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HomeMy WebLinkAboutResolution 2012 (11) 1 RESOLUTION APPROVING SALE OF COUNTY PROPERTY 2 3 Resolution No. [I C Ufa) 4 5 St. Croix County, Wisconsin 6 7 WHEREAS, Robert Bliss (d/b/a Contact Communications, Inc.) has provided St. Croix County 8 with a written offer to purchase for County owned property located at 1508 250'' Street in the Town of 9 Emerald consisting of 2.29 acres; and 10 11 WHEREAS, St. Croix County does not currently utilize the radio tower located on the property 12 and does not contemplate utilizing the property in the future; and 13 14 WHEREAS, the essential provisions of the agreement are as follows: 15 16 1. Purchase price is $12,000. 17 2. The purchaser has made a $9,000 down payment. 18 3. The property is being sold "as is". 19 4. Closing shall occur no later than May 1, 2012. 20 21 THEREFORE, be it resolved by the St. Croix County Board of Supervisors that the offer to 22 purchase the parcel of land located at 1508 250'h Street in the Town of Emerald made by Robert Bliss 23 (d/b/a Contact Communications, Inc.) is hereby accepted. 24 25 FURTHER, be it resolved that the County Board Chair and County Clerk are hereby authorized 26 to sign the purchase agreement for the property, and if the terms and conditions of the purchase agreement 27 are fulfilled, the County Board Chair and County Clerk are hereby authorized to execute a warranty deed 28 to Contact Communications, Inc. to be delivered to Robert Bliss at closing. Offered b Administration Committee Yes No Abstain Absent This resolution was adopted by the St. Croix County Sharon Norton-Bauman ® ❑ ❑ ❑ Esther Wentz ® ❑ ❑ ❑ Board of Supervisors on A r l7 c~0/o~ Ryan Sicard ® ❑ ❑ ❑ Daryl Standafer ® ❑ ❑ ❑ Buck Malick ® ❑ ❑ ❑ Lorin Sather ® ❑ ❑ ❑ Roger Rebholz ® ❑ ❑ ❑ Cindy Campbell, Coun Clerk I verify that the vote shown abov is true and correct. County Board Vote: Yes / 1''4 Abstain Chair, Ad inis ration Committee Absent LEGAL REVIEW FISCAL REVIEW Reviewed as to form on March 28, 2012 ® There is a fiscal impact. Don C,iClen ❑ There is no fiscal impact. Don Gillen, Assistant Corporation Counsel See attached Fiscal Impact Statement. LEGAL NOTE: None VOTE REQUIREMENT: Maori of supervisors resent FISCAL IMPACT STATEMENT Submitted By: Patrick Thompson Date: 3/27/2012 Department: Administration Committee: Administration Resolution Title: Resolution Approving Sale of County Property ❑ There is no fiscal impact on expenses or revenues ® There is a fiscal impact on expenses or revenues Explanation: The sale will result in $12,000 in revenue to the Capital Projects Fund net any additional revenue or fees. FINANCE DIRECTOR ACTION: ® Approved by Finance Director SignatuDate: 07/~ FISCAL IMPACT STATEMENT - REV. 09/12/2011 Page 1 i COMMERCIAL REAL ESTATE PURCFUkSE AND SALE AGREEMENT Introduction This Agreement is effective on March 23, 2012 ("Effective Date"), even though the signatures of the parties may be obtained on a different date. This Agreement is between St. Croix County, Wisconsin ("Seller") and Contact Communications, Inc., a Minnesota corporation ("Buyer"). Seller is the owner of the real estate legally described as contained on the attached Exhibit A ("Property::) i In consideration of the mutual agreements, covenants and warranties contained in this Agreement. Buyer and Seller agree as follows. Agreement 1. Purchase and Sale. Seller agrees to sell and Buyer agrees to buy the Property, together with all easements, privileges, rights and appurtenances pertaining to the Property, and including all buildings, permanent fixtures and other improvements located on the Property; all subject to the terms of this Agreement. 2. Purchase Price. 2.1 Total Price. The total purchase price ("Purchase Price") for the Property is $12,000.00. The Purchase Price, as adjusted according to the terms of this Agreement, shall be paid at closing in cash, by wire transfer or other immediately j available funds. 2.1.1 Earnest Money. Earnest money in the sum of $9,000.00 shall be deposited with Seller upon the execution of this Agreement. 2.2 Purchase Price Allocation. The Purchase Price is allocated as follows: a 2.2.1 Land: $3,000.00. 2.2.2 Fixtures: $9,000.00. 3. Contingencies. Buyer's obligations under this Agreement are contingent upon Buyer's satisfaction with each of the following: 3.1 As Is Condition. As a material part of the consideration for this Agreement, Buyer agrees to accept the Property on an "as is" and "where is" basis, with all faults, except as noted in this Agreement. Seller makes no representations or 1 i f 1 1 warranties as to fitness for any particular purpose, merchantability, condition, absence of defects or faults, absence of hazardous or toxic substance, flooding, or compliance with laws and regulations, including, without limitation, those relating to health, safety, and the environment, as they may apply to the current condition of the Property or Buyer's intended development, construction or use, or for any { other purpose. Similarly, no warranty or representation is made by Seller, nor any agreement undertaken with respect to the Property. Buyer aclmowledges that y Buyer has entered in this Agreement with the intention of making and relying upon its own investigation of the physical, environmental, economic use, j compliance, and legal condition of the Property and, except as noted in this { Agreement, Buyer is not now relying upon, and will not later rely upon, any representations and warranties made by Seller or anyone acting or claiming to act by, through, under or on Seller's behalf concerning the Property, except for the i specific express representations and warranties contained in this Agreement. The provisions of this paragraph shall survive indefinitely any closing or termination of this Agreement and shall not be merged into any documents executed or delivered at closing. 3.2 Seller Approval. This transaction is contingent upon approval of the Seller at a properly noticed St. Croix County Board Meeting. i 4. Seller's Representations and Warranties. Seller is duly qualified to transact business in the State of Wisconsin and has the requisite power and authority to enter into and ' perform this Agreement and those closing documents to be signed by it. This Agreement j and the closing documents have been duly authorized by all necessary action on the part of the Seller and have been or will be as of the Closing Date, as applicable, duly executed i and delivered. The execution, delivery and performance by Seller of the documents do [ not conflict with or result in a violation of Seller's governing documents or any judgment, order or decree of any court or arbiter to which Seller is a party. All documents either executed or to be executed by Seller are valid and binding obligations of Seller and are enforceable in accordance with their terms. 5. Buyer's Representations and Warranties. 5.1 Good Standing. Buyer is duly. formed and is in good standing under the laws of I the State of Minnesota T 5.2 Authority to Act. Buyer is duly qualified to transact business in the State of Wisconsin and has the requisite power and authority to enter into and perform this Agreement and those closing documents to be signed by it. This Agreement and the closing documents have been duly authorized by all necessary action on the part of the Buyer and have been or will be as of the Closing Date, as applicable, duly executed and delivered. The execution, delivery and performance by Buyer II of the documents do not conflict with or result in a violation of Buyer's governing f documents, or any judgment, order or decree of any court or arbiter to which Buyer is a party. All documents either executed or to be executed by Buyer are 2 f I i valid and binding obligations of Buyer and are enforceable in accordance with their terms. 6. 't'itle Evidence. Seller shall, within 14 days of the approval of this Agreement by the Seller, furnish to Buyer a commitment ("Commitment") issued by a title company acceptable to Buyer for an ALTA, 2006 Form B Owner's Policy of Title Insurance insuring title to the Property in the amount of the Purchase Price. 7. Closing Place and Date. The closing will take place at 9:00 am at the St. Croix County Government Center or at another place as agreed in writing. The closing date will be on or before May 1, 2012 ("Closing Date"), 8. Seller's Closing (Deliveries. Seller shall deliver the following at closing: 8.1 Warranty Deed. A Warranty Deed, in recordable form, conveying the Property to Buyer, free and clear of all encumbrances other than the permitted exceptions. Pursuant to Wisconsin Statutes § 77.255 a Wisconsin Real Estate Transfer Return is not required. 8.2 Affidavits and Certifications. Affidavits and Certifications fully executed by the Seller as follows: 8.2.1 A Seller's Affidavit indicating that on the Closing Date there are no outstanding, unsatisfied judgments, tax liens or bankruptcies against or involving Seller or the Property; that there has been no skill, labor or material furnished to the Property for which payment has not been made or for which construction liens could be filed; and that there are no other unrecorded interests in the Property, together with any standard owner's affidavit and/or indemnity which may be required by the title company to issue the'title policy. 8.2.2 A fully executed Non-Foreign Certification for Section 1445 of the Internal Revenue Code substantially in the form as shown on Exhibit 8.2.2. 8.3 Reasonable and Customary Documents. Reasonable and customary documents including a certified copy of a Resolution of Seller's Board fully authorizing the transactions required to close the transaction described in this Agreement. 8.4 Settlement Statement. A Settlement Statement fully and completely describing the financial terms of this transaction, showing at a minimum the purchase price, the credits and prorations, payments for third party services, whether from proceeds or outside closing, and all other additions to, subtractions from or payments and receipts affecting the closing. 3 9. Buyer's Closing Deliveries. 9.1 Purchase Funds. The Purchase Price as shown in Paragraph 2.1 of this Agreement. ! 9.2 Certification. Certificate substantially in the form as shown on Exhibit 9.2 that the Buyer is not a designated national or blocked person shown on the "OFAC List" compiled by the U.S. Department of Treasury. i 9.3 Settlement Statement. A Settlement Statement fully and completely describing the financial terms of this transaction, showing at a minimum the purchase price, i the credits and proration, payments for third party services, whether from proceeds or outside closing, and all other additions to, subtractions from or payments and receipts affecting the closing. i 10. Closing .Adjustments.. i 10.1 'T'ransfer Fee. Pursuant to Wisconsin Statutes § 77.25(2), no transfer fee is due on this transaction. 10.2 Recording Costs. All recording costs shall be paid by Buyer. 10.3 Title Insurance Commitment. The premiums required to provide title in the condition called for in this Agreement, shall be paid by Seller. 10.4 'T'itle Insurance Policy- Endorsements. The premiums for policy endorsements requested by Buyer shall be paid by Buyer. 10.5 Title Insurance Gala Coverage. The premiums due the title insurance company for extending down the date of the Commitment and the policy to the Closing Date or the date of recording the conveyance, whichever is later, shall be paid by Buyer. i i 10.6 Professional Fees. All professional fees shall be paid by the party for whom the s professional is working, unless otherwise agreed by the parties in writing. 11. Possession Date. Seller shall deliver possession of the Property to Buyer on the Closing t Date. 12. Closing Contingencies. The closing is contingent on the items listed in Paragraph 3 of this Agreement having been satisfied. 13. Default. 13.1 Buyer's Remedies. If Seller defaults under this Agreement, including a failure to close the sale of the Property as required, and fails to cure such default within. 10 days after receipt of written notice from Buyer, then-Buyer at its sole discretion, may do any of the following: j 4 13.1.1 Terminate this Agreement by giving written notice of termination to Seller in which event the Seller and Buyer shall be released from their liabilities and obligations under this Agreement. 13.1 .2 Enforce specific performance of this Agreement against the Seller. 13.1.3 Pursue any and all rights and remedies available at law or in equity. 13.2 Seller's Remedies. If Buyer defaults under this Agreement, including a failure to close the sale of the Property as required, and fails to cure such default within 10 days after receipt of written notice from Seller, then Seller at its sole discretion, may do any of the following: 13.2.1 Terminate this Agreement by giving written notice of termination to Buyer in which event the Seller and Buyer shall be released from their liabilities and obligations under this Agreement. 13.2.2 Enforce specific performance of this Agreement against the Buyer. 13.2.3 Pursue any and all rights and remedies available at law or in equity. 14. Risk of Loss. If the Property is damaged by fire, flood or other casualty between the date of this Agreement and the Closing Date, then Buyer may, at Buyer's option, do one of the following: 14.1 Proceed to Closing. Buyer may accept title to the Property without any abatement in the Purchase Price. At closing, Seller's rights to any insurance proceeds to be paid as a result of the casualty shall be assigned to Buyer, and the Purchase Price shall be reduced by the amount of any insurance proceeds previously received by Seller as a result of the casualty; or 14.2 Termination. Buyer may terminate this Agreement. Seller and Buyer shall be released and discharged from all liabilities and obligations under this Agreement. i 15. Notices. All notices and other communications required or permitted to be given under this Agreement shall be in writing or by facsimile and shall be deemed to have been duly given if delivered in person to the individuals listed below; sent postage prepaid by United States certified mail, return receipt requested; sent for receipted delivery on the next business day with a nationally-recognized express courier; or sent to the party's facsimile number or email address (and sender shall bear the burden of proof of delivery). All notices shall be sent to the following addresses or numbers, until the addresses are changed by 30 days' notice. 5 15.1 Buyer. To Buyer: Contact Communications, Inc. c/o Robert Bliss 1440 Lakeview Avenue Minneapolis, MN 55416 Fax No.: Email: blissly@gmail.com 15.2 Seller. To Seller: St. Croix County c/o Patrick Thompson i 1101 Carmichael Road Hudson, WI 54016 Fax No.: 715-381-4301 Email: Patrick.Thompson@co.saint-croix.wi.us With a copy to: Bakke Norman, S.C. c/o Thomas R. Schumacher t P.O. Box 54 Baldwin, WI 54002 i Fax No.: 815-927-0411 Email: tschumacher@bakkenorman.com j i 15.3 Date of Notice. Notices shall be deemed given as of the date the notice is 's postmarked, if sent by certified mail; the date it is placed with an express courier, if sent by express courier; the date of the facsimile transmission, if sent by facsimile; or on the date delivered, if personally delivered. If the last day for giving any notice or taking any action required or permitted under this Agreement would otherwise fall on a Saturday, Sunday or legal holiday, that last day shall be postponed until the next legal business day. , 16. Miscellaneous. 16.1 Entire Agreement; Enforceability; Modificatioh. This Agreement, including any recitals and any attached exhibits, all of which are made a part of this Agreement, contains the entire Agreement of the parties concerning this subject matter. This Agreement should be read carefully because only those terms in writing in this Agreement are enforceable. No other terms or oral promises which ; are not in the Agreement may be legally enforced and no promises, projection, inducements or representations made before the date of this Agreement will change the terms of this Agreement or be binding on any party. No promises or other terms shall be implied in this Agreement. No amendment of this Agreement ' shall be binding unless it is in writing and signed by the party against whom enforcement is sought. 16.2 Survival; No Merger. The terms of this Agreement shall survive and be enforceable after the closing and shall not be merged in the closing. 4 i 6 16.3 Governing Law. This Agreement and any other documents related to its subject matter shall be interpreted and enforced in accordance with the laws of the State of Wisconsin. 16.4 Severability. The invalidity or unenforceability of one provision of this Agreement will not affect the validity or enforceability of the other provisions. 16.5 Time of the Essence. Time is of the essence with respect to all matters provided in this Agreement. 16.6 Construction. This Agreement shall not be interpreted in favor of or against either Seller or Buyer merely because of their respective efforts in preparation. Each and every provision of this Agreement has been negotiated by each party and as such each and every provision has essentially been drafted by both parties, and any statutory or common-law presumption under which this Agreement would be construed in favor of, or against, either party is waived by each party. 16.7 Captions, Gender, Number, Language of Inclusion and "Day". The paragraph numbers and captions are inserted only as a matter of convenience and do not in any way define, limit or describe the scope or intent of this Agreement. Any reference to a gender shall include both genders. Any reference to the singular shall include the plural and the plural shall include the singular. The word "including" shall mean "including without limitation." The words "day" or "days" shall mean "calendar day(s)" unless preceded by the word "business." 16.8 Binding Effect. This Agreement shall both bind and benefit the parties to this Agreement and their respective heirs, personal representatives, successors, and permitted assigns. The parties do not intend that there be any third party or other beneficiaries of this Agreement except the parties to this Agreement and their respective heirs, personal representatives, successors and permitted assigns. The covenants, agreements, conditions, terms, obligation, limitations and undertakings i in this Agreement shall be construed as covenants running with the land. 16.9 Waivers; Consents. A party shall not be deemed to have made a waiver, consent or approval under this Agreement unless it does so in writing, and the mere failure of a' party to act to enforce any provision of this Agreement shall not be considered a waiver, consent or approval and shall not prevent that party from enforcing any provision of this Agreement in the future. Any waiver, consent or approval under this Agreement shall apply only to the matter expressly waived, consented to or approved, and shall not be deemed to be a waiver, consent or approval of any subsequent breach or of any other provision of this Agreement. 16.10 Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. 7 i.. i I i t 17. No Offer. The submission of this Agreement for examination and negotiation does not constitute an offer to enter into an agreement, and this Agreement shall not be binding on any party until it is executed and delivered by each party to this Agreement. ;SIGNATURES APPEAR ON F®LL0W17VG PAGE i .I 1 i i 1 } i i i 1 i i 8 i 1 t BUYS : Dated: CONTACT COMMUNICATIONS, INC. By: Robert Bliss Its: Chief Executive Officer SELLER: Dated: i ST. CROIX COUNTY By: Daryl Standafer, Board Chair By: Cindy Campbell, County Clerk I i r . 1 r i i t t I i i i i r i t i LIST OF EI'TS ! i 4 Legal Description - Exhibit A Non-Foreign Certification - Exhibit 8.2.2 OFAC Certification - Exhibit 9.2 { I f 1 i i i E G I 7 i 1 Exhibit A LEGAL DESCRIPTION A parcel of land located in the Southeast 1/4 of the Southeast 1/4 (SE 1/4 of SE 1/4) of Section 15, Township 30 North, Range 16 West, Town of Emerald, St. Croix County, Wisconsin, described as follows: Lot 1 of Certified Survey Map filed in the St. Croix. County Register of Deeds Office in Volume 2, Page 542 as Document No. 346252. i I f- f i I Exhibit 8.2.2 l CERTIFICATION I T4: Contact Communications, Inc, Section 1445 of the Internal Revenue Code provides that a transferee or buyer of a U.S. real j property interest must deduct and withhold tax from the amount it pays to a transferor or seller if { the seller is a foreign entity. A buyer is exempt from this requirement if it receives an affidavit k from the seller stating that the seller is not a foreign entity. To induce you, as buyer, to refrain j from deducting and withholding the tax upon the disposition of the Property, as defined in the attached Agreement, St. Croix County ("Seller") hereby certifies to you that: 1. Seller is not a foreign corporation, foreign partnership, foreign trust or foreign estate (as those terms are defined in the Internal Revenue Code and Income Tax j Regulations). j 2. Seller's U.S. Employer Identification Number is: i 3. Seller's office address is: 1101 Carmichael Road, Hudson, WI 54016. j i Seller understands that this certification may be disclosed to the Internal Revenue Service by you, and that any false statement contained in this certification could be punishable by fine, imprisonment, or both. Under penalties of perjury, Patrick Thompson declares: that he has examined this certification; to the best of his knowledge and belief, it is true, correct and complete; and he has the authority to sign this document on behalf of Seller. f I Dated: ST. CROIX COUNTY I Iff By: Patrick Thompson I, Its: County Administrator v 4 I i i I Exhibit 9.2 OFAC CERTIFICATION Contact Communications, file. ("Buyer') is not identified on the list of specially designated nationals and blocked persons or entities subject to financial sanctions that is maintained by the U.S. Treasury Department, Office of Foreign Assets Control and any other similar list maintained by the Office of Foreign Assets Control pursuant to any authorizing United States law, regulation or Executive Order of the President of the United States ("OFAC List") nor is Buyer subject to trade embargo or economic sanctions pursuant to any authorizing United States law, regulation or Executive Order of the President of the United States. Dated: CONTACT COMMUNICATIONS, INC. By: Robert Bliss Its: Chief Executive Officer a i { f E i r i l i i i f I l http://www. ustreas. Gov/offices/enforcement/ofac/sdiV i ti i Property Address: 1508 250th Street, Town of Emerald Seller: St. Croix County Seller Address: 1101 Carmichael Road, Hudson, WI 54016 Seller ID Nos.: Buyer: Contact Communications, Inc. Buyer Address: 1440 Lakeview Ave., Minneapolis, MN 55416 Buyer ID Nos.: Closing Date: May 1, 2012 Buyer's Statement Debit Buyer Credit Buyer Sale Price 12,000.00 Down Payment 9,000.00 Miscellaneous (buyer exp.) - Miscellaneous (seller exp.) _ Real Estate Tax Proration _ Appraisal Fee - Inspection Fee - Lender's Title Insurance - Recording Fees 30.00 Title Company Closing Fee - Attorney Fees - Cash from Buyer 3,030.00 _ 12,030 00 12,030.00 u, ~ ~u`~ i.. c ~tL'. .1+-``n?. SRC aY~7 N sl ~ `ti t ~,1M C'S lht~~ ,y j A ^t 2i C~f 7.~9 7N"7F ~.~t~ ~.i 1 `~T"t+.~ 1..:~:!.If y. ua..n.~ _ vlr... _..-''d_.....i..L_...t 7. vSYnL .'.iihr _~?~.f+i"y .94~,. 4.-.-.....-.F vt`...3 ....~n e4. ~.~Yn 1 Ohl i~ Yt.iL..c L::....I..~ i This statement is accepted as correct. Contact Communications, Inc. By: Robert Bliss Its: BALDWIN - MENOMONIE - NEW RICHMOND www.bakkenorman.com BAIL'- 4~,,, O NJf_l~N Property Address: 1508 250th Street, Town of Emerald Seller: St. Croix County Seller Address: 1101 Carmichael Road, Hudson, WI 54016 Seiler ID Nos.: Buyer: Contact Communications, Inc. Buyer Address: 1440 Lakeview Ave., Minneapolis, MN 55416 Buyer ID Nos.: i Closing Date: May 1, 2012 Sellers Statement Debit Seller Credit Seller Sale Price 12,000.00 Down Payment 9,000.00 Miscellaneous (buyer exp.) - Miscellaneous (seller exp.) - Real Estate Tax Proration - Mortgage Payoff - Title Company Closing fee - Owner's Title Policy 380.00 Recording Fees - Transfer Tax' $0.00 Broker Commission - Attorney fees - POC Cash to Seller 2,620.00 12,000.00 12,000.00 t-^ `L1c r ♦ v .ads Z^"' - ,..e: f-{,.`'3^ .7- V- yr : - 7 rke^r`V s _ r' i t ,r f . ~r f.T'.s- » This statement is accepted as correct. i St. Croix County St. Croix County By: Daryl Standafer By: Cindy Campbell Its: County Board President Its: County Clerk BALDWIN - MENOMONIE - NEW RICHMOND www.bakkenorman.com BAKKE 4~,~-NO MsN Property Address: 1508 250th Street, Town of Emerald Seiler: St. Croix County Seller Address: 1101 Carmichael Road, Hudson, WI 54016 Seller ID Nos.: Buyer: Contact Communications, Inc. Buyer Address: 1440 Lakeview Ave., Minneapolis, MN 55416 Buyer ID Nos.: Closing Date: May 1, 2012 Cash Reconciliation Cash from Buyer 3,030.00 Mortgage Payoff - Appraisal Fee _ Inspection Fee _ Broker Commission - Recording Fees (30.00) Buyer Attorney Fees - Seller Attorney Fees - Transfer Fee _ Title Insurance & Closing Fee _ (380.00) Cash.to Seller 2,620.00 Down Payment to Seller 9,000.00 Total To Seller 11,620.00 Calculation for proration of taxes: Pa rcel:010-1037-90-000 Total Taxes $ _ Taxes per day $ _ First day of the year 1-Jan-12 Date of proration 1-May-12 Total Days 121 Prorated taxes $ _ i BALDWIN - MENOMONIE - NEW RICHMOND www.bakkenorman.com i File No: 122395 AMENDED TITLE INSURANCE COMMITMENT BY Fidelity National Title Insurance Company 1 SCHEDULE A j Prepared For: Bakke Norman, SC PO Box 54 Baldwin, WI 54002 Inquiries Should be Directed to: ST. CROIX VALLEY TITLE SERVICES, INC. 109A N. Main Street P.O. Box 750 River Falls, till 54022 715-425-1519 FAX 715-425-2569 Email: scut@scvtitle.com 1. Commitment Date: March 26, 2012, 7:00 am 2. Policy (or Policies) to be issued: Policy Amount a. Owner's Policy $12,000.00 Proposed Insured: Contact Communications, Inc., a Minnesota corporation b. Loan Policy Proposed Insured: its successors and/or assigns c. Proposed Insured: 3. Fee Simple interest in the land described in this Commitment is owned, at the Commitment Date, by St. Croix County 4. The land referred to in the Commitment is described as follows: LOT ONE (1) OF CERTIFIED SURVEY MAP IN VOLUME TWO (2) OF CERTIFIED SURVEIL' MAPS, PAGE 542, AS DOCUMENT NUMBER 346282, FILED IN ST. CROIX COUNTY REGISTER OF DEEDS OFFICE ON JANUARY 27, 1978, BEING LOCATED IN THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER (SE'/4 OF SE'/a) OF SECTION FIFTEEN (15), TOWNSHIP THIRTY (30) NORTH, RANGE SIXTEEN (16) WEST, TOWN OF EMERALD. Subject to 250th Street right of way. St. Croix County, Wisconsin. For Your Information: 1503 250th Street Glenwood City, WI 54013 Countersigned ST. CROIX VALLEY TITIL SERVICES, INC. By Adthorhfed Signatory AWRICAN t A.ND TI'r Lt Copyright 2006-2009 American Land Title Association. All rights reserved. ciA00N The use of this Form is restricted to ALTA licensees and ALTA members Nr in good standing as of the date of use. All other uses are prohibited. FRI Reprinted under license from the American Land Title Association. ALTA Plain Language Commitment (6-17-061 Page 1 of 3 Schedule A i I File fro: 122395 AMENDED TITLE INSURANCE COMMITMENT BY Fidelity National Title Insurance Company SCHEDULE B - SECTION I REQUIREMENTS The following requirements must be met: 1. Pay the full consideration to, or for the account of, the grantors or mortgagors. 2. Pay all taxes, charges, assessments, levied and assessed against subject premises, which are due and 1 payable. I 3. Satisfactory evidence should be had that improvements and/or repairs or alterations thereto are completed; that contractor, sub-contractors, labor and materialmen are all paid; and have released of record all liens or notice of intent to perfect a lien for labor or material. 4. Instrument(s) creating the estate or interest to be insured must be executed and filed for record, to-wit: 1 a. Warranty Deed from St. Croix County vesting fee simple title in Contact Communications, Inc., a Minnesota corporation. DOTE: The Company must be supplied with a certified copy of a proper corporate resolution authorizing said conveyance/mortgage. i 5. Satisfaction and release of record of the following: NONE Ail..2IC:AN LAND rITLE Copyright 2006-2009 American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. ALTA Plain Language Commitment (6-17-06) Page 2 of 3 Schedule 8 - Section I i a File No: 122395 AMENDED TITLE INSURANCE COMMITMENT BY Fidelity National Title Insurance Company SCHEDULE B - SECTION ll EXCEPTIONS Any policy we issue will have the following exceptions unless they are taken care of to our satisfaction, 1. Defects, liens, encumbrances, adverse claims or other matters, if any, created, firgt appearing in the public records or attaching subsequent to the effective date hereof but prior to the date the proposed insured acquires for value of record the estate or interest or mortgage thereon covered by this Commitment. 2. Special taxes or assessments, if any, payable with the taxes levied or to be levied for the current and subsequent years. 3. Liens, hook-up charges or fees, deferred charges, reserve capacity assessments, impact fees, or other charges or fees due and payable on the development or improvement of the land, whether assessed or charged before or after the Date of Policy. The company assures the priority of the lien of the insured mortgage over any such lien, charge or fee. 4. Any lien or right to a lien, for services, labor, or material heretofore or hereafter furnished, imposed by law and not shown by the public records. 5. Rights or claims of parties in possession not shown by the public records. 6. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land. 7. Easements or claims of easements not shown by the public records. 8. Any claim of adverse possession or prescriptive easement. SPECIAL EXCEPTIONS: 1. Taxes for the year 2012 and subsequent years, which are not yet due and payable. (See tax siip1s) For your information: 010-1037-90-000 2. Covenants, conditions, restrictions, building lines, easements, assessments and notes, if any, created or disclosed by Certified Survey Map in Volume 2, page 542, as document number 346282. 3. Subject to 250th Street right of way. AMERICAN LAISD TIT LC Copyright 2006-2009 American Land Title Association. All rights reserved. ~r~uc i.etnrn The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. ' Reprinted under license from the American Land Title Association. ALTA Plain Language Commitment (6-17-06) Page 3 of 3 Schedule B - Section 11