AGREEMENT OF ESCROW HOLDER. The undersigned, WESTCOR LAND TITLE INSURANCE COMPANY, INC., whose address is as set forth in Section 2(a) of the Agreement, hereby agrees to act as the “Escrow Holder” under and in accordance with the terms of the above Agreement.* WESTCOR LAND TITLE INSURANCE COMPANY, INC. By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Senior Vice President *Westcor Land Title Insurance Company reserves the right to collaborate with a licensed title agent and/or attorney to assist with its duties hereunder so as to remain compliant with applicable state laws. of Membership Interests EXHIBIT A FEE OWNERS AND PROPERTIES EXHIBIT B LIST OF ASSUMED LOAN DOCUMENTS EXHIBIT C LIST OF EXISTING LEASES EXHIBIT D LIST OF EXISTING LOANS EXHIBIT E LIST OF ASSUMED LOANS EXHIBIT F FORM OF ESCROW AGREEMENT EXHIBIT G ALLOCATION OF PURCHASE PRICE EXHIBIT H COMPANION CONTRACT PROPERTIES EXHIBIT I REQUIRED CONSENTS EXHIBIT J LIST OF PENDING LITIGATION EXHIBIT K LIST OF TENANT CHARGE ARREARAGES EXHIBIT L RENT ROLL EXHIBIT M-1 LIST OF EXISTING CONTRACTS EXHIBIT M-2 LIST OF MANAGEMENT AGREEMENTS EXHIBIT N EXISTING TITLE POLICY CLAIMS EXHIBIT O CONSTRUCTION PROJECTS EXHIBIT P LIST OF INSURANCE POLICIES EXHIBIT Q LIST OF INDEBTEDNESS EXHIBIT R LIST OF OUTSTANDING HOA FEES AND HAP PAYMENTS EXHIBIT S LIST OF PARCELS SUBJECT TO AN HOA EXHIBIT T FORM OF ASSIGNMENT OF MEMBERSHIP INTERESTS EXHIBIT U FORM OF ESCROW HOLDBACK AGREEMENT EXHIBIT V FIRPTA CERTIFICATION EXHIBIT W ENVIRONMENTAL MATTERS EXHIBIT X STORM DAMAGED PARCELS
AGREEMENT OF ESCROW HOLDER. Escrow Holder, by signing this Contract at the end hereof where indicated, signifies its agreement to hold the Deposit for the purposes as provided in this Contract. In the event of any dispute, Escrow Holder shall have the right to deposit the Deposit in court to await the resolution of such dispute. Escrow Holder shall not incur any liability by reason of any action or non-action taken by it in connection with the Deposit in good faith or pursuant to the judgment or order of a court of competent jurisdiction.
AGREEMENT OF ESCROW HOLDER. The undersigned has executed this Agreement solely to confirm its agreement to (a) hold the Escrow Deposits in escrow in accordance with the provisions hereof and (b) comply with the provisions of Article 13 and Section 15.2. In witness whereof, the undersigned has executed this Agreement as of ____________, 2010. FIRST AMERICAN TITLE INSURANCE COMPANY By: ___________________________________ Name:______________________________ Title:_______________________________ EXHIBIT A LEGAL DESCRIPTION Real property in the City of San Diego, County of San Diego, State of California, described as follows: A CONDOMINIUM COMPRISED OF: PARCEL ONE: UNIT NO. 5887, AS SHOWN AND DESCRIBED ON THE TERRACES AT CXXXXX POINT CONDOMINIUM PLAN, RECORDED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, STATE OF CALIFORNIA, ON OCTOBER 12, 2009 AS DOCUMENT NO. 2009-0564341 (CONDOMINIUM PLAN), WHICH IS LOCATED WITHIN PARCEL 2 OF MAP NO. 20237, IN THE CITY OF SAN DIEGO, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY ON APRIL 6, 2007, AS DOCUMENT NO. 2007-0233546, AS BEING APPROVED FOR COMMERCIAL CONDOMINIUM PURPOSES BY THAT CERTAIN CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 7, 2009 AS DOCUMENT NO. 2009-0558796 OF OFFICIAL RECORDS OF SAN DIEGO COUNTY (MAP). ALL DEFINED TERMS USED HEREIN SHALL HAVE THE SAME MEANINGS SET FORTH IN THE DECLARATION REFERENCED BELOW AND IN THE CONDOMINIUM PLAN. PARCEL TWO: AN UNDIVIDED FIFTY PERCENT (50%) FEE SIMPLE INTEREST AS A TENANT IN COMMON IN AND TO THE COMMON AREA, AS SHOWN ON THE CONDOMINIUM PLAN. PARCEL THREE: APPURTENANT EASEMENTS AS CONTAINED IN THE DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS OF THE TERRACES AT CXXXXX POINT RECORDED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY ON OCTOBER 12, 2009 AS DOCUMENT NO. 2009-0564342, (DECLARATION) AND FOR USE THEREOF PURSUANT TO THE TERMS OF SAID DECLARATION AND SUBJECT TO ALL TERMS AND PROVISIONS SET FORTH THEREIN. APN: 300-000-00-00 EXHIBIT B
