or governmental              contain insuring provisions that addressed
                                                                       regulation (including those relating to         notices of violation or enforcement that
                                                                       building and zoning) restricting, regulating,   are recorded in the public records. The
                                                                       prohibiting or relating to:                     issue was only addressed in the exclusion
                                                                                                                       to the exclusion contained in the 1992
                                                                                                                       policy in Exclusions 1(a)(iv) and 1(b).
                                                                                                                       Some courts have held that for there to be
                                                                                                                       coverage, coverage must be found in the
                                                                                                                       insuring provisions.


                                                                                                                       The new policy moves the exclusion to
                                                                                                                       the exclusion, into the Covered Risks and
                                                                                                                       additionally adds the word “permit”
1970 ALTA LOAN   1992 ALTA LOAN              2006 ALTA LOAN                                    COMMENTS

                                                                                  to provide coverage when there is a loss
                                                                                  resulting from a recorded notice of
                                                                                  violation or enforcement of a permit. See,
                                                                                  Lick Mill Creek Apartments v. Chicago
                                                                                  Title Ins. Co., 231 Cal. App. 3d 1654,
                                                                                  (1991.) and Elysian Investment Group,
                                                                                  LLC v. Stewart Title Guaranty Co., 105
                                                                                  Cal. App. 4th 315, (2002) for the
                                                                                  proposition that Coverage can not be
                                                                                  found in the Exclusions or Exceptions to
                                                                                  Coverage.
                                  a) the occupancy, use or enjoyment of the
                                  Land;
                                  (b) the character, dimensions or location of
                                  any improvement erected on the Land;
                                  (c) subdivision of land; or

                                  (d) environmental protection

                                  if a notice, describing any part of the Land,
                                  is recorded in the Public Records setting
                                  forth the violation or intention to enforce,
                                  but only to the extent of the violation or
                                  enforcement referred to in that notice.
                                  6. An enforcement action based on the
                                  exercise of a governmental police power not
                                  covered by Covered Risk 5 if a notice of the
                                  enforcement action, describing any part of
                                  the Land, is recorded in the Public Records,
                                  but only to the extent of the enforcement
                                  referred to in that notice.
                                  7. The exercise of the rights of eminent        The earlier policies did not contain an
                                  domain if a notice of the exercise,             insuring provision that provided coverage
                                  describing any part of the Land, is recorded    for recorded notices of the exercise of
                                  in the Public Records.                          rights of eminent domain. The new policy
                                                                                  fixes the exclusion to the exclusion
                                                                                  problem and moves the exclusion in
                                                                                  Exclusion 2 of the 1992 policy into the
                                                                                  Covered Risks.
                                  8. Any taking by a governmental body that       There is no insuring provision in the
                                  has occurred and is binding on the rights of    earlier policies that directly provides this
                                  a purchaser for value without Knowledge.        coverage. Many assumed this was
                                                                                  provided by the exclusion to the
                                                                                  exclusions contained in Exclusions 1 and
                                                                                  2. The 2006 policy makes it clear that the
                                                                                  coverage is provided.
            1970 ALTA LOAN                                    1992 ALTA LOAN                                  2006 ALTA LOAN                                    COMMENTS

5. Invalidity or unenforceability of the lien of    5. The invalidity or unenforceability of the   9. The invalidity or unenforceability of the    The 1992 policy moved the exclusions
the insured mortgage upon the estate or interest    lien of the insured mortgage upon the title;   lien of the Insured Mortgage upon the Title.    from coverage for usury and consumer
except to the extent that such invalidity or                                                       This Covered Risk includes but is not           credit protection or truth in lending out of
unenforceability, or claim thereof, arises out of                                                  limited to insurance against loss from any of   the Insuring provisions and into the
the transaction evidenced by the insured                                                           the following impairing the lien of the         Exclusions from Coverage. Thus,
mortgage and is based upon (a) usury, or (b)                                                       Insured Mortgage:                               stylistic rather then substantive change to
any consumer credit protection or truth in                                                                                                         coverage.
lending law;
                                                                                                                                                   It is important to note that the policy only
                                                                                                                                                   insures that the mortgage is a valid lien
                                                                                                                                                   upon the title. It does not insure the
                                                                                                                                                   validity of all of the terms contained in
                                                                                                                                                   the mortgage; nor, the manner of
                                                                                                                                                   enforcement.

                                                                                                                                                   The 2006 policy provides the same
                                                                                                                                                   coverage as Insuring Provision 5. The
                                                                                                                                                   2006 policy articulates what is covered by
                                                                                                                                                   the provision, making it easier for the
                                                                                                                                                   Insured to understand what is included in
                                                                                                                                                   the Covered Risk.
                                                                                                   (a) forgery, fraud, undue influence, duress,    This provision pertains to creditors’ rights
                                                                                                   incompetency, incapacity or impersonation;      coverage for transactions that occur prior
                                                                                                                                                   to the insured transaction. There is no
                                                                                                                                                   insuring provision in the earlier policies
                                                                                                                                                   that expressly provides this coverage.
                                                                                                                                                   Insuring Clause 1 in the 1970 and the
                                                                                                                                                   1992 policies are broad enough to include
                                                                                                                                                   the coverage contained in new Covered
                                                                                                                                                   Risk 9(a).

                                                                                                                                                   If Counsel is concerned about fraud in the
                                                                                                                                                   insured transaction, counsel should
                                                                                                                                                   request an ALTA 21 or similar
                                                                                                                                                   endorsement.
                                                                                                   (b) failure of any person or Entity to have     This new Covered Risk addresses
                                                                                                   authorized a transfer or conveyance;            “preferences” resulting solely from the
                                                                                                                                                   failure to timely record the transfer
                                                                                                                                                   instrument. Any other cause of a
                                                                                                                                                   preferential transfer is excluded from
                                                                                                                                                   coverage by Exclusion 4(b). Many
                                                                                                                                                   practitioners have assumed that new
                                                                                                                                                   Coverage Risk 9(b) was provided by
                                                                                                                                                   requesting the removal by endorsement of
                                                                                                                                                   Exclusion 4 in the 1992 policy or by
                                                                                                                                                   requesting the issuance of a 1970 policy,
                                                                                                                                                   which did not contain the exclusion. The
                                                                                                                                                   decisions in Elysian and Lick Mill
                                                                                                                                                   (referred to above) call into question this
                                                                                                                                                   type of fix.
            1970 ALTA LOAN                                     1992 ALTA LOAN                                   2006 ALTA LOAN                                     COMMENTS

                                                                                                     (c) the Insured Mortgage not being properly
                                                                                                     created, executed, witnessed, sealed,
                                                                                                     acknowledged, notarized or delivered;


                                                                                                     (d) failure to perform those acts necessary to
                                                                                                     create a document by electronic means
                                                                                                     authorized by law;

                                                                                                     (e) a document executed under a falsified,
                                                                                                     expired or otherwise invalid power of
                                                                                                     attorney;
                                                                                                     (f) a document not properly filed, recorded
                                                                                                     or indexed in the Public Records including
                                                                                                     failure to perform those acts by electronic
                                                                                                     means authorized by law; or
                                                                                                     (g) a defective judicial or administrative
                                                                                                     proceeding.
6. Priority of any lien or encumbrance over the     6. The priority of any lien or encumbrance       10. The lack of priority of the lien of the      This provision is arguably the most
lien of the insured mortgage;                       over the lien of the insured mortgage;           Insured Mortgage over any other lien or          important coverage provision to the
                                                                                                     encumbrance                                      lender. The lender wants assurance that
                                                                                                                                                      its lien is superior to claims of others,
                                                                                                                                                      including prior mortgages. See,
                                                                                                                                                      Diversified Mortgage Investors v. U.S.
                                                                                                                                                      Life Title Ins. Co. of New York, 544 F.2d
                                                                                                                                                      571, 574-575 n. 2 (2d Cir.1976).

7. any statutory lien for labor or material which   7. Lack of priority of the lien of the insured   11. The lack of priority of the lien of the      There are no significant substantive
now has gained or hereafter may gain priority       mortgage over any statutory lien for             Insured Mortgage                                 differences between the 1970, the 1992
over the lien of the insured mortgage, except       services, labor or material:                                                                      policy and the 2006 policy. The changes
any such lien arising from an improvement on                                                                                                          are stylistic in nature, only.
the land contracted for and commenced
subsequent to Date of Policy not financed in                                                                                                          Please note, that title insurance does not
whole or in part by proceeds of the                                                                                                                   cover matters which are truly post policy.
indebtedness secured by the insured mortgage                                                                                                          Mechanics’ liens fall within Exclusion
which at Date of Policy the insured has                                                                                                               3(d) of all of the policies and are excluded
advanced or is obligated to advance;                                                                                                                  from coverage as a “Post Policy Matter,”
                                                                                                                                                      except to the extent they fall within this
                                                                                                                                                      insuring provision.
                                                    a. arising from an improvement or work            (a) as security for each and every advance
                                                    related to the land which is contracted for or   of proceeds of the loan secured by the
                                                    commenced prior to Date of Policy; or            Insured Mortgage over any statutory lien for
                                                                                                     services, labor or material arising from
                                                                                                     construction of an improvement or work
                                                                                                     related to the Land when the improvement
                                                                                                     or work is either:

                                                                                                     (i) contracted for or commenced on or before
                                                                                                     Date of Policy; or
            1970 ALTA LOAN                                    1992 ALTA LOAN                                   2006 ALTA LOAN                                      COMMENTS

                                                   b. arising from an improvement or work           (ii) contracted for, commenced or continued
                                                   related to the land which is contracted for or   after Date of Policy if the construction is
                                                   commenced subsequent to Date of Policy           financed, in whole or in part, by proceeds of
                                                   and which is financed in whole or in part by     the loan secured by the Insured Mortgage
                                                   proceeds of the indebtedness secured by the      that the Insured has advanced or is obligated
                                                   insured mortgage which at Date of Policy         on Date of Policy to advance; and
                                                   the insured has advanced or is obligated to
                                                   advance;
8. any assessments for street improvements                                                          11. (b) over the lien of any assessments for      The standard 1992 policy eliminated the
under construction or completed at Date of                                                          street improvements under construction or         insuring provision for street improvement
Policy which now have gained or hereafter may                                                       completed at Date of Policy.                      assessments, requiring an Insured to ask
gain priority over the insured mortgage, or                                                                                                           for an ALTA Form 1 endorsement for
                                                                                                                                                      street improvements. (Some companies
                                                                                                                                                      printed the 1992 loan policy with a
                                                                                                                                                      provision that is substantially the same as
                                                                                                                                                      the ALTA Form 1 endorsement for street
                                                                                                                                                      assessments, thereby increasing the
                                                                                                                                                      insuring provisions from 8 to 9.)

                                                                                                                                                      The 2006 policy restores the coverage
                                                                                                                                                      previously deleted.


9. the invalidity or unenforceability of any       8. The invalidity or unenforceability of any     12. The invalidity or unenforceability of any     This provision relates to "off record" risks
assignment, shown in Schedule A, of the            assignment of the insured mortgage,              assignment of the Insured Mortgage,               associated with the due execution and
insured mortgage or the failure of said            provided the assignment is shown in              provided the assignment is shown in               delivery of the mortgage instrument. See,
assignment to vest title to the insured mortgage   Schedule A, or the failure of the assignment     Schedule A, or the failure of the assignment      Hodas v. First American Title Ins. Co.,
in the named insured assignee free and clear of    shown in Schedule A to vest title to the         shown in Schedule A to vest title to the          696 A.2d 1095, 1098 (Me. 1997).
all liens.                                         insured mortgage in the named insured            Insured Mortgage in the named Insured
                                                   assignee free and clear of all liens.            assignee free and clear of all liens.


                                                                                                    13. The invalidity, unenforceability, lack of     Insuring Clause 1 of the 1970 and the
                                                                                                    priority or avoidance of the lien of the          1992 essentially provided the coverage
                                                                                                    Insured Mortgage upon the Title:                  for new Covered Risk 13(a).

                                                                                                    (a) resulting from the avoidance in whole or      The 2006 policy provides creditors’ rights
                                                                                                    in part, or from a court order providing an       coverage that addresses transactions prior
                                                                                                    alternative remedy, of any interest of all or     to the insured transaction and the
                                                                                                    any part of the title to or any interest in the   transaction creating the interest being
                                                                                                    Land occurring prior to the transaction           insured. There is no comparable insuring
                                                                                                    creating the lien of the Insured Mortgage         provision in the earlier policies that
                                                                                                    because that prior transfer constituted a         directly provides this coverage.
                                                                                                    fraudulent or preferential transfer under
                                                                                                    federal bankruptcy, state insolvency or
                                                                                                    similar creditors’ rights law; or
1970 ALTA LOAN              1992 ALTA LOAN                                    2006 ALTA LOAN                                     COMMENTS

                                                                                                                    Many assumed that new Covered Risk
                                                                                                                    13(b) was provided by the exclusion to
                                                                                                                    exclusion contained in Exclusion 7(c) of
                                                                                                                    the 1992 policy. The 2006 policy moves
                                                                                                                    the coverage provision from the
                                                                                                                    Exclusions in the 1992 policy to the
                                                                                                                    Covered Risks, making clear that
                                                                                                                    coverage is provided. This Covered Risk
                                                                                                                    addresses “preferences” resulting solely
                                                                                                                    from the failure to timely record the
                                                                                                                    mortgage. Any other cause of a
                                                                                                                    preferential transfer is excluded from
                                                                                                                    coverage by Exclusion 6(b).

                                                                   (b) because the Insured Mortgage
                                                                   constitutes a preferential transfer under
                                                                   federal bankruptcy, state insolvency or
                                                                   similar creditors’ rights laws by reason of
                                                                   the failure of its recording in the Public
                                                                   Records:
                                                                   (i)to be timely, or
                                                                   (ii) to impart notice of its existence to a
                                                                   purchaser for value or a judgment or lien
                                                                   creditor.
                                                                   14. Any defect in or lien or encumbrance on      This new Covered Risk provides “Gap
                                                                   the Title or other matter included in Covered    Coverage,” making unnecessary Gap
                                                                   Risks 1 through 13 that has been created or      endorsements
                                                                   attached or has been filed or recorded in the
                                                                   Public Records subsequent to Date of Policy
                                                                   and prior to the recording of the Insured
                                                                   Mortgage in the Public Records.


                 The Company will also pay the costs,              The Company will also pay the costs,             The 1992 policy changes made clear that
                 attorneys' fees and expenses incurred in          attorneys' fees and expenses incurred in         the “loss or damage coverage” was
                 defense of the title or the lien of the insured   defense of any matter insured against by this    limited by the amount of insurance stated
                 mortgage, as insured, but only to the extent      Policy, but only to the extent provided in the   in Schedule A; however, the defense
                 provided in the Conditions and Stipulations.      Conditions and Stipulations.                     obligation was in addition to the loss
                                                                                                                    coverage and has no cap.

                                                                                                                    The 2006 policy expands the defense
                                                                                                                    coverage to include the defense of any
                                                                                                                    matter insured under the policy. The
                                                                                                                    earlier policies did not provide defense
                                                                                                                    coverage for non- title matters— access
                                                                                                                    issues, police power issues such as those
                                                                                                                    set forth in Covered Risks 4 through 8.
            1970 ALTA LOAN                                  1992 ALTA LOAN                                  2006 ALTA LOAN                                    COMMENTS

      Exclusions from Coverage                      Exclusions from Coverage                         Exclusions from Coverage

THE FOLLOWING MATTERS ARE                        The following matters are expressly             The following matters are expressly             There are no differences between the
EXPRESSLY EXCLUDED FROM THE                      excluded from the coverage of this policy       excluded from the coverage of this policy       1992 and the 2006 policy.
COVERAGE OF THIS POLICY:                         and the Company will not pay loss or            and the Company will not pay loss or
                                                 damage, costs, attorneys’ fees or expenses      damage, costs, attorneys’ fees or expenses
                                                 which arise by reason of:                       that arise by reason of:
1. Any law, ordinance or governmental            1. a. Any law, ordinance or governmental        1. (a) Any law, ordinance, permit, or           Provision 1(a) in the 1992 policy contains
regulation (including but not limited to         regulation (including but not limited to        governmental regulation (including those        an exception to the exclusion for any
building and zoning ordinances) restricting or   building and zoning laws, ordinances, or        relating to building and zoning) restricting,   “law, ordinance or governmental
regulating or prohibiting                        regulations) restricting, regulating,           regulating, prohibiting or relating to          regulation… restricting, regulating or
                                                 prohibiting or relating to                                                                      prohibiting the occupancy, use or
                                                                                                                                                 enjoyment of the land when a notice of
                                                                                                                                                 the enforcement thereof or a notice of a
                                                                                                                                                 defect, lien or encumbrance resulting
                                                                                                                                                 from the violation has been recorded in
                                                                                                                                                 the public records. As a result of the
                                                                                                                                                 decisions in Elysian and elsewhere, the
                                                                                                                                                 2006 policy moves the exclusion to
                                                                                                                                                 Exclusion 1(a) in the 1992 policy to
                                                                                                                                                 Covered Risk 5.
the occupancy, use, or enjoyment of the land,    (i) the occupancy, use, or enjoyment of the     (i) the occupancy, use, or enjoyment of the
                                                 land;                                           Land;

or regulating the character, dimensions or       (ii) the character, dimensions or location of   (ii) the character, dimensions or location of   There are no differences between the
location of any improvement now or hereafter     any improvement now or hereafter erected        any improvement erected on the Land;            policies. The deletion of the exclusion for
erected on the land,                             on the land;                                                                                    improvements erected after the issuance
                                                                                                                                                 of the policy should not create coverage
                                                                                                                                                 as the policy excludes for the most part
                                                                                                                                                 post policy events.

or a separation in ownership or a reduction in   (iii) a separation in ownership or a change     (iii) subdivision of land; or                   There are no substantial differences
the dimensions or area of the land               in the dimensions or area of the land or any                                                    between the policies. The 2006 policy
                                                 parcel of which the land is or was a part; or                                                   language has only been simplified.


                                                 (iv) environmental protection,                  (iv) environmental protection;                  A specific reference to environmental
                                                                                                                                                 protection laws was first added in the
                                                                                                                                                 1984 amendment to the 1970 policy. In
                                                                                                                                                 the opinion of the authors of this article,
                                                                                                                                                 the addition of a specific reference to
                                                                                                                                                 "environmental protection laws" did not
                                                                                                                                                 reduce coverage as the broad exclusion in
                                                                                                                                                 the 1970 policy covered the issue anyway.
            1970 ALTA LOAN                                  1992 ALTA LOAN                                  2006 ALTA LOAN                                     COMMENTS

or the effect of any violation of any such law,   or the effect of any violation of these laws,   or the effect of any violation of these laws,
ordinance or governmental regulation.             ordinances or governmental regulations,         ordinances or governmental regulations.
                                                  except to the extent that a notice of the       This Exclusion 1(a) does not modify or limit
                                                  enforcement thereof or a notice of a defect,    the coverage provided under Covered Risk 5.
                                                  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            b) Any governmental police power. This           The 2006 policy provides the same
                                                  excluded by (a) above, except to the extent     Exclusion 1(b) does not modify or limit the     coverage as the 1992 policy; however, the
                                                  that a notice of the exercise thereof or a      coverage provided under Covered Risk 6.         language has been simplified and the
                                                  notice of a defect, lien or encumbrance                                                         exception to Exclusion 1(b) in the 1992
                                                  resulting from a violation or alleged                                                           policy has been moved to Covered Risk 6
                                                  violation affecting the land has been                                                           to address the result in Elysian and
                                                  recorded in the public records at Date of                                                       similar cases confirming that coverage is
                                                  Policy.                                                                                         not found in the exclusions even by
                                                                                                                                                  double negative statements (or exclusions
                                                                                                                                                  to exclusions). 1(b) in the 1992 and 2006
                                                                                                                                                  policies is addressed in the 1970 form in
                                                                                                                                                  Exclusion 2.
2. Rights of eminent domain or governmental       2. Rights of eminent domain unless notice       2. Rights of eminent domain. This               The 1970 policy does not provide
rights of police power unless notice of the       of the exercise thereof has been recorded in    Exclusion does not modify or limit the          coverage for takings which occur prior to
exercise of such rights appears in the public     the public records at Date of Policy, but not   coverage provided under Covered Risk 7 or       the date of the policy and are binding on
records at Date of Policy.                        excluding from coverage any taking which        8.                                              the rights of a purchaser for value without
                                                  has occurred prior to Date of Policy which                                                      knowledge unless notice of exercise of
                                                  would be binding on the rights of a                                                             the right of eminent domain have been
                                                  purchaser for value without knowledge.                                                          recorded in the public records at the date
                                                                                                                                                  of the policy. The exclusion in the 1970
                                                                                                                                                  policy, which arguably is subsumed by
                                                                                                                                                  exclusion 1(b), excludes exercises of
                                                                                                                                                  eminent domain or condemnation actions
                                                                                                                                                  that are not recorded in the public records
                                                                                                                                                  as of the date of the policy.


                                                                                                                                                  1992 policy is broader in coverage in that
                                                                                                                                                  it provides coverage for any taking by any
                                                                                                                                                  government body that has occurred prior
                                                                                                                                                  to the date of the policy and is binding on
                                                                                                                                                  the rights of a purchaser for value without
                                                                                                                                                  knowledge despite the fact that nothing is
                                                                                                                                                  recorded in the public records. Note, that
                                                                                                                                                  the 1992 policy modified the definition of
                                                                                                                                                  “knowledge.” The 2006 policy provides
                                                                                                                                                  the same coverage as the 1992 policy.
                                                                                                                                                  The exclusion to the exclusion contained
                                                                                                                                                  in the 1992 policy has been moved to
                                                                                                                                                  Covered Risks 7 and 8 in the new policy.
            1970 ALTA LOAN                                  1992 ALTA LOAN                                  2006 ALTA LOAN                                  COMMENTS

3. Defects, liens, encumbrances, adverse claims   3. Defects, liens, encumbrances, adverse        3. Defects, liens, encumbrances, adverse      There are no differences between any of
or other matters:                                 claims or other matters:                        claims or other matters:                      the policies. See, Fry v. Title Insurance
                                                                                                                                                & Trust Co., 187 Cal. 168 (1921),
                                                                                                                                                Macfarlane v. Faulkner 1 Cal. App.2d
                                                                                                                                                722 (1934), National Holding Co. v. Title
                                                                                                                                                Ins. & Trust Co., 45 Cal. App. 2d 215
                                                                                                                                                (1941), Lick Mill Creek Apartments v.
                                                                                                                                                Chicago Title Ins. Co., 231 Cal. App. 3d
                                                                                                                                                1654 (1991) and 1119 Delaware v.
                                                                                                                                                Continental Land Title Ins. Co., 16 Cal.
                                                                                                                                                App. 4th 992 (1993) for definition of
                                                                                                                                                "defect, lien or encumbrance."
a. created, suffered, assumed or agreed to by     a. created, suffered, assumed or agreed to by   (a) created, suffered, assumed or agreed to   There are no differences between any of
the insured claimant;                             the insured claimant;                           by the Insured Claimant;                      the policies. See, Stewart Title Guarantee
                                                                                                                                                Co. v. National Enterprises, 133 F.3d.
                                                                                                                                                929 (1997) and Safeco Title Ins. Co. v.
                                                                                                                                                Moskopoulos, 116 Cal. App. 3d 658
                                                                                                                                                (1981)
            1970 ALTA LOAN                                      1992 ALTA LOAN                                    2006 ALTA LOAN                                    COMMENTS

b. not known to the Company and not shown            b. not known to the Company, not recorded         (b) not Known to the Company, not                There are no significant differences
by the public records but known to the insured       in the public records at Date of Policy, but      recorded in the Public Records at Date of        between any of the policies. The changes
claimant either at Dare of Policy or at the Date     known to the insured claimant and not             Policy, but Known to the Insured Claimant        are cosmetic, only.
such Claimant acquired an estate or interest         disclosed in writing to the Company by the        and not disclosed in writing to the Company      When an Insured knows of a defect in the
insured by its policy and not disclosed in           insured claimant prior to the date the            by the Insured Claimant prior to the date the    title to the insured property that is not
writing by the Insured Claimant to the               insured claimant became an insured under          Insured Claimant became an Insured under         known by the Insurer, the Insured has a
Company prior to the date such insured               this policy;                                      this policy;                                     responsibility to disclose the fact to the
claimant became an insured hereunder;                                                                                                                   Insurer. See, Ins. Code sections 331 and
                                                                                                                                                        359; and Mitchell v. United Nat. Ins. Co.,
                                                                                                                                                        127 Cal App. 4th 457 (2005). This
                                                                                                                                                        provision requires the insured to have
                                                                                                                                                        “actual knowledge” of the defect, not
                                                                                                                                                        “constructive “or “imputed” knowledge of
                                                                                                                                                        the defect. See, Parker v. Title and Trust
                                                                                                                                                        Co., 233 F.2d 505, 512 (9th Cir. 1956)
                                                                                                                                                        and Jesko v. American-First Title & Trust
                                                                                                                                                        Co., 603 F.2d 815, 818 (10th Cir. 1979)
                                                                                                                                                        for a discussion of this provision.


c. resulting in no loss or damage to the insured     c. resulting in no loss or damage to the          (c) resulting in no loss or damage to the
claimant;                                            insured claimant;                                 Insured Claimant;



d. attaching or created subsequent to Date of        d. attaching or created subsequent to Date of     (d) attaching or created subsequent to Date      There are no significant differences
Policy (except to the extent insurance is            Policy (except to the extent that this policy     of Policy (however, this does not modify or      between any of the policies. The changes
afforded herein as to any statutory lien for labor   insures the priority of the lien of the insured   limit the coverage provided under Covered        are cosmetic, only.
or material or the extent insurance is afforded      mortgage over any statutory lien for              Risk 11, 13 or 14); or
herein as to assessments for street                  services, labor or material); or                                                                   The 2006 policy makes clear that the
improvements under construction or completed                                                                                                            2006 policy contains Covered Risks that
at Date of Policy).                                                                                                                                     pertain to matters that occur after the
                                                                                                                                                        issuance of the policy, namely Covered
                                                                                                                                                        Risks 11,13, and 14.

                                                                                                                                                        See, Elysian Investment Group v. Stewart
                                                                                                                                                        Title Guaranty Co., 105 Cal. App. 4th
                                                                                                                                                        315 (2002), Rosen v. Nations Title Ins.
                                                                                                                                                        Co., 56 Cal. App.4th 1489 (1997) and
                                                                                                                                                        Safeco Title Ins. Co. v. Moskopoulos, 116
                                                                                                                                                        Cal. App.3d 658 (1981) for decisions
                                                                                                                                                        pertaining to no loss under the policy.
                                                     e. resulting in loss or damage which would        (e) resulting in loss or damage that would
                                                     not have been sustained if the insured            not have been sustained if the Insured
                                                     claimant had paid value for the insured           Claimant had paid value for the Insured
                                                     mortgage.                                         Mortgage.
4. Unenforceability of the lien of the insured       4. Unenforceability of the lien of the insured    4. Unenforceability of the lien of the Insured   There are no significant differences
mortgage because of failure of the insured at        mortgage because of the inability or failure      Mortgage because of the inability or failure     between any of the policies. The changes
Date of Policy, or of any subsequent owner of        of the insured at Date of Policy, or the          of an Insured to comply with applicable          are cosmetic, only.
the indebtedness to comply with applicable           inability or failure of any subsequent owner      doing business laws of the state where the
“doing business” laws of the state in which the      of the indebtedness, to comply with               Land is situated.
land is situated.                                    applicable doing business laws of the state
                                                     in which the land is situated.
1970 ALTA LOAN              1992 ALTA LOAN                                    2006 ALTA LOAN                                    COMMENTS

                 5. Invalidity or unenforceability of the lien     5. Invalidity or unenforceability in whole or   The 1992 policy moved the exclusions
                 of the insured mortgage, or claim thereof,        in part of the lien of the Insured Mortgage     from coverage for usury and consumer
                 which arises out of the transaction               that arises out of the transaction evidenced    credit protection or truth in lending out of
                 evidenced by the insured mortgage and is          by the Insured Mortgage and is based upon       the Insuring Provisions (it was excepted
                 based upon usury or any consumer credit           usury or any consumer credit protection or      from coverage in the Insuring Clauses of
                 protection or truth in lending law.               truth in lending law.                           the 1970 Lenders policy) and into the
                                                                                                                   Exclusions from Coverage. Thus, the
                                                                                                                   changes were more stylistic rather then
                                                                                                                   substantive in nature.

                                                                                                                   The 2006 policy provides the same
                                                                                                                   coverage. The language has been
                                                                                                                   simplified, only.

                 6. Any statutory lien for services, labor or                                                      The 1992 policy moved the exclusion
                 materials (or the claim of priority of any                                                        from coverage for statutory “mechanic
                 statutory lien for services, labor or materials                                                   liens” out of Insuring Clause 7 and into
                 over the lien of the insured mortgage)                                                            the Exclusions from Coverage. Thus,
                 arising from an improvement or work                                                               stylistic rather then substantive change to
                 related to the land which is contracted for                                                       coverage.
                 and commenced subsequent to Date of
                 Policy and is not financed in whole or in                                                         The 2006 policy eliminates Exclusion 6
                 part by proceeds of the indebtedness secured                                                      in the 1992 policy. The ALTA committee
                 by the insured mortgage which at Date of                                                          believed it was unnecessary given the
                 Policy the insured has advanced or is                                                             language in Covered Risk 11(a) and the
                 obligated to advance.                                                                             language set forth in Exclusion 3(d),
                                                                                                                   “post policy” matters.
                 7. Any claim, which arises out of the             6. Any claim, by reason of the operation of     It has been the position of the insurers
                 transaction creating the interest of the          federal bankruptcy, state insolvency, or        that the 1970 owners and lenders policy
                 mortgagee insured by this policy, by reason       similar creditors’ rights laws, that the        did not provide “creditors’ rights”
                 of the operation of federal bankruptcy, state     transaction creating the lien of the Insured    coverage because the standard exclusion
                 insolvency, or similar creditors' rights laws,    Mortgage, is:                                   for “matters created, suffered, assumed or
                 that is based on:                                                                                 agreed to by the insured” and the
                                                                                                                   exclusion for “matters known only to the
                                                                                                                   insured and not disclosed in writing to the
                                                                                                                   insurer “ excluded it from coverage.
                                                                                                                   Many lenders have assumed that there is
                                                                                                                   coverage unless the policy is issued with
                                                                                                                   an express exclusion for creditors’ rights.



                 a. the transaction creating the interest of the   (a) a fraudulent conveyance or fraudulent       Lenders have taken that position despite
                 insured mortgagee being deemed a                  transfer; or                                    the decision in Elysian Investment Group,
                 fraudulent conveyance or fraudulent                                                               LLC v. Stewart Title Guaranty Co, 105
                 transfer; or                                                                                      Cal. App. 4th 315 (2002) and Chicago
                                                                                                                   Title Ins. Co. v. Citizens and Southern
                                                                                                                   Nat’l Bank,
1970 ALTA LOAN              1992 ALTA LOAN                                    2006 ALTA LOAN                                     COMMENTS

                                                                                                                    821 F. Supp. 1492 (N.D. Ga. 1993),
                                                                                                                    which held that a decision to include a
                                                                                                                    creditors’ rights exclusion in other title
                                                                                                                    policies does not create an implication
                                                                                                                    that creditors’ right s issues are covered
                                                                                                                    in policies that contain no such specific
                                                                                                                    exclusion.


                 b. the subordination of the interest of the
                 insured mortgagee as a result of the
                 application of the doctrine of equitable
                 subordination; or
                 c. the transaction creating the interest of the   (b) a preferential transfer for any reason not   The 2006 policy moves the exception to
                 insured mortgagee being deemed a                  stated in Covered Risk 13(b) of this policy.     the exclusion tin Insuring Clause 4(b) to
                 preferential transfer except where the                                                             Covered Risk 9(b). The language is also
                 preferential transfer results from the failure:                                                    much easier to read. The exclusion only
                                                                                                                    applies to the transaction vesting the Title
                                                                                                                    shown in Schedule A. It does not apply
                                                                                                                    to prior transactions within the chain of
                                                                                                                    title to the property.

                  i. to timely record the instrument of
                 transfer; or

                  ii. of such recordation to impart notice to a
                 purchaser for value or a judgment or lien
                 creditor.
                                                                   7. Any lien on the Title for real estate taxes   This exclusion, not contained in the
                                                                   or assessments imposed by governmental           earlier policies, pertains to liens imposed
                                                                   authority and created or attaching between       for real estate taxes and assessments that
                                                                   Date of Policy and the date of recording of      are imposed against the property during
                                                                   the Insured Mortgage in the Public Records.      the Gap Period. These taxes and
                                                                   This exclusion does not modify or limit the      assessments logically should be born by
                                                                   coverage provided under Covered Risk             the Insured. Since the earlier policies did
                                                                   11(b).                                           not provide Gap coverage, the Exclusion
                                                                                                                    was not necessary


  Schedule A                    Schedule A                                        Schedule A


                                                                   Name and Address of the Title Insurance          There are no significant changes in
                                                                   Company:                                         Schedule A in the 1970 and the 1992
                                                                                                                    policies.
              1970 ALTA LOAN                                    1992 ALTA LOAN                                      2006 ALTA LOAN                                     COMMENTS

                                                                                                                                                           The 2006 policy contains the same
                                                                                                                                                          coverage; however, it provides much
                                                                                                                                                          more information. The policy sets forth
                                                                                                                                                          the name and address of the Insurer. This
                                                                                                                                                          is important should the jacket become
                                                                                                                                                          seperated from the policy, as frequently
                                                                                                                                                          happens.
Policy No.:                                          (File No.:_____ )    Policy No.:                    1. [File No.: ] ] Policy No.:

                                                                                                         2. Loan No.:
                                                                                                         3. Address Reference:                              The 2006 policy provides for the first
                                                                                                                                                          time the address of the property.


Amount of Insurance:                                 Amount of Insurance:                                4. Amount of Insurance: $ [Premium: $
                                                                                                         ]
Total Fee for Title Search, Examination and          Premium Amount:
Title Insurance
Date of Policy:                                      Date of Policy:                                     5. Date of Policy:

1. Name of Insured:                                  1. Name of Insured:                                 6. Name of Insured:

2. The estate or interest referred to herein is at   3. Title to the estate or interest in the land is   8. Title is vested in:
Date of Policy vested in:                            vested in:

3. The estate or interest in the land described in   2. The Estate or Interest in the land which is      7. The estate or interest in the Land that is
Schedule C and which is encumbered by the            encumbered by the insured mortgage is :             encumbered by the Insured Mortgage is:
insured mortgage is:

4. The mortgage, herein referred to as the           4. The insured mortgage and assignments             9. The Insured Mortgage, and its
insured mortgage, and the assignments thereof,       thereof, if any, are described as follows:          assignments, if any, are described as follows:
if any, are described as follows:

9. Legal (may be contained in Schedule C):           5. The land referred to in this policy is           10. The Land referred to in this policy is       The 1992 policy allowed the Insurer to
                                                     described as follows:                               described as follows:                            delete the legal description from
                                                                                                                                                          Schedule A and attach a Schedule C. The
                                                     [If Paragraph 5 is omitted, a Schedule C,                                                            new policy does not allow for a Schedule
                                                     captioned the same as Paragraph 5, is used].                                                         C addition. Word Processing and
                                                                                                                                                          automated systems have made it
                                                                                                                                                          unnecessary.
            1970 ALTA LOAN                              1992 ALTA LOAN                                 2006 ALTA LOAN                                   COMMENTS

                                                                                             [6. This policy incorporates by reference
                                                                                             those ALTA endorsements selected below:

                                                                                             ■ 4-06 (Condominium)
                                                                                             ■ 4.1-06
                                                                                             ■ 5-06 (Planned Unit Development)
                                                                                             ■ 5.1-06
                                                                                             ■ 6-06 (Variable Rate)
                                                                                             ■ 6.2-06 (Variable Rate--Negative
                                                                                             Amortization)
                                                                                             ■ 8.1-06 (Environmental Protection Lien)
                                                                                             Paragraph b refers to the following state
                                                                                             statute(s):
                                                                                             ■ 9-06 (Restrictions, Encroachments,
                                                                                             Minerals)]
                                                                                             ■ 13.1-06 (Leasehold Loan)
                                                                                             ■ 14-06 (Future Advance-Priority)
                                                                                             ■ 14.1-06 (Future Advance-Knowledge)
                                                                                             ■ 14.3-06 (Future Advance-Reverse
                                                                                             Mortgage)
                                                                                             ■ 22-06 (Location), the type of improvement
                                                                                             is a __________________ and the street
                                                                                             address is as shown above.


                Schedule B                                   Schedule B                                    Schedule B

                                              This policy does not insure against loss or    Except as provided in Schedule B- part II,]   There are no significant differences
                                              damage (and the Company will not pay           this policy does not insure against loss or   between the policies.
                                              costs, attorneys' fees or expenses) which      damage, and the company will not pay costs,
                                              arise by reason of:                            attorneys' fees, or expenses that arise by
                                                                                             reason of:

            SCHEDULE B - Part I                                   Part I                                       Part I
This policy does not insure against loss or   EXCEPTIONS FROM COVERAGE
damage by reason of the following:
1.                                            This policy does not insured against loss or
2.                                            damage (and the Company will not pay
3.                                            costs, attorneys' fees or expenses) which
                                              arise by reason of:
                                              1.
                                              2.
                                              3.
            1970 ALTA LOAN                                     1992 ALTA LOAN                                    2006 ALTA LOAN                                     COMMENTS

            SCHEDULE B - Part II                              SCHEDULE B - PART II                                       Part II
In addition to the matters set forth in Part I of    In addition to the matters set forth in Part I   In addition to the matters set forth in Part I
this Schedule, the title to the estate or interest   of this Schedule, the title to the estate or     of this Schedule, the Title is subject to the
in the land described or referred to in Schedule     interest in the land described or referred to    following matters, and the Company insures
C is subject to the following matters, if any be     in Schedule [A][C] is subject to the             against loss or damage sustained in the
shown, but the Company insures that such             following matters, if any be shown, but the      event that they are not subordinate to the
matters are subordinate to the lien or charge of     Company insures that these matters are           lien of the Insured Mortgage:
the insured mortgage upon said estate or             subordinate to the lien or charge of the
interest:                                            insured mortgage upon the estate or interest:


      Conditions & Stipulations                          Conditions & Stipulations                        Conditions & Stipulations
         1. Definition of Terms                             1. Definition of Terms                            1. Definition of Terms

The following terms when used in this policy         The following terms when used in this            The following terms when used in this
mean:                                                policy mean:                                     policy mean:

                                                                                                      (a) “Amount of Insurance”: the amount
                                                                                                      stated in Schedule A, as may be increased or
                                                                                                      decreased by endorsement to this policy,
                                                                                                      increased by Section 8(b), or decreased by
                                                                                                      Sections 11 and 12 of these Conditions.


                                                                                                      (b) “Date of Policy”: The date designated as
                                                                                                      “Date of Policy” in Schedule A.

                                                                                                      (c) “Entity”: A corporation, partnership,
                                                                                                      trust, limited liability company or other
                                                                                                      similar legal entity.
                                                                                                      (d). “Indebtedness”: The obligation secured      The 2006 policy adds a definition for
                                                                                                      by the Insured Mortgage including one            Indebtedness, arguably one of the most
                                                                                                      evidenced by electronic means authorized by      important changes in the Loan Policy.
                                                                                                      law, and if that obligation is the payment of    The 2006 policy includes in the definition
                                                                                                      a debt, the Indebtedness is the sum of:          of “Indebtedness” post-policy principal
                                                                                                                                                       advances secured by the Insured
                                                                                                                                                       Mortgage, something that was expressly
                                                                                                                                                       written out of both the 1992 Loan Policy
                                                                                                                                                       by Condition & Stipulation 8(d)(i) and
                                                                                                                                                       the 1970 Loan Policy by Condition &
                                                                                                                                                       Stipulation 8(b).

                                                                                                                                                       It also include, interest on the loan, and
                                                                                                                                                       prepayment premiums, exit fees and other
                                                                                                                                                       similar fees or penalties allowed by law,
                                                                                                                                                       foreclosure expenses and other expenses
                                                                                                                                                       involved in protecting the security for the
                                                                                                                                                       Lender’s loan.
1970 ALTA LOAN   1992 ALTA LOAN              2006 ALTA LOAN                                     COMMENTS

                                  (i) the amount of the principal disbursed as     It should be noted regarding post-policy
                                  of Date of Policy;                               principal advances not secured by the
                                                                                   Insured Mortgage, (except where the
                                                                                   insured mortgage secures a construction
                                                                                   loan and the post-policy advances are
                                                                                   construction loan advances made
                                                                                   pursuant to a construction loan
                                                                                   agreement), that the 2006 Loan Policy
                                                                                   does not insure against invalidity,
                                                                                   unenforceability or lack of priority of the
                                                                                   lien of the insured mortgage as security
                                                                                   for the post-policy non-obligatory
                                                                                   principal advances. The Insured Lender
                                                                                   still needs to request one of the ALTA 14-
                                                                                   series (Future Advance) Endorsements.
                                  (ii)the amount of the principal disbursed        However, with the exception of
                                  subsequent to Date of Policy;                    challenges to the validity, enforceability
                                                                                   or priority of the insured mortgage lien as
                                                                                   security for non-obligatory advances, the
                                                                                   insured lender’s measure of loss now
                                                                                   includes additional post-policy principal
                                                                                   advances.
                                  (iii) construction loan advances made
                                  subsequent to Date of Policy for the purpose
                                  of financing in whole or in part the
                                  construction of an improvement to the Land
                                  or related to the Land that the Insured was
                                  and continued to be obligated to advance at
                                  Date of Policy and at the date of the advance;


                                  (iv) interest on the loan;

                                  (v) prepayment premiums, exit fees and
                                  other similar fees or penalties allowed by
                                  law;
                                  (vi) expenses of foreclosure and any other
                                  costs of enforcement;

                                  (vii) amounts advanced to assure
                                  compliance with laws or to protect the lien
                                  or the priority of the lien of the Insured
                                  Mortgage before the acquisition of the estate
                                  or interest in the Title;

                                  (viii) amounts to pay taxes and insurance;
                                  and,
            1970 ALTA LOAN                                    1992 ALTA LOAN                                    2006 ALTA LOAN                                   COMMENTS

                                                                                                      (ix) reasonable amounts expended to prevent
                                                                                                      deterioration of improvements;

                                                                                                      but the indebtedness is reduced by the total
                                                                                                      of all payments and by any amount forgiven
                                                                                                      by an Insured.

a"insured": the insured named in Schedule A.       a. "insured": the insured named in Schedule        (e) “Insured": the Insured named in            There are no significant differences
The term "insured" also includes                   A. The term "insured" also includes                Schedule A.                                    between the 1970 policy and the 1992
                                                                                                                                                     policy.

(i) the owner of the indebtedness secured by       i. the owner of the indebtedness secured by
the insured mortgage and each successor in         the insured mortgage and each successor in
ownership of such indebtedness (reserving,         ownership of the indebtedness except a
however, all rights and defenses as to any such    successor who is an obligor under the
successor who acquires the indebtedness by         provisions of Section 12(c) of these
operation of law as distinguished from             Conditions and Stipulations (reserving,
purchase including, but not limited to, heirs,     however, all rights and defenses as to any
distributees, devisees, survivors, personal        successor that the Company would have had
representatives, next of kin or corporate or       against any predecessor insured, unless the
fiduciary successors that the Company would        successor acquired the indebtedness as a
have had against the successor's transferor),      purchaser for value without knowledge of
and further includes                               the asserted defect, lien, encumbrance,
                                                   adverse claim or other matter insured
                                                   against by this policy as affecting title to the
                                                   estate or interest in the land);


 (ii) any governmental agency or                   ii. any governmental agency or
instrumentality which is an insurer or guarantor   governmental instrumentality which is an
under an insurance contract or guaranty            insurer or guarantor under an insurance
insuring or guaranteeing said indebtedness, or     contract or guaranty insuring or
any part thereof, whether named as an insured      guaranteeing the indebtedness secured by
herein or not, and                                 the insured mortgage, or any part thereof,
                                                   whether named as an insured herein or not;
(iii) the parties designated in paragraph 2 of     iii. the parties designated in Section 2(a) of
these Conditions and Stipulations.                 these Conditions and Stipulations.
                                                                                                      (i) The term "Insured" also includes:          The 2006 policy expands the definition of
                                                                                                                                                     Insured to include parties previously not
                                                                                                                                                     insured under the policy. The new policy
                                                                                                      (A) the owner of the indebtedness and each     helps resolve the “voluntary transfer”
                                                                                                      successor in ownership of the Indebtedness,    problem that occurs when transfers are
                                                                                                      whether the owner or successor owns the        made for estate planning purposes or
                                                                                                      indebtedness for its own account or as a       when properties are transferred to
                                                                                                      trustee or other fiduciary , except a          subsidiaries, affiliates or parent
                                                                                                      successor who is an obligor under the          companies. This change will obviate , in
                                                                                                      provisions of Section 12(c) of these           certain circumstances, the need for
                                                                                                      Conditions.                                    Additional Insured endorsements.
                                                                                    made for estate planning purposes or
                                                                                    when properties are transferred to
                                                                                    subsidiaries, affiliates or parent
                                                                                    companies. This change will obviate , in
                                                                                    certain circumstances, the need for
1970 ALTA LOAN   1992 ALTA LOAN              2006 ALTA LOAN                                       COMMENTS
                                                                                    Additional Insured endorsements.

                                  (B) the person or Entity who has "control" of
                                  the transferable record," as these terms are
                                  defined by applicable electronic transactions
                                  law;
                                  (C) successors to an Insured by dissolution,
                                  merger, consolidation, distribution, or
                                  reorganization;
                                  (D) successors to an Insured by its
                                  conversion to another kind of Entity;

                                  (E) a grantee of an Insured under a deed
                                  delivered without payment of actual
                                  valuable consideration conveying the Title;


                                  (1) If the stock, shares, memberships, or
                                  other equity interests of the grantee are
                                  wholly-owned by the named Insured,


                                  (2) If the grantee wholly owns the named
                                  Insured, or

                                  (3) If the grantee is wholly-owned by an
                                  affiliated Entity of the named Insured,
                                  provided the affiliated Entity and the named
                                  Insured are both wholly-owned by the same
                                  person or Entity,
                                  (F) any government agency or
                                  instrumentality that is an insurer or
                                  guarantor under an insurance contract or
                                  guaranty insuring or guaranteeing the
                                  Indebtedness secured by the Insured
                                  Mortgage, or any part of it, whether named
                                  as an Insured or not;

                                  (ii) With regard to (A), (B), (C), (D), and (E)
                                  reserving, however, all rights and defenses
                                  as to any successor that the Company would
                                  have had against any predecessor Insured,
                                  unless the successor acquired the
                                  Indebtedness as a purchaser for value
                                  without Knowledge of the asserted defect,
                                  lien, encumbrance, or other matter insured
                                  against by this policy.
            1970 ALTA LOAN                                     1992 ALTA LOAN                                    2006 ALTA LOAN                                     COMMENTS

b. "insured claimant": an insured claiming loss     b. "insured claimant": an insured claiming        (f) "Insured Claimant": an Insured claiming      There are no significant differences
or damage hereunder.                                loss or damage.                                   loss or damage.                                  between any of the policies.

                                                                                                      (g) "Insured Mortgage": The Mortgage
                                                                                                      described in paragraph 4 of Schedule A.

c. "knowledge": actual knowledge, not               c. "knowledge" or "known": actual                 (h) "Knowledge" or "Known": Actual               The 1992 policy added a definition for the
constructive knowledge or notice which may be       knowledge, not constructive knowledge or          knowledge, not constructive knowledge or         word “known” and included knowledge
imputed to an insured by reason of any public       notice which may be imputed to an insured         notice that may be imputed to an Insured by      imputed by “any record which imparts
records.                                            by reason of the public records as defined in     reason of the Public Records or any other        constructive notice of matters affecting
                                                    this policy or any other records which            records that impart constructive notice of       the land.” The 2006 policy has been
                                                    impart constructive notice of matters             matters affecting the Title.                     modified to take into account changes in
                                                    affecting the land.                                                                                policy definitions and Covered Risks.



d. "land": the land described, specifically or by   d. "land": the land described or referred to in   (i) "Land": The land described in Schedule       There are no significant differences
reference in Schedule C, and improvements           Schedule [A][C], and improvements affixed         A, and affixed improvements that by law          between the 1970 policy, the 1992 policy,
affixed thereto which by law constitute real        thereto which by law constitute real              constitute real property. The term "Land”        and the 2006 policy .
property; provided, however, the term "land"        property. The term "land" does not include        does not include any property beyond the
does not include any property beyond the lines      any property beyond the lines of the area         lines of the area described in Schedule A,
of the area specifically described or referred to   described or referred to in Schedule [A][C],      nor any right, title, interest, estate or
in Schedule C, nor any right, title, interest,      nor any right, title, interest, estate or         easement in abutting streets, roads, avenues,
estate or easement in abutting streets, roads,      easement in abutting streets, roads, avenues,     alleys, lanes, ways or waterways, but this
avenues, alleys, lanes, ways or waterways, but      alleys, lanes, ways or waterways, but             does not modify or limit the extent that a
nothing herein shall modify or limit the extent     nothing herein shall modify or limit the          right of access to and from the Land is
to which a right of access to and from the land     extent to which a right of access to and from     insured by this policy.
is insured by this policy.                          the land is insured by this policy.
e. "mortgage": mortgage, deed of trust, trust       e. "mortgage": mortgage, deed of trust, trust     (j) "Mortgage": Mortgage, deed of trust,         There are no significant differences
deed, or other security instrument.                 deed, or other security instrument.               trust deed, or other security instrument,        between the 1970 policy, the 1992 policy
                                                                                                      including one evidenced by electronic            and the 2006 policy. The 2006 policy
                                                                                                      means authorized by law.                         takes into account and accommodates
                                                                                                                                                       electronic transactions.

f. "public records": those records which by law     f. "public records": records established          (k) "Public Records": Records established        The definition of public records is
impart constructive notice of matters relating to   under state statutes at Date of Policy for the    under state statutes at Date of Policy for the   extremely important as it sets forth where
said land.                                          purpose of imparting constructive notice of       purpose of imparting constructive notice of      the title company will search for
                                                    matters relating to real property to              matters relating to real property to             exceptions to the policy. The 1970 policy
                                                    purchasers for value and without                  purchasers for value and without                 defined “public records” as those records
                                                    knowledge. With respect to Section 1(a)(iv)       Knowledge. With respect to Covered Risk          that impart constructive knowledge.
                                                    of the Exclusions From Coverage, "public          5(d), "Public Records" shall also include        Most companies interpreted this as
                                                    records" shall also include environmental         environmental protection liens filed in the      limiting the search to the local county
                                                    protection liens filed in the records of the      records of the clerk of the United States        records. However, in 1976, a court held
                                                    clerk of the United States district court for     District Court for the district where the Land   that easements or rights of ways recorded
                                                    the district in which the land is located.        is located.                                      in the Federal Register constitute public
                                                                                                                                                       records under the policy. (Hahn v.
                                                                                                                                                       Alaska Title Guaranty Company, 557
                                                                                                                                                       P.2d. 143 [1976].
1970 ALTA LOAN             1992 ALTA LOAN                                   2006 ALTA LOAN                                    COMMENTS

                                                                                                                 In response, the title industry modified
                                                                                                                 the definition to make clear that “public
                                                                                                                 records” is limited to land records that
                                                                                                                 impart constructive knowledge. The
                                                                                                                 carve out to the new 1992 limitation is
                                                                                                                 the inclusion of U.S. District Court
                                                                                                                 records that reflect federal environmental
                                                                                                                 liens.

                                                                                                                 The 2006 policy definition provides the
                                                                                                                 same coverage and takes into account the
                                                                                                                 addition of Covered Risks 5 and 6,
                                                                                                                 environmental protection coverage, that
                                                                                                                 previously were contained in the 1992
                                                                                                                 Policy, Exclusions to Coverage.

                                                                 (l) “Title”: The estate or interest described   “Title” was not a defined term in the prior
                                                                 in Schedule A.                                  policies. The addition of the term does
                                                                                                                 not modify the coverages previously
                                                                                                                 provided. By adding the term, the 2006
                                                                                                                 policy eliminates multiple uses
                                                                                                                 throughout the policies of phrases like
                                                                                                                 “estate or interest”, “insured estate or
                                                                                                                 interest”, and “estate or interest in the
                                                                                                                 land.”
                 g. "unmarketability of the title": an alleged   (k) "Unmarketable Title”: Title affected by     The 1992 policy added a definition of
                 or apparent matter affecting the title to the   an alleged or apparent matter that would        “unmarketability” to make clear that the
                 land, not excluded or excepted from             permit a prospective purchaser or lessee of     insurer is not insuring that defects do not
                 coverage, which would entitle a purchaser of    the Title or lender on the Title or a           exist in the title to the property. In order
                 the estate or interest described in Schedule    prospective purchaser of the Insured            for there to be coverage, the defect must
                 A to be released from the obligation to         Mortgage to be released from the obligation     rise to such a level as to permit a
                 purchase by virtue of a contractual condition   to purchase, lease, or lend if there is a       reasonable buyer to walk away from the
                 requiring the delivery of marketable title.     contractual condition requiring the delivery    transaction. Courts have held that title is
                                                                 of marketable title.                            "marketable " if it is free from reasonable
                                                                                                                 doubt, that which a reasonable purchaser
                                                                                                                 would be willing to accept ; see, Davis v.
                                                                                                                 Stewart Title Guaranty Co., 726 S.W.2d
                                                                                                                 839 (1987) and Keown v. West Jersey
                                                                                                                 Title & Guaranty Co., 390 A.2d 715, 717
                                                                                                                 (1978).

                                                                                                                 The 2006 policies’ definition of
                                                                                                                 “unmarketability,” now called
                                                                                                                 “unmarketable title,” is more expansive
                                                                                                                 than its counterpart in the 1992 policies
                                                                                                                 because it expressly includes lessee and
                                                                                                                 lender interests.
            1970 ALTA LOAN                                     1992 ALTA LOAN                                  2006 ALTA LOAN                                    COMMENTS

   2. Continuation of Insurance
                                                      2. Continuation of Insurance                     2. Continuation of Insurance
      After Acquisition of Title

a. After Acquisition of Title. This policy shall    a. After Acquisition of Title. The coverage                                                      There are no significant differences
continue in force as of Date of Policy in favor     of this policy shall continue in force as of                                                     between the 1970 and the 1992 policies.
of an insured who acquires all or any part of the   Date of Policy in favor of                                                                       Provisions in the 1992 were moved
estate or interest in the land described in                                                                                                          around for easier reading. The provisions
Schedule C by foreclosure, trustee’s sale,          (i) an insured who acquires all or any part of                                                   in the 1970 policy ,subsection 2(a) (i)
conveyance in lieu of foreclosure, or other legal   the estate or interest in the land by                                                            through (iii), regarding the amount the
manner which discharges the lien of the             foreclosure, trustee’s sale, conveyance in                                                       Insurer may become obligated to pay
insured mortgage, and if the insured is a           lieu of foreclosure, or other legal manner                                                       have been moved in the 1992 policy to
corporation, its transferee of the estate or        which discharges the lien of the insured                                                         Section 2 (c).
interest so acquired, provided the transferee is    mortgage;
the parent or wholly owned subsidiary of the                                                                                                         The language of the 2006 Lenders Policy
insured; and in favor of any governmental           (ii) a transferee of the estate or interest so                                                   has been simplified due to changes in the
agency or instrumentality which acquires all or     acquired from an insured corporation,                                                            policy as a whole. Coverage remains the
any part of the estate or interest pursuant to a    provided the transferee is the parent or                                                         same. Subsection 2(a)(i) and (b) of the
contract of insurance or guaranty insuring or       wholly-owned subsidiary of the insured                                                           1992 policy is now contained in Section 2
guaranteeing the indebtedness secured by the        corporation, and their corporate successors                                                      of the 2006 policy. . Provisions 2(a)(ii)
insured mortgage; provided that the amount of       by operation of law and not by purchase,                                                         and (iii) in the 1992 policy are also
insurance hereunder after such acquisition,         subject to any rights or defenses the                                                            unnecessary due to the changes in the
exclusive of costs, attorneys’ fees and expenses    Company may have against any predecessor                                                         definition of “Insured.”
which the Company may become obligated to           insureds; and
pay, shall not exceed the least of:
(i) the amount of insurance stated in Schedule
A;
(ii.) the amount of the unpaid principal of the
indebtedness as defined in paragraph 8 hereof,
plus interest thereon, expenses of foreclosure
and amounts advanced to protect the lien of the
insured mortgage and secured by said insured
mortgage at the time of acquisition of such
estate or interest in the land; or


(iii.) the amount paid by any governmental          (iii) any governmental agency or
agency or instrumentality, if such agency or        governmental instrumentality which
instrumentality is the insured claimant, in the     acquires all or any part of the estate or
acquisition of such estate or interest in           interest pursuant to a contract of insurance
satisfaction of its insurance contract or           or guaranty insuring or guaranteeing the
guaranty.                                           indebtedness secured by the insured
                                                    mortgage.
b. Continuation of Insurance After Conveyance       b. After Conveyance of Title. The coverage       The coverage of this policy shall continue in
of Title. The coverage of this policy shall         of this policy shall continue in force as of     force as of Date of Policy in favor of an
continue in force as of Date of Policy in favor     Date of Policy in favor of an insured only so    Insured, but only so long as the Insured
of an insured so long as such insured retains an    long as the insured retains an estate or         retains an estate or interest in the Land, or
estate or interest in the land, or holds an         interest in the land, or holds an indebtedness   holds an obligation secured by a purchase
indebtedness secured by a purchase money            secured by a purchase money mortgage             money Mortgage given by a purchaser from
mortgage given by a purchaser from such             given by a purchaser from the insured, or        the Insured, or only so long as the Insured
insured, or so long as                              only so long as the                              shall have liability by reason of
            1970 ALTA LOAN                                   1992 ALTA LOAN                                   2006 ALTA LOAN                                    COMMENTS

such insured shall have liability by reason of    insured shall have liability by reason of        warranties in any transfer or conveyance of
covenants of warranty made by such insured in     covenants of warranty made by the insured        the Title. This policy shall not continue in
any transfer or conveyance of such estate or      in any transfer or conveyance of the estate or   force in favor of any purchaser from the
interest; provided, however, this policy shall    interest. This policy shall not continue in      Insured of either (i) an estate or interest in
not continue in force in favor of any purchaser   force in favor of any purchaser from the         the Land, or (ii) an obligation secured by a
from such insured of either said estate or        insured of either (i) an estate or interest in   purchase money Mortgage given to the
interest or the indebtedness secured by a         the land, or (ii) an indebtedness secured by a   Insured.
purchase money mortgage given to such             purchase money mortgage given to the
insured.                                          insured.

                                                  c. Amount of Insurance. The amount of                                                             Section 2(c) in the 1992 policy was
                                                  insurance after the acquisition or after the                                                      formerly part of Section 2(a) of the 1970
                                                  conveyance shall in neither event exceed the                                                      policy. The changes have not altered the
                                                  least of:                                                                                         coverage provided under the 1992 policy.


                                                                                                                                                    The language of the 2006 Lenders Policy
                                                                                                                                                    has been simplified due to changes in the
                                                                                                                                                    policy as a whole. Coverage remains the
                                                                                                                                                    same. Subsection 2(c) in the 1992 is no
                                                                                                                                                    longer necessary due to the addition of a
                                                                                                                                                    definition for “Amount of Insurance” and
                                                                                                                                                    “Indebtedness” and the provisions
                                                                                                                                                    contained in 8(a)(iv) of the new policy.


                                                  i. the Amount of Insurance stated in
                                                  Schedule A;
                                                  ii. the amount of the principal of the
                                                  indebtedness secured by the insured
                                                  mortgage as of Date of Policy, interest
                                                  thereon, expenses of foreclosure, amounts
                                                  advanced pursuant to the insured mortgage
                                                  to assure compliance with laws or to protect
                                                  the lien of the insured

                                                  mortgage prior to the time of acquisition of
                                                  the estate or interest in the land and secured
                                                  thereby and reasonable amounts expended
                                                  to prevent deterioration of improvements,
                                                  but reduced by the amount of all payments
                                                  made; or

                                                  iii. the amount paid by any governmental
                                                  agency or governmental instrumentality, if
                                                  the agency or instrumentality is the insured
                                                  claimant, in the acquisition of the estate or
                                                  interest in satisfaction of its insurance
                                                  contract or guaranty.
             1970 ALTA LOAN                                         1992 ALTA LOAN                                       2006 ALTA LOAN                                       COMMENTS

3. Defense and Prosecution of Action-                    3. Notice of Claim to be Given by                     3. Notice of Claim to be Given by
  Notice of Claim to be Given by an                              Insured Claimant                                      Insured Claimant
          Insured Claimant

a. The Company, at its own cost and without                                                                                                                       The 1992 policy changed the text to
undue delay, shall provide for the defense of an                                                                                                                  promote clarity and broke the 1970
insured in all litigation consisting of actions or                                                                                                                provision 3 into two provisions,
proceedings commenced against such insured,                                                                                                                       provisions 3 and 4. The sections were
or defenses, restraining orders or injunctions                                                                                                                    changed to reflect the usual sequence of
interposed against a foreclosure                                                                                                                                  events when a claim is tendered.
of the insured mortgage or a defense interposed                                                                                                                   Provision 3(a) in the 1970 policy was
against an insured in an action to enforce a                                                                                                                      moved to section 4(a) of the 1992 policy
contract for a sale of the indebtedness secured                                                                                                                   and section 5(a) of the 2006 policy.
by the insured mortgage, or a sale of the estate
or interest in said land, to the extent that such
litigation is founded upon an alleged defect,
lien, encumbrance, or other matter insured
against by this policy.


b. The insured shall notify the Company                 The insured shall notify the Company                  The Insured shall notify the Company                There is no significant difference in the
promptly in writing (i) in case any action or           promptly in writing (i) in case of any                promptly in writing (i) in case of any              coverage provided under any of the
proceeding is begun or defense or restraining           litigation as set forth in Section 4(a) below,        litigation as set forth in Section 5(a) below,      policies. The addition of defined terms
order or injunction is interposed as set forth in       (ii) in case knowledge shall come to an               (ii) in case Knowledge shall come to an             has made the language in the 2006 policy
(a) above, (ii) in case knowledge shall come to         insured hereunder of any claim of title or            Insured hereunder of any claim of title or          simpler. The reference to Subsection
an insured hereunder of any claim of title or           interest which is adverse to the title to the         interest that is adverse to the Title, [or the      5(a) in the 2006 policy instead of 4(a) in
interest which is adverse to the title to the           estate or interest [or the lien of the insured        lien of the Insured Mortgage] as insured, and       the 1992 policy is a result of the
estate [or interest or the lien of the insured          mortgage], as insured, and which might                that might cause loss or damage for which           reordering of subsections in the 2006
mortgage, as insured], and which might cause            cause loss or damage for which the                    the Company may be liable by virtue of this         policy.
loss or damage for which the Company may be             Company may be liable by virtue of this               policy, or (iii) if the Title [or the lien of the
liable by virtue of this policy, or (iii) if title to   policy, or (iii) if title to the estate or interest   Insured Mortgage], as insured, is rejected as
the estate or interest [or the lien of the insured      [or the lien of the insured mortgage], as             Unmarketable Title.
mortgage], as insured, is rejected as.                  insured, is rejected as unmarketable.
unmarketable.
 If such prompt notice shall not be given to the        If prompt notice shall not be given to the             If the Company is prejudiced by the failure
Company, then as to such insured all liability of       Company, then as to the insured all liability         of the Insured Claimant to provide prompt
the Company shall cease and terminate in                of the Company shall terminate with regard            notice, the Company's liability to the Insured
regard to the matter or matters for which such          to the matter or matters for which prompt             Claimant under the policy shall be reduced
prompt notice is required; provided, however,           notice is required; provided, however, that           to the extent of the prejudice.
that failure to notify shall in no case prejudice       failure to notify the Company shall in no
the rights of any such insured under this policy        case prejudice the rights of any insured
unless the Company shall be prejudiced by               under this policy unless the Company shall
such failure and then only to the extent of such        be prejudiced by the failure and then only to
prejudice.                                              the extent of the prejudice.

                                                        4. DEFENSE AND
                                                        PROSECUTION OF ACTIONS;                               5. DEFENSE AND
                                                        DUTY OF INSURED CLAIMANT                              PROSECUTION OF ACTIONS.
                                                        TO COOPERATE.
            1970 ALTA LOAN                                     1992 ALTA LOAN                                      2006 ALTA LOAN                                       COMMENTS

c. The Company shall have the right at its own      a. Upon written request by the insured and          a. Upon written request by the Insured, and        The 1992 policy changed the text to
cost to institute and without undue delay           subject to the options contained in Section 6       subject to the options contained in Section 7      promote clarity and broke the 1970
prosecute any action or proceeding or to do         of these Conditions and Stipulations, the           of these Conditions, the Company, at its           provision 3 into two provisions,


any other act which in its opinion may be           Company, at its own cost and without                own cost and without unreasonable delay,           provision 3 and 4. The sections were
necessary or desirable to establish the title to    unreasonable delay, shall provide for the           shall provide for the defense of an Insured in     changed to reflect the usual sequence of
the estate or interest or the lien of the insured   defense of an insured in litigation in which        litigation in which any third party asserts a      events when a claim is tendered. Section
mortgage, as insured, and the Company may           any third party asserts a claim adverse to the      claim covered by this policy adverse to the        4(a) of the 1992 policy, formerly section
take any appropriate action under the terms of      title or interest as insured, but only as to        Insured. This obligation is limited to only        3(a) in the 1970 policy made explicit
this policy, whether or not it shall be liable      those stated causes of action alleging a            those stated causes of action alleging matters     what was implicit under the 1970
thereunder, and shall not thereby concede           defect, lien or encumbrance or other matter         insured against by this policy.                    policy— the right of the insurer to select
liability or waive any provision of this policy.    insured against by this policy.                                                                        counsel for the insured, subject to
                                                                                                                                                           reasonable objection by the insured.




                                                    The Company shall have the right to select           The Company shall have the right to select        Changes in the 2006 policy have not
                                                    counsel of its choice (subject to the right of      counsel of its choice (subject to the right of     altered the coverage provided under the
                                                    the insured to object for reasonable cause) to      the Insured to object for reasonable cause) to     earlier policies. The addition of defined
                                                    represent the insured as to those stated            represent the Insured as to those stated           terms has made the language in this
                                                    causes of action and shall not be liable for        causes of action. It shall not be liable for       provision easier to read. The change in
                                                    and will not pay the fees of any other              and will not pay the fees of any other             the reference to Section 7, instead of
                                                    counsel. The Company will not pay any               counsel. The Company will not pay any              Section 6 in the 1992 policy, is a result of
                                                    fees, costs or expenses incurred by the             fees, costs or expenses incurred by the            reordering of sections in the 2006 policy.
                                                    insured in the defense of those causes of           Insured in the defense of those causes of
                                                    action which allege matters not insured             action that allege matters not insured against
                                                    against by this policy.                             by this policy.

                                                    b. The Company shall have the right, at its         (b) The Company shall have the right, in           There is no significant difference between
                                                    own cost, to institute and prosecute any            addition to the options contained in Section       the 1970 and the 1992 policies. The only
                                                    action or proceeding or to do any other act         7, at its own cost, to institute and prosecute     real change is the explicit requirement
                                                    which in its opinion may be necessary or            any action or proceeding or to do any other        that the insurer act diligently. he
                                                    desirable to establish the title to the estate or   act that in its opinion may be necessary or        modifications contained in the 2006
                                                    interest or the lien of the insured mortgage,       desirable to establish the Title, as insured, or   policy do not alter the coverage afforded
                                                    as insured, or to prevent or reduce loss or         to prevent or reduce loss or damage to the         in this provision.
                                                    damage to the insured. The Company may              Insured. The Company may take any
                                                    take any appropriate action under the terms         appropriate action under the terms of this
                                                    of this policy, whether or not it shall be          policy, whether or not it shall be liable to the
                                                    liable hereunder, and shall not thereby             Insured. The exercise of these rights shall
                                                    concede liability or waive any provision of         not be an admission of liability or waiver of
                                                    this policy. If the Company shall exercise its      any provision of this policy. If the Company
                                                    rights under this paragraph, it shall do so         exercises its rights under this subsection, it
                                                    diligently.                                         must do so diligently.
            1970 ALTA LOAN                                     1992 ALTA LOAN                                      2006 ALTA LOAN                                    COMMENTS

d. Whenever the Company shall have brought          c. Whenever the Company shall have                  (c) Whenever the Company brings an action        There is no significant difference between
any action or interposed a defense as required      brought an action or interposed a defense as        or asserts a defense as required or permitted    the policies.
or permitted by the provisions of this policy,      required or permitted by the provisions of          by this policy, the Company may pursue the
the Company may pursue any such litigation to       this policy, the Company may pursue any             litigation to a final determination by a court
final determination by a court of competent         litigation to final determination by a court of     of competent jurisdiction and it expressly
jurisdiction and expressly reserves the right, in   competent jurisdiction and expressly                reserves the right, in its sole discretion, to
its sole discretion, to appeal from any adverse     reserves the right, in its sole discretion, to      appeal from any adverse judgment or order.
judgment or order.                                  appeal from any adverse judgment or order.

                                                                                                         6. Duty of Insured Claimant to
                                                                                                                    Cooperate

e. In all cases where this policy permits or        d. In all cases where this policy permits or        a. In all cases where this policy permits or     There is no significant difference between
requires the Company to prosecute or provide        requires the Company to prosecute or                requires the Company to prosecute or             the 1970, the 1992 and the 2006 policies.
for the defense of any action or proceeding, the    provide for the defense of any action or            provide for the defense of any action or
insured hereunder shall secure to the Company       proceeding, the insured shall secure to the         proceeding and any appeals, the Insured          Subsection 6(a) in the 2006 policy was
the right to so prosecute or provide defense in     Company the right to so prosecute or                shall secure to the Company the right to so      contained in subsection 4(d) of the 1992
such action or proceeding, and all appeals          provide defense in the action or proceeding,        prosecute or provide defense in the action or    policy and 3(e) of the 1970 policy.
therein, and permit the Company to use, at its      and all appeals therein, and permit the             proceeding, including the right to use, at its
option, the name of such insured for such           Company to use, at its option, the name of          option, the name of the Insured for this
purpose. Whenever requested by the Company,         the insured for this purpose. Whenever              purpose. Whenever requested by the
such insured shall give the Company all             requested by the Company, the insured, at           Company, the Insured, at the Company's
reasonable aid in any such action or                the Company's expense, shall give the               expense, shall give the Company all
proceeding, in effecting settlement, securing       Company all reasonable aid (i) in any action        reasonable aid
evidence, obtaining witnesses, or prosecuting       or proceeding, securing evidence, obtaining
or defending such action or proceeding, and the     witnesses, prosecuting or defending the
Company shall reimburse such insured for any        action or proceeding, or effecting
expense so incurred.                                settlement, and


                                                    (i) in any action or proceeding, securing           (i) in securing evidence, obtaining
                                                    evidence, obtaining witnesses, prosecuting          witnesses, prosecuting or defending the
                                                    or defending the action or proceeding, or           action or proceeding, or effecting settlement,
                                                    effecting settlement, and                           and
                                                    (ii) in any other lawful act which in the            (ii) in any other lawful act that in the
                                                    opinion of the Company may be necessary             opinion of the Company may be necessary
                                                    or desirable to establish the title to the estate   or desirable to establish the Title or any
                                                    or interest or the lien of the insured              other matter as insured. If the Company is
                                                    mortgage, as insured. If the Company is             prejudiced by the failure of the Insured to
                                                    prejudiced by the failure of the insured to         furnish the required cooperation, the
                                                    furnish the required cooperation, the               Company's obligations to the Insured under
                                                    Company's obligations to the insured under          the policy shall terminate, including any
                                                    the policy shall terminate, including any           liability or obligation to defend, prosecute,
                                                    liability or obligation to defend, prosecute,       or continue any litigation, with regard to the
                                                    or continue any litigation, with regard to the      matter or matters requiring such cooperation.
                                                    matter or matters requiring such cooperation.
            1970 ALTA LOAN                                     1992 ALTA LOAN                                  2006 ALTA LOAN                                     COMMENTS

  4. Notice of Loss- Limitation of
                                                       5. Proof of Loss or Damage.                              4. Proof of Loss
               Action

In addition to the notices required under           In addition to and after the notices required    In the event the Company is unable to           The 1992 policy spells out with much
paragraph 3(b) of these Conditions and              under Section 3 of these Conditions and          determine the amount of loss or damage, the     more clarity what is required in the 1992
Stipulations, a statement in writing of any loss    Stipulations have been provided the              Company may, at its option, require as a        policy. It requires (a) the proof of loss to
or damage for which it is claimed the Company       Company, a proof of loss or damage signed        condition of payment that the Insured           be signed and sworn to; (b) it requires the
is liable under this policy shall be furnished to   and sworn to by the insured claimant shall       Claimant furnish a signed proof of loss. The    statement to set forth the defect in title,
the Company within 90 days after such loss or       be furnished to the Company within 90 days       proof of loss must describe the defect, lien,   and requires the insured to state, to the
damage shall have been determined and no            after the insured claimant shall ascertain the   encumbrance or other matter insured against     best of the insured’s ability how the
right of action shall accrue to an insured          facts giving rise to the loss or damage. The     by this policy that constitutes the basis of    amount of loss or damages have been
claimant until 30 days after such statement         proof of loss or damage shall describe the       loss or damage and shall state, to the extent   calculated. Lastly, the 1992 policy
shall have been furnished.                          defect in, or lien or encumbrance on the         possible, the basis of calculating the amount   requires the insured upon request by the
                                                    title, or other matter insured against by this   of the loss or damage.                          insurer to submit to an examination under
                                                    policy which constitutes the basis of loss or                                                    oath by an authorized representative of
                                                    damage and shall state, to the extent                                                            the insurer. The insured must also
                                                    possible, the basis of calculating the amount                                                    produce upon request all records, books,
                                                    of the loss or damage.                                                                           ledgers etc. which reasonably pertain to
                                                                                                                                                     the claimed loss or damage whether or
                                                                                                                                                     not they are in the possession of the
                                                                                                                                                     insured or a third party.

                                                                                                                                                     The changes in the 2006 policy make it
                                                                                                                                                     much easier for an Insured to submit a
                                                                                                                                                     claim. The 2006 policy eliminates the
                                                                                                                                                     requirement of a “sworn” proof of loss. It
                                                                                                                                                     also dispenses with the requirement that
                                                                                                                                                     the proof of loss be submitted to the
                                                                                                                                                     Insurer within 90 days. Under the 2006
                                                                                                                                                     policy, the Insurer must attempt to
                                                                                                                                                     determine the amount of loss to the
                                                                                                                                                     Insured. If the Insurer deems it necessary
                                                                                                                                                     to request a signed, but not sworn, proof
Failure to furnish such statement of loss or        If the Company is prejudiced by the failure                                                      The 1992 policy states that if the insurer
damage shall terminate any liability of the         of the insured claimant to provide the                                                           is prejudiced by the insured’s failure to
Company under this policy as to such loss or        required proof of loss or damage, the                                                            submit a proof of loss, arguably implicit
damage.                                             Company's obligations to the insured under                                                       under the 1970 policy, the insurer’s
                                                    the policy shall terminate, including any                                                        obligation to indemnify the insured AND
                                                    liability or obligation to defend, prosecute,                                                    the obligation to defend, prosecute or
                                                    or continue any litigation, with regard to the                                                   continue any litigation terminates.
                                                    matter or matters requiring such proof of
                                                    loss or damage.

                                                                                                                                                     The 2006 policy eliminates the provisions
                                                                                                                                                     pertaining to the Insurer’s remedy in the
                                                                                                                                                     event an Insured refuses to provide a
                                                                                                                                                     signed proof of loss. Implicit in the
                                                                                                                                                     policy is the right of the Insurer to
                                                                                                                                                     withhold payment until the Insured
                                                                                                                                                     Claimant furnishes the requested proof of
                                                                                                                                                     loss.
1970 ALTA LOAN             1992 ALTA LOAN                                   2006 ALTA LOAN                                      COMMENTS

                                                                    6. Duty of Insured Claimant to
                                                                               Cooperate

                 In addition, the insured claimant may           6b. The Company may reasonably require            The requirement that the Insured submit
                 reasonably be required to submit to             the Insured Claimant to submit to                 to an examination under oath and the
                 examination under oath by any authorized        examination under oath by any authorized          requirement that the insured claimant
                 representative of the Company and shall         representative of the Company and to              produce for examination books and
                 produce for examination, inspection and         produce for examination, inspection and           records which pertain to the loss was not
                 copying, at such reasonable times and places    copying, at such reasonable times and places      contained in the 1970 policy; though
                 as may be designated by any authorized          as may be designated by the authorized            there was, and is, and implicit duty to
                 representative of the Company, all records,     representative of the Company, all records,       cooperate. The 1992 policy spells out the
                 books, ledgers, checks, correspondence and      in whatever medium maintained, including          Insured’s obligations to cooperate.
                 memoranda, whether bearing a date before        books, ledgers, checks, memoranda,
                 or after Date of Policy, which reasonably       correspondence, reports, e-mails, disks,          The second paragraph of Section 5 in the
                 pertain to the loss or damage.                  tapes, and videos whether bearing a date          1992 policy now appears as Section 6(b)
                                                                 before or after Date of Policy, that              in the 2006 policy. The changes in the
                                                                 reasonably pertain to the loss or damage.         language of the 2006 policy reflect the
                                                                                                                   recognition that more and more
                                                                                                                   transactions and correspondence are
                                                                                                                   electronic in nature; otherwise, there are
                                                                                                                   no substantive changes in this provision.


                 Further, if requested by any authorized         Further, if requested by any authorized
                 representative of the Company, the insured      representative of the Company, the Insured
                 claimant shall grant its permission, in         Claimant shall grant its permission, in
                 writing, for any authorized representative of   writing, for any authorized representative of
                 the Company to examine, inspect and copy        the Company to examine, inspect and copy
                 all records, books, ledgers, checks,            all of these records in the custody or control
                 correspondence and memoranda in the             of a third party that reasonably pertain to the
                 custody or control of a third party, which      loss or damage. All information designated
                 reasonably pertain to the loss or damage. All   as confidential by the Insured Claimant
                 information designated as confidential by       provided to the Company pursuant to this
                 the insured claimant provided to the            Section not be disclosed to others unless, in
                 Company pursuant to this Section shall not      the reasonable judgment of the Company, it
                 be disclosed to others unless, in the           is necessary in the administration of the
                 reasonable judgment of the Company, it is       claim.
                 necessary in the administration of the claim.


                 Failure of the insured claimant to submit for   Failure of the Insured Claimant to submit for
                 examination under oath, produce other           examination under oath, produce any
                 reasonably requested information or grant       reasonably requested information or grant
                 permission to secure reasonably necessary       permission to secure reasonably necessary
                 information from third parties as required in   information from third parties as required in
                 this paragraph, unless prohibited by law or     this subsection, unless prohibited by law or
                 governmental regulation, shall terminate any    governmental regulation, shall terminate any
                 liability of the Company under this policy as   liability of the Company under this policy as
                 to that claim.                                  to that claim.
            1970 ALTA LOAN                                     1992 ALTA LOAN                                       2006 ALTA LOAN                                       COMMENTS

                                                    6. Options to Pay or Otherwise                       7. Options to Pay or Otherwise
  5. Options to Pay or Otherwise
                                                     Settle Claims; Termination of                        Settle Claims; Termination of
           Settle Claims
                                                                Liability                                            Liability.

                                                    In case of a claim under this policy, the            In case of a claim under this policy, the
                                                    Company shall have the following                     Company shall have the following additional
                                                    additional options:                                  options:

The Company shall have the option to pay or         a. To Pay or Tender Payment of the Amount            (a) To Pay or Tender Payment of the                There are no significant changes between
otherwise settle for or in the name of an insured   of Insurance or to Purchase the Indebtedness.        Amount of Insurance or to Purchase the             the 1970 and the 1992 policy. The policy
claimant any claim insured against or to                                                                 Indebtedness.                                      states more explicitly that upon payment
terminate all liability and obligations of the      (i.) to pay or tender payment of the amount                                                             of the Amount of the Insurance, purchase
Company hereunder by paying or tendering            of insurance under this policy together with         (i) to pay or tender payment of the Amount         of the indebtedness from the Insured, or
payment of the amount of insurance under this       any costs, attorneys' fees and expenses              of Insurance under this policy together with       settlement with third parties, the Insurer’s
policy together with any costs, attorneys' fees     incurred by the insured claimant, which              any costs, attorneys' fees and expenses            obligations under the policy terminate,
and expenses incurred up to the time of such        were authorized by the Company, up to the            incurred by the Insured Claimant that were         including any obligation to represent the
payment or tender of payment by the insured         time of payment or tender of payment and             authorized by the Company up to the time of        insured in ongoing litigation.
claimant and authorized by the Company. In          which the Company is obligated to pay; or            payment or tender of payment and that the
case loss or damage is claimed under this                                                                Company is obligated to pay; or                    The 2006 policy increases the Insured’s
policy by an insured, the Company shall have        (ii.) to purchase the indebtedness secured by                                                           coverage and reflects changes in
the further option to purchase such                 the insured mortgage for the amount owing            (ii) to purchase the Indebtedness for the          definitions in the policy. Because the
indebtedness for the amount owing thereon           thereon together with any costs, attorneys'          amount of the Indebtedness on the date of          definition of the term “Indebtedness” has
together with all costs, attorneys' fees and        fees and expenses incurred by the insured            purchase, together with any costs, attorneys'      been broadened, the coverage afforded
expenses which the Company is obligated             claimant which were authorized by the                fees and expenses incurred by the Insured          under this section has been broadened.
hereunder to pay.                                   Company up to the time of purchase and               Claimant that were authorized by the
                                                    which the Company is obligated to pay.               Company up to the time of purchase and
                                                                                                         that the Company is obligated to pay.


If the Company offers to purchase said              If the Company offers to purchase the                When the Company purchases the
indebtedness as herein provided, the owner of       indebtedness as herein provided, the owner           Indebtedness, the Insured shall transfer,
such indebtedness shall transfer and assign said    of the indebtedness shall transfer, assign,          assign, and convey to the Company the
indebtedness and the mortgage and any               and convey the indebtedness and the insured          Indebtedness and the Insured Mortgage,
collateral securing the same to the Company         mortgage, together with any collateral               together with any collateral security
upon payment therefor as herein provided.           security, to the Company upon payment
                                                    therefor.

                                                    Upon the exercise by the Company of either           Upon the exercise by the Company of either         The 1992 policy adds a provision that
                                                    of the options provided for in paragraphs            of the options provided for in subsections         makes explicit what was implicit under
                                                    a(i) or (ii), all liability and obligations to the   (a)(i) or (ii), all liability and obligations of   the 1970 policy that upon payment of the
                                                    insured under this policy, other than to make        the Company to the Insured under this              Amount of Insurance or purchase of the
                                                    the payment required in those paragraphs,            policy, other than to make the payment             indebtedness, the insurer’s obligation to
                                                    shall terminate, including any liability or          required in those subsections, shall               indemnify the Insured and to defend the
                                                    obligation to defend, prosecute, or continue         terminate, including any liability or              Insured, or to prosecute an action on
                                                    any litigation, and the policy shall be              obligation to defend, prosecute, or continue       behalf of the Insured, terminates.
                                                    surrendered to the Company for cancellation.         any litigation.
                                                                                                                                                            The 2006 policy deletes the requirement
                                                                                                                                                            that the Insured surrender the policy for
                                                                                                                                                            cancellation. In reality, it was rarely
                                                                                                                                                            requested.
       1970 ALTA LOAN                        1992 ALTA LOAN                                   2006 ALTA LOAN                                     COMMENTS

                                  b. To Pay or Otherwise Settle With Parties        (b) To Pay or Otherwise Settle With Parties     Provision 6(b) in the 1992 policy was
                                  Other than the Insured or With the Insured        Other than the Insured or With the Insured      formerly found in the beginning of
                                  Claimant.                                         Claimant.                                       provision 5 of the 1970 policy. The 1992
                                                                                                                                    policy clarifies and states more explicitly
                                                                                                                                    the insurer’s options when a claim is
                                                                                                                                    tendered.

                                  i. to pay or otherwise settle with other          (i) to pay or otherwise settle with other       Provision 6(b) in the 1992 policy was
                                  parties for or in the name of an insured          parties for or in the name of an Insured        formerly found in the beginning of
                                  claimant any claim insured against under          Claimant any claim insured against under        provision 5 of the 1970 policy. The 1992
                                  this policy, together with any costs,             this policy. In addition, the Company will      policy clarifies and states more explicitly
                                  attorneys' fees and expenses incurred by the      pay any costs, attorneys' fees and expenses     the insurer’s options when a claim is
                                  insured claimant which were authorized by         incurred by the Insured Claimant that were      tendered.
                                  the Company up to the time of payment and         authorized by the Company up to the time of
                                  which the Company is obligated to pay; or         payment and that the Company is obligated       There are no significant changes between
                                                                                    to pay; or                                      the 1992 and the 2006 policy.

                                  ii. to pay or otherwise settle with the insured   (ii) to pay or otherwise settle with the
                                  claimant the loss or damage provided for          Insured Claimant the loss or damage
                                  under this policy, together with any costs,       provided for under this policy, together with
                                  attorneys' fees and expenses incurred by the      any costs, attorneys' fees and expenses
                                  insured claimant which were authorized by         incurred by the Insured Claimant that were
                                  the Company up to the time of payment and         authorized by the Company up to the time of
                                  which the Company is obligated to pay.            payment and that the Company is obligated
                                                                                    to pay.

                                  Upon the exercise by the Company of either        Upon the exercise by the Company of either      The 1992 policy adds a provision that
                                  of the options provided for in paragraphs         of the options provided for in subsections      makes explicit what was implicit under
                                  b(i) or (ii), the Company's obligations to the    (b)(i) or (ii), the Company's obligations to    the 1970 policy that upon settlement of
                                  insured under this policy for the claimed         the Insured under this policy for the claimed   the claim with the Insured or a third party
                                  loss or damage, other than the payments           loss or damage, other than the payments         the insurer’s obligation to indemnify the
                                  required to be made, shall terminate,             required to be made, shall terminate,           insured or to defend the Insured, or to
                                  including any liability or obligation to          including any liability or obligation to        prosecute an action on behalf of the
                                  defend, prosecute or continue any litigation.     defend, prosecute or continue any litigation.   Insured, terminates.



                                                                                                                                    There are no significant changes between
                                                                                                                                    the 1992 and the 2006 policy.

6. Determination and Payment of   7. Determination and Extent of                    8. Determination and Extent of
              Loss                           Liability                                         Liability

                                  This policy is a contract of indemnity            This policy is a contract of indemnity          The 1992 policy added an opening
                                  against actual monetary loss or damage            against actual monetary loss or damage          paragraph that reiterates how most courts
                                  sustained or incurred by the insured              sustained or incurred by the Insured            in the United States viewed a title
                                  claimant who has suffered loss or damage          Claimant who has suffered loss or damage        insurance policy. The draftsmen also
                                  by reason of matters insured against by this      by reason of matters insured against by this    reorganized the section so it was more
                                  policy and only to the extent herein              policy.                                         logical and sequential.
                                  described.
            1970 ALTA LOAN                                    1992 ALTA LOAN                                    2006 ALTA LOAN                                     COMMENTS

a. The liability of the Company under this         a. The liability of the Company under this        (a) The extent of liability of the Company
policy shall in no case exceed the least of:       policy shall not exceed the least of:             for loss or damage under this policy shall not
                                                                                                     exceed the least of:
i. the actual loss of the insured claimant; or     i. the Amount of Insurance stated in              (i) the Amount of Insurance;                     The 1992 reorganized the 1970
 ii. the amount of insurance stated in Schedule    Schedule A, or, if applicable, the amount of                                                       provisions, explicitly defined how “actual
A, or, if applicable, the amount of insurance as   insurance as defined in Section 2 (c) of                                                           loss” is determined, and the amount to be
defined in paragraph 2(a) hereof; or               these Conditions and Stipulations;                                                                 paid to the insured lender should the
                                                                                                                                                      Insurer elect to purchase the loan and take
                                                                                                                                                      an assignment of the mortgage. The
                                                                                                                                                      section also makes clear that the section
                                                                                                                                                      should be interpreted in conjunction with
                                                                                                                                                      other provisions in the policy.

                                                                                                                                                      The 2006 policy modifies the language as
ii. the amount of the indebtedness secured by      ii. the amount of the unpaid principal            (ii) the Indebtedness;                           The ALTA has increased the coverage
the insured mortgage as determined under           indebtedness secured by the insured                                                                afforded under this provision in the 2006
paragraph 8 hereof, at the time the loss or        mortgage as limited or provided under                                                              policy. Coverage has been expanded as a
damage insured against hereunder occurs,           Section 8 of these Conditions and                                                                  result of the addition of a definition for
together with interest thereon.                    Stipulations or as reduced under Section 9                                                         “Indebtedness."
                                                   of these Conditions and Stipulations, at the
                                                   time the loss or damage insured against by
                                                   this policy occurs, together with interest
                                                   thereon; or
                                                   iii. the difference between the value of the      (iii) the difference between the value of the
                                                   insured estate or interest as insured and the     Title as insured and the value of the Title
                                                   value of the insured estate or interest subject   subject to the risk insured against by this
                                                   to the defect, lien or encumbrance insured        policy; or
                                                   against by this policy.

                                                                                                     (iv) if a government agency or                   Subsection 8(a)(iv) in the 2006 policy
                                                                                                     instrumentality is the Insured Claimant, the     was originally found in Subsection 2(c)
                                                                                                     amount it paid in the acquisition of the Title   (iii) in the 1992 policy.
                                                                                                     or the Insured Mortgage in satisfaction of its
                                                                                                     insurance contract or guaranty.


                                                                                                     (b) If the Company pursues its rights under      Subsection 8(b) in the 2006 policy is a
                                                                                                     Section 5 and is unsuccessful in establishing    new provision that provides benefits to
                                                                                                     the Title or the lien of the Insured Mortgage,   the Insured when the Insurer elects to
                                                                                                     as insured                                       pursue its right under Condition 5 to take
                                                                                                                                                      action to eliminate a defect and establish
                                                                                                                                                      the Title as insured or the lien of the
                                                                                                                                                      Insured Mortgage, but is unsuccessful in
                                                                                                                                                      doing so.

                                                                                                     (i) the Amount of Insurance shall be             Subsection 8(b)(i) increases the Amount
                                                                                                     increased by 10%, and                            of Insurance available to the Insured
                                                                                                                                                      Claimant by 10%.
            1970 ALTA LOAN                                     1992 ALTA LOAN                                   2006 ALTA LOAN                                       COMMENTS

                                                                                                     (ii) the Insured Claimant shall have the right     Subsection 8(b) (ii) gives the Insured
                                                                                                     to have the loss or damage determined either       Claimant the right to elect what point in
                                                                                                     as of the date the claim was made by the           time the loss or damage is determined.
                                                                                                     Insured Claimant or as of the date it is           The Insured Claimant can elect to have
                                                                                                     settled and paid.                                  the loss determined as of the date the
                                                                                                                                                        claim is made or elect to have the loss
                                                                                                                                                        determined as of the date the claim is
                                                                                                                                                        settled and paid.

                                                    b. In the event the insured has acquired the     (c) In the event the Insured has acquired the      Section 7(b) in the 1992 policy was added
                                                    estate or interest in the manner described in    Title in the manner described in Section 2 of      to the 1992 policy to set forth the
                                                    Section 2(a) of these Conditions and             these Conditions or has conveyed the Title,        insurer’s obligations when the Insured
                                                    Stipulations or has conveyed the title, then     then the extent of liability of the Company        acquires the title to the property and
                                                    the liability of the Company shall continue      shall continue as set forth in Section 8(a) of     coverage continues under section 2(a) of
                                                    as set forth in Section 7(a) of these            these Conditions.                                  the Conditions and Stipulations.
                                                    Conditions and Stipulations.
                                                                                                                                                        There are no significant differences
                                                                                                                                                        between the 1992 and 2006 policies.


b. The Company will pay, in addition to any         c. The Company will pay only those costs,        (d) In addition to the extent of liability under
loss insured against by this policy, all costs      attorneys' fees and expenses incurred in         (a), (b) and (c), the Company will also pay
imposed upon an insured in litigation carried       accordance with Section 4 of these               those costs, attorneys' fees and expenses
on by the Company for such insured, and all         Conditions and Stipulations                      incurred in accordance with Sections 5 and
costs, attorneys' fees and expenses in litigation                                                    7 of these Conditions
carried on by such insured with the written
authorization of the Company.


                                                           11(b) Payment of Loss                             11. Payment of Loss

c. When liability has been definitely fixed in      b. When liability and the extent of loss or      When liability and the extent of loss or           The provision for timing of the payment
accordance with the conditions of this policy,      damage has been definitely fixed in              damage have been definitely fixed in               of loss formerly contained in section 6(c)
the loss or damage shall be payable within 30       accordance with these Conditions and             accordance with these Conditions, the              in the Lenders 1970 policy and contained
days thereafter.                                    Stipulations, the loss or damage shall be        payment shall be made within 30 days.              in Section 11 of the 1992 and 2006
                                                    payable within 30 days thereafter.                                                                  Lenders Policy are essentially the same.



        7. Limitation of Liability                        8. Limitation of Liability                       9. Limitation of Liability

No claim shall arise or be maintainable under       a. If the Company establishes the title, or      (a) If the Company establishes the Title, or       There are no significant differences
this policy (a) if the Company, after having        removes the alleged defect, lien or              removes the alleged defect, lien or                between the 1970, the 1992 and the 2006
received notice of an alleged defect, lien or       encumbrance, or cures the lack of a right of     encumbrance, or cures the lack of a right of       policies
encumbrance insured against hereunder, by           access to or from the land, or cures the claim   access to or from the Land, or cures the
litigation or otherwise, removes such defect,       of unmarketability of title,                     claim of Unmarketable Title, or establishes
lien or encumbrance or establishes the title,                                                        the lien of the Insured Mortgage, all as
             1970 ALTA LOAN                                      1992 ALTA LOAN                                    2006 ALTA LOAN                                      COMMENTS

or the lien of the insured mortgage, as insured,      or otherwise establishes the lien of the          insured, in a reasonably diligent manner by
within a reasonable time after receipt of such        insured mortgage, all as insured, in a            any method, including litigation and the
notice;                                               reasonably diligent manner by any method,         completion of any appeals, it shall have fully
                                                      including litigation and the completion of        performed its obligations with respect to that
                                                      any appeals therefrom, it shall have fully        matter and shall not be liable for any loss or
                                                      performed its obligations with respect to         damage caused to the Insured.
                                                      that matter and shall not be liable for any
                                                      loss or damage caused thereby.

(b) in the event of litigation until there has been   b. In the event of any litigation, including      (b) In the event of any litigation, including
a final determination by a court of competent         litigation by the Company or with the             litigation by the Company or with the
jurisdiction, and disposition of all appeals          Company's consent, the Company shall have         Company's consent, the Company shall have
therefrom, adverse to the title or to the lien of     no liability for loss or damage until there has   no liability for loss or damage until there has
the insured mortgage, as insured, as provided         been a final determination by a court of          been a final determination by a court of
in paragraph 3 hereof; or                             competent jurisdiction, and disposition of        competent jurisdiction, and disposition of all
                                                      all appeals therefrom, adverse to the title or    appeals, adverse to the Title or to the lien of
                                                      to the lien of the insured mortgage, as           the Insured Mortgage, as insured.
                                                      insured.
(c) for liability voluntarily assumed by an           c. The Company shall not be liable for loss       (c) The Company shall not be liable for loss
insured in settling any claim or suit without         or damage to any insured for liability            or damage to the Insured for liability
prior written consent of the Company.                 voluntarily assumed by the insured in             voluntarily assumed by the Insured in
                                                      settling any claim or suit without the prior      settling any claim or suit without the prior
                                                      written consent of the Company.                   written consent of the Company.

                                                         9. Reduction of Insurance;                       10. Reduction of Insurance;
        8. Reduction of Liability                       Reduction or Termination of                       Reduction or Termination of
                                                                  Liability                                        Liability

a. All payments under this policy, except             a. All payments under this policy, except         (a) All payments under this policy, except        The 1992 policy largely restates
payments made for costs, attorneys’ fees and          payments made for costs, attorneys' fees and      payments made for costs, attorneys’ fees and      provisions contained in the 1970.
expenses, shall reduce the amount of insurance        expenses, shall reduce the amount of the          expenses, shall reduce the Amount of
pro tanto; provided, however, such payments,          insurance pro tanto. However, any payments        Insurance by the amount of the payment.
prior to the acquisition of title to said estate or   made prior to the acquisition of title to the     However, any payments made prior to the           Subsection 10(a) in the 2006 is
interest as provided in paragraph 2 of these          estate or interest as provided in Section 2 of    acquisition of Title as provided in Section 2     substantially the same as the earlier
Conditions and Stipulations, shall not reduce         these Conditions and Stipulations shall not       of these Conditions shall not reduce the          provisions; however, it has been modified
pro tanto the amount of insurance afforded            reduce pro tanto the amount of the insurance      Amount of Insurance afforded under this           to reflect the addition of definitions and
hereunder except to the extent that such              afforded under this policy except to the          policy except to the extent that the payments     other changes in the 2006 policy.
payments reduce the amount of the                     extent that the payments reduce the amount        reduce the Indebtedness.
indebtedness secured by the insured mortgage.         of the indebtedness secured by the insured
                                                      mortgage.


                                                      b. Payment in part by any person of the                                                             Under the 1992 policy, any payments
                                                      principal of the indebtedness, or any other                                                         made on the secured indebtedness or any
                                                      obligation secured by the insured mortgage,                                                         voluntary partial satisfaction or release of
                                                      or any voluntary partial satisfaction or                                                            the insured mortgage reduces the amount
                                                      release of the insured mortgage, to the                                                             of insurance pro tanto.
                                                      extent of the payment, satisfaction or
                                                      release, shall reduce the amount of
                                                      insurance pro tanto.
            1970 ALTA LOAN                                   1992 ALTA LOAN                                  2006 ALTA LOAN                                    COMMENTS

                                                  The amount of insurance may thereafter be                                                        This provision proves problematic in
                                                  increased by accruing interest and advances                                                     multi-site, mixed collateral transactions.
                                                  made to protect the lien of the insured                                                         A Lender could find itself without any
                                                  mortgage and secured thereby, with interest                                                     insurance once the loan principal was
                                                  thereon, provided in no event shall the                                                         reduced to an amount equal to the
                                                  amount of insurance be greater than the                                                         Amount of Insurance. To protect against
                                                  Amount of Insurance stated in Schedule A.                                                       this occurring, the Lender would request
                                                                                                                                                  a “Last Dollar” Endorsement.

                                                                                                                                                  The deletion of Subsection 9(b) in the
                                                                                                                                                  1992 Lenders Policy resolves this
                                                                                                                                                  problem, and makes the endorsement
                                                                                                                                                  unnecessary. Under the 2006 policy only
                                                                                                                                                  claim payments for indemnity obligations
                                                                                                                                                  serve to reduce the amount of insurance
                                                                                                                                                  available under the policy, and then, if the
                                                                                                                                                  lender has not acquired title to the insured
                                                                                                                                                  land by foreclosure or deed-in-lieu- of-
                                                                                                                                                  foreclosure, only to the extent that the
                                                                                                                                                  claim payment reduces the amount owed
                                                                                                                                                  on the subject loan.
Payment in full by any person or voluntary        c. Payment in full by any person or the          (b) The voluntary satisfaction or release of
satisfaction or release of the insured mortgage   voluntary satisfaction or release of the         the Insured Mortgage shall terminate all       Paramount Properties Co. v.
shall terminate all liability of the Company      insured mortgage shall terminate all liability   liability of the Company except as provided    Transamerica Title Ins. Co., 1 Cal. 3d
except as provided in paragraph 2(a) hereof.      of the Company except as provided in             in Section 2 of these Conditions.              562, 83 Cal. Rptr. 394, 463 P.2d 746
                                                  Section 2(a) of these Conditions and                                                            (1970)
                                                  Stipulations.

                                                      8(d). Limitation of Liability

b. The liability of the Company shall not be      d. The Company shall not be liable for: (i)                                                     The first paragraph of section (8)(b) in
increased by additional principal indebtedness    any indebtedness created subsequent to Date                                                     the 1970 policy was moved to section
created subsequent to Date of Policy, except as   of Policy except for advances made to                                                           (8)(d)(i) in the 1992 policy. Paragraph
to amounts advanced to protect the lien of the    protect the lien of the insured mortgage and                                                    (d)(i) excludes liability for any
insured mortgage and secured thereby.             secured thereby and reasonable amounts                                                          indebtedness created subsequent to the
                                                  expended to prevent deterioration of                                                             date of the policy, obligatory or
                                                  improvements; or (ii) construction loan                                                         otherwise. The 1992 policy excludes from
                                                  advances made subsequent to Date of                                                             the Condition advances made within
                                                  Policy, except construction loan advances                                                       policy limits if the advances were made to
                                                  made subsequent to Date of Policy for the                                                       protect the mortgage lien and/or prevent
                                                  purpose of financing in whole or in part the                                                    deterioration of the improvements.
                                                  construction of an improvement to the land                                                      Paragraph (d)(ii) in the 1992 policy
                                                  which at Date of Policy were secured by the                                                     clarifies mechanic lien priority coverage
                                                  insured mortgage and which the insured was                                                      under the policy.
                                                  and continued to be obligated to advance at
                                                  and after Date of Policy.
            1970 ALTA LOAN                                   1992 ALTA LOAN                         2006 ALTA LOAN                COMMENTS

                                                                                                                     The deletion of this section in the 2006
                                                                                                                     policy and the addition of a definition of
                                                                                                                     “Indebtedness” results in a significant
                                                                                                                     expansion of coverage. By including
                                                                                                                     obligatory post policy principal advances
                                                                                                                     that are disbursed subsequent to Date of
                                                                                                                     Policy in the definition of “Indebtedness,”
                                                                                                                     (previously excluded in this section, and
                                                                                                                     by including other named advances in the
                                                                                                                     definition of “Indebtedness”, coverage for
                                                                                                                     the Lender is significantly better.



                                                         11(a). Payment of Loss

No payment shall be made without producing         a. No payment shall be made without                               The second paragraph in the 1970 policy
this policy for endorsement of such payment        producing this policy for endorsement of the                      was moved to section (11)(a) in the 1992
unless the policy be lost or destroyed, in which   payment unless the policy has been lost or                        lender’s policy.
case proof of loss or destruction shall be         destroyed, in which case proof of loss or
furnished to the satisfaction of the Company.      destruction shall be furnished to the                             This provision was eliminated in the 2006
                                                   satisfaction of the Company.                                      policy. It was deemed unnecessary given
                                                                                                                     that most policies and claims histories are
                                                                                                                     kept electronically.

      9. Liability Noncumulative                      10. Liability Noncumulative

If the insured acquires title to the estate or     If the insured acquires title to the estate or                    The 1992 policy provision was modified
interest in satisfaction of the indebtedness       interest in satisfaction of the indebtedness                      to include mortgages assumed, agreed or
secured by the insured mortgage, or any part       secured by the insured mortgage, or any part                      taken subject to by the insured lender,
thereof, it is expressly understood that the       thereof, it is expressly understood that the                      and mortgages subsequently executed by
amount of insurance under this policy shall be     amount of insurance under this policy shall                       the insured lender which are a lien on the
reduced by any amount the Company may pay          be reduced by any amount the Company                              estate described in the policy. Any
under any policy insuring a mortgage hereafter     may pay under any policy insuring a                               amount paid under a second mortgagee’s
executed by an insured which is a charge or        mortgage to which exception is taken in                           policy is deemed a payment under the
lien on the estate or interest described or        Schedule B or to which the insured has                            policy. This provision does not apply
referred to in Schedule A, and the amount so       agreed, assumed, or taken subject, or which                       until a lender takes title through
paid shall be deemed a payment under this          is hereafter executed by an insured and                           foreclosure or otherwise.
policy.                                            which is a charge or lien on the estate or
                                                   interest described or referred to in Schedule
                                                   A, and the amount so paid shall be deemed a
                                                   payment under this policy.

                                                                                                                     The deletion of this Condition from the
                                                                                                                     2006 Lenders Policy creates additional
                                                                                                                     coverage for the Lender. This provision
                                                                                                                     proved problematic in situations where
                                                                                                                     the Senior and the Junior Lender were
                                                                                                                     insured by the same Insurer.
            1970 ALTA LOAN                                       1992 ALTA LOAN                                  2006 ALTA LOAN                                      COMMENTS

                                                                                                                                                        The junior Lender often found itself
                                                                                                                                                        without any insurance if the Insurer paid
                                                                                                                                                        a claim under the loan policy issued to the
                                                                                                                                                        senior Lender and the amount of the
                                                                                                                                                        payment was at least equal to the Amount
                                                                                                                                                        of Insurance under the junior lender’s
                                                                                                                                                        loan policy.
                                                                                                                                                        Elimination of this provision enhances
                                                                                                                                                        the value of the 2006 policy and
                                                                                                                                                        eliminates the need to make sure that the
                                                                                                                                                        junior policy is issued by another title
                                                                                                                                                        insurance company.

  10. Subrogation Upon Payment                        12. Subrogation Upon Payment                        12. Rights of Recovery upon
           or Settlement                                       or Settlement                                 Payment or Settlement.

                                                      a. Company's Right of Subrogation.              (a) The Company's Right to Recover.               A heading was added in the 1992 policy
                                                                                                                                                        and modified in the 2006 policy to reflect
                                                                                                                                                        changes in the title to the section.

Whenever the Company shall have settled a             Whenever the Company shall have settled         Whenever the Company shall have settled           There are significant differences between
claim under this policy, all right of subrogation     and paid a claim under this policy, all right   and paid a claim under this policy, it shall be   the 1970 and the 1992 policy. The
shall vest in the Company unaffected by any act       of subrogation shall vest in the Company        subrogated and entitled to the rights of the      language in the 1992 policy was greatly
of the insured claimant, except that the owner        unaffected by any act of the insured            Insured Claimant in the Title or Insured          simplified and reorganized. In general,
of the indebtedness secured by the insured            claimant.                                       Mortgage and all other rights and remedies        the 1992 policy increased the insurer’s
mortgage may release or substitute the personal                                                       in respect to the claim that the Insured          ability to recover from third parties sums
liability of any debtor or guarantor, or extend or                                                    Claimant has against any person or property,      paid to an insured in settlement of a claim.
otherwise modify the terms of payment, or                                                             to the extent of the amount of any loss,
release a portion of the estate or interest from                                                      costs, attorneys' fees and expenses paid by       Subsection 12(a) of the 2006 policy sets
the lien of the insured mortgage, or release any                                                      the Company.                                      forth the Insurer’s subrogation rights,
collateral security for the indebtedness,                                                                                                               establishing that the Insurer is entitled to
provided such act occurs prior to receipt by the                                                                                                        recover any loss, costs, attorneys’ fees
insured of notice of any claim of title or interest                                                                                                     and expenses paid by the Insurer to
adverse to the title to the estate or interest or                                                                                                       resolve a claim. There is no significant
the priority of the lien of the insured mortgage                                                                                                        difference in coverage between any of the
and does not result in any loss of priority of the                                                                                                      policies.
lien of the insured mortgage.

The Company shall be subrogated to and be             The Company shall be subrogated to and be       If requested by the Company, the Insured
entitled to all rights and remedies which such        entitled to all rights and remedies which the   Claimant shall execute documents to
insured claimant would have had against any           insured claimant would have had against         evidence the transfer to the Company of
person or property in respect to such claim had       any person or property in respect to the        these rights and remedies. The Insured
this policy not be issued, and if requested by        claim had this policy not been issued. If       Claimant shall permit the Company to sue,
the Company,                                          requested by the Company,
            1970 ALTA LOAN                                    1992 ALTA LOAN                                    2006 ALTA LOAN                                      COMMENTS

such insured claimant shall transfer to the         the insured claimant shall transfer to the       compromise or settle in the name of the
Company all rights and remedies against any        Company all rights and remedies against           Insured Claimant and to use the name of the
person or property necessary in order to perfect   any person or property necessary in order to      Insured Claimant in any transaction or
such right of subrogation and shall permit the     perfect this right of subrogation. The            litigation involving these rights and
Company to use the name of such insured            insured claimant shall permit the Company         remedies.
claimant in any transaction or litigation          to sue, compromise or settle in the name of
involving such rights or remedies.                 the insured claimant and to use the name of
                                                   the insured claimant in any transaction or
                                                   litigation involving these rights or remedies.


If the payment does not cover the loss of such     If a payment on account of a claim does not       If a payment on account of a claim does not       This section sets forth the rights of the
insured claimant, the Company shall be             fully cover the loss of the insured claimant,     fully cover the loss of the Insured Claimant,     Insured in the event payment by the
subrogated to such rights and remedies in the      the Company shall be subrogated to all            the Company shall defer the exercise of its       Insurer does not cover all of the loss
proportion which said payment bears to the         rights and remedies of the insured claimant       right to recover until after the Insured          incurred by the Insured. The 1992 policy
amount of said loss, but such subrogation shall    after the insured claimant shall have             Claimant shall have recovered its loss.           makes clear that the Insurer is not entitled
be in subordination to the insured mortgage. If    recovered its principal, interest, and costs of                                                     to recover from third parties until the
loss of priority should result from any act of     collection.                                                                                         Insured has recovered its principal,
such insured claimant, such act shall not void                                                                                                         interest, and costs of collection. The
this policy, but the Company, in that event,                                                                                                           provisions in this section that refer to loss
shall be required to pay only that part of any                                                                                                         to the Insurer from acts of the Insured
losses insured against hereunder which shall                                                                                                           were moved to section (b).
exceed the amount, if any, lost to the Company
by reason of the impairment of the right of                                                                                                            The 2006 policy language is simpler.
subrogation.                                                                                                                                           There are no significant differences
                                                                                                                                                       between the 1992 and the 2006 policies.


                                                   b. The Insured's Rights and Limitations.          (b) The Insured's Rights and Limitations.         The 1992 policy added a heading, which
                                                                                                                                                       was carried forward in the 2006 policy.

                                                   Notwithstanding the foregoing, the owner of       (i) The owner of the Indebtedness may             Section b in the 1992 policy sets forth the
                                                   the indebtedness secured by the insured           release or substitute the personal liability of   proposition that impairment of the
                                                   mortgage, provided the priority of the lien of    any debtor or guarantor, extend or otherwise      Insurer’s rights of subrogation will in
                                                   the insured mortgage or its enforceability is     modify the terms of payment, release a            certain circumstances effect the amount
                                                   not affected, may release or substitute the       portion of the Title from the lien of the         the Insurer owes the Insured on the
                                                   personal liability of any debtor or guarantor,    Insured Mortgage, or release any collateral       insured claim. This provision was
                                                   or extend or otherwise modify the terms of        security for the Indebtedness, if it does not     formerly contained in the first paragraph
                                                   payment, or release a portion of the estate or    affect the enforceability or priority of the      of Section 10 in the 1970 policy.
                                                   interest from the lien of the insured             lien of the Insured Mortgage.
                                                   mortgage, or release any collateral security                                                        While there are slight changes in the
                                                   for the indebtedness.                                                                               language between the 1992 and the 2006
                                                                                                                                                       policies, the substance is the same.
1970 ALTA LOAN              1992 ALTA LOAN                                      2006 ALTA LOAN                                      COMMENTS

                 When the permitted acts of the insured              (ii) If the Insured exercises a right provided
                 claimant occur and the insured has                  in (b)(i), but has Knowledge of any claim
                 knowledge of any claim of title or interest         adverse to the Title or the lien of the Insured
                 adverse to the title to the estate or interest or   Mortgage insured against by this policy, the
                 the priority or enforceability of the lien of       Company shall be required to pay only that
                 the insured mortgage, as insured, the               part of any losses insured against by this
                 Company shall be required to pay only that          policy that shall exceed the amount, if any,
                 part of any losses insured against by this          lost to the Company by reason of the
                 policy which shall exceed the amount, if            impairment by the Insured Claimant of the
                 any, lost to the Company by reason of the           Company's right of subrogation.
                 impairment by the insured claimant of the
                 Company's right of subrogation.
                 c. The Company's Rights Against Non-                (c) The Company's Rights Against Non-
                 insured Obligors.                                   insured Obligors.

                 The Company's right of subrogation against            The Company’s right of subrogation              Section 12(c) in the 1992 policy, which
                 non-insured obligors shall exist and shall          includes the Insured’s rights against non-        was not contained in the 1970 policy,
                 include, without limitation, the rights of the      insured obligors including the rights of the      allows the Insurer to summit claims in the
                 insured to indemnities, guaranties, other           Insured to indemnities, guaranties, other         Insured’s name to indemnitors and other
                 policies of insurance or bonds,                     policies of insurance or bonds,                   insurers that might have obligations to the
                 notwithstanding any terms or conditions             notwithstanding any terms or conditions           insured. Section 12(c) also states that an
                 contained in those instruments which                contained in those instruments that address       Insurer’s subrogation rights are not
                 provide for subrogation rights by reason of         subrogation rights.                               avoided by the acquisition of the
                 this policy.                                                                                          mortgage by a nongovernmental agency
                                                                                                                       or instrumentality who acquires the
                                                                                                                       insured mortgage as a result of an
                                                                                                                       indemnity, guarantee, policy or bond.
                                                                                                                       Lastly, 12(c) also states that the non-
                                                                                                                       governmental agency or instrumentality
                                                                                                                       who acquires the insured mortgage does
                                                                                                                       not become an Insured under the policy
                                                                                                                       despite the language contained in Section
                                                                                                                       1(a) of the Conditions and Stipulations to
                                                                                                                       the 1992 policy.

                                                                                                                       While there are slight changes in the
                                                                                                                       language between the 1992 and the 2006
                                                                                                                       policies, the substance is the same.


                 The Company's right of subrogation shall            The Company's right of subrogation shall
                 not be avoided by acquisition of the insured        not be avoided by acquisition of the Insured
                 mortgage by an obligor (except an obligor           Mortgage by an obligor (except an obligor
                 described in Section 1(a)(ii) of these              described in Section 1(e)(i)(F) of these
                 Conditions and Stipulations) who acquires           Conditions) who acquires the Insured
                 the insured mortgage as a result of an              Mortgage as a result of an indemnity,
                 indemnity, guarantee, other policy of               guarantee, other policy of insurance, or bond
                 insurance, or bond and the obligor will not         and the obligor will not be an Insured under
                 be an insured under this policy,                    this policy.
                 notwithstanding Section 1(a)(i) of these
                 Conditions and Stipulations.
1970 ALTA LOAN             1992 ALTA LOAN                                   2006 ALTA LOAN                                     COMMENTS


                              13. Arbitration                                  13. Arbitration
                 Unless prohibited by applicable law, either      Either the Company or the Insured may           The 1992 policy added a provision for
                 the Company or the insured may demand            demand that the claim or controversy shall      arbitration that was not included in the
                 arbitration pursuant to the Title Insurance      be submitted to arbitration pursuant to the     1970 policy.
                 Arbitration Rules of the American                Title Insurance Arbitration Rules of the
                 Arbitration Association. Arbitrable matters      American Land Title Association (“Rules”).      The 2006 policy modifies the prior
                 may include, but are not limited to, any         Except as provided in the Rules, there shall    provision. It:
                 controversy or claim between the Company         be no joinder or consolidation with claims or
                 and the insured arising out of or relating to    controversies of other persons. Arbitrable      1. increases from $1 million to $2 million
                 this policy, any service of the Company in       matters may include, but are not limited to,    the Amount of Insurance threshold up to
                 connection with its issuance or the breach of    any controversy or claim between the            which arbitration can be invoked
                 a policy provision or other obligation. All      Company and the Insured arising out of or       unilaterally by either the Insured or the
                 arbitrable matters when the Amount of            relating to this policy, any service in         Insurer,
                 Insurance is $1,000,000 or less shall be         connection with its issuance or the breach of
                 arbitrated at the option of either the           a policy provision, or to any other             2. provides that the applicable rules are
                 Company or the insured.                          controversy or claim arising out of the         those which are posted on the ALTA
                                                                  transaction giving rise to this policy.         website; and,

                                                                                                                  3. Confirms that the arbitration provision
                                                                                                                  is limited to the parties to the insurance
                                                                                                                  contract.

                                                                                                                  It is expected that many parties will
                                                                                                                  continue to ask for deletion by
                                                                                                                  endorsement of this provision.
                 All arbitrable matters when the Amount of        All arbitrable matters when the Amount of
                 Insurance is in excess of $1,000,000 shall be    Insurance is $2,000,000 or less shall be
                 arbitrated only when agreed to by both the       arbitrated at the option of either the
                 Company and the insured. Arbitration             Company or the Insured. All arbitrable
                 pursuant to this policy and under the Rules      matters when the Amount of Insurance is in
                 in effect on the date the demand for             excess of $2,000,000 shall be arbitrated only
                 arbitration is made or, at the option of the     when agreed to by both the Company and
                 insured, the Rules in effect at Date of Policy   the Insured. Arbitration pursuant to this
                 shall be binding upon the parties. The award     policy and under the Rules shall be binding
                 may include attorneys' fees only if the laws     upon the parties. Judgment upon the award
                 of the state in which the land is located        rendered by the Arbitrator(s) may be entered
                 permit a court to award attorneys' fees to a     in any court of competent jurisdiction.
                 prevailing party. Judgment upon the award
                 rendered by the Arbitrator(s) may be entered
                 in any court having jurisdiction thereof.
            1970 ALTA LOAN                                     1992 ALTA LOAN                                    2006 ALTA LOAN                                      COMMENTS

                                                    The law of the situs of the land shall apply
                                                    to an arbitration under the Title Insurance
                                                    Arbitration Rules.

                                                    A copy of the Rules may be obtained from
                                                    the Company upon request.

                                                       14. Liability Limited to this                  14. Liability Limited to this Policy;
 11. Liability Limited to this Policy
                                                      Policy; Policy Entire Contract                         Policy Entire Contract

This instrument together with all endorsements      a. This policy together with all                  (a) This policy together with all                 The 1992 policy added a provision that
and other instruments, if any, attached hereto      endorsements, if any, attached hereto by the      endorsements, if any, attached to it by the       states that in interpreting any provision of
by the Company is the entire policy and             Company is the entire policy and contract         Company is the entire policy and contract         the policy, the policy should be construed
contract between the insured and the Company.       between the insured and the Company. In           between the Insured and the Company. In           as a whole.
                                                    interpreting any provision of this policy, this   interpreting any provision of this policy, this
                                                    policy shall be construed as a whole.             policy shall be construed as a whole.             There are no significant differences
                                                                                                                                                        between the 1992 policy and the 2006
                                                                                                                                                        policy.

Any claim of loss or damage, whether or not         b. Any claim of loss or damage, whether or        (b) Any claim of loss or damage that arises
based on negligence, and which arises out of        not based on negligence, and which arises         out of the status of the Title or by any action
the status of the title to the estate or interest   out of the status of the title to the estate or   asserting such claim, shall be restricted to
covered hereby or any action asserting such         interest covered hereby or by any action          this policy.
claim, shall be restricted to the provisions and    asserting such claim, shall be restricted to
conditions and stipulations of this policy.         this policy.


No amendment of or endorsement to this policy       c. No amendment of or endorsement to this         (c) Any amendment of or endorsement to
can be made except by writing endorsed hereon       policy can be made except by a writing            this policy must be in writing and
or attached hereto signed by either the             endorsed hereon or attached hereto signed         authenticated by an authorized person, or
President, a Vice President, the Secretary, an      by either the President, a Vice President, the    expressly incorporated by Schedule A of this
Assistant Secretary, or validating officer or       Secretary, an Assistant Secretary, or             policy.
authorized signatory of the Company.                validating officer or authorized signatory of
                                                    the Company.

                                                                                                      (d) Each endorsement to this policy issued at     Subsection 14(d) of the Lenders Policy
                                                                                                      any time is made a part of this policy and is     and 15(d) of the Owners Policy was
                                                                                                      subject to all of its terms and provisions.       added to make clear that any endorsement
                                                                                                      Except as the endorsement expressly states,       to the policy is a part of the policy and
                                                                                                      it does not (i) modify any of the terms and       subject to all of the terms and conditions
                                                                                                      provisions of the policy, (ii) modify any         contained in the policy.
                                                                                                      prior endorsement, (iii) extend the Date of
                                                                                                      Policy or (iv) increase the Amount of
                                                                                                      Insurance.
   1970 ALTA LOAN                   1992 ALTA LOAN                                 2006 ALTA LOAN                                      COMMENTS


                                      15. Severability                               15. Severability

                          In the event any provision of the policy is   In the event any provision of this policy, in     The 1992 policy added a severability
                          held invalid or unenforceable under           whole or in part, is held invalid or              provision not found in the 1970 policy.
                          applicable law, the policy shall be deemed    unenforceable under applicable law, the           There are no significant differences
                          not to include that provision and all other   policy shall be deemed not to include that        between the 1992 and the 2006 policy,
                          provisions shall remain in full force and     provision or such part held to be invalid and     other than the clarification in the 2006
                          effect.                                       all other provisions shall remain in full force   policy that the provision applies even
                                                                        and effect.                                       when only a portion of a provision has
                                                                                                                          been declared invalid or unenforceable.


                                                                            16. Choice of Law; Forum


                                                                        (a) Choice of Law: The Insured                    The 2006 policy adds a “choice of law”
                                                                        acknowledges the Company has                      provision. The ALTA determined that
                                                                        underwritten the risks covered by this policy     this provision would be beneficial to all
                                                                        and determined the premium charged                parties given the increased number of
                                                                        therefor in reliance upon the law affecting       national and international transactions.
                                                                        interests in real property and applicable to      The law of the situs of the land described
                                                                        the interpretation, rights, remedies or           in the transfer document or mortgage will
                                                                        enforcement of policies of title insurance of     govern the interpretation, rights and
                                                                        the jurisdiction where the Land is located.       remedies under the policy.
                                                                        Therefore, the court or an arbitrator shall
                                                                        apply the law of the jurisdiction where the
                                                                        Land is located to determine the validity of
                                                                        claims against the Title that are adverse to
                                                                        the Insured, and in interpreting and
                                                                        enforcing the terms of this policy. In neither
                                                                        case shall the court or arbitrator apply its
                                                                        conflicts of laws principles to determine the
                                                                        applicable law.


                                                                        (b) Choice of Forum: Any litigation or other      The “Choice of Forum” provision,
                                                                        proceeding brought by the Insured against         introduced in the 2006 policy, confirms
                                                                        the Company must be filed only in a state or      that any litigation or other proceeding
                                                                        federal court within the United States of         brought by an Insured against the Insurer
                                                                        America or its territories having appropriate     must be brought in a state or federal court
                                                                        jurisdiction.                                     within the United States or its territories,
                                                                                                                          provided, of course, the court has
                                                                                                                          jurisdiction over the matter at issue.



12. Notices, where sent        16. Notices, where sent                        17. Notices, where sent
             1970 ALTA LOAN                                     1992 ALTA LOAN                                 2006 ALTA LOAN                                    COMMENTS

All notices required to be given the Company          All notices required to be given the          There are no significant changes in any of       There are no significant changes in any of
and any statement in writing required to be           Company and any statement in writing          the policies. Note, that the first page of the   the policies. Note, that the first page of
furnished the Company shall be addressed to it        required to be furnished the Company shall    new policy has a provision that instructs the    the new policy has a provision that
at its main office at [fill in address of Insurer],   include the number of this policy and shall   Insured to this provision of the policy.         instructs the Insured to this provision of
or to the office which issued this policy.            be addressed to the Company at [fill in                                                        the policy.
                                                      address of the Insurer], or to the office
                                                      which issued this policy.

								
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