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Seaport Centre Owner's Association - Purchase Agreement
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Purchase Agreement
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Last modified
11/18/2025 4:05:57 PM
Creation date
11/18/2025 4:00:50 PM
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Agreement
Contractor Name
HCP LS Redwood City, LLC Metropolitan Life Insurance Company Seaport Centre Owner's Association
RMP File Number
304
Date
10/23/2025
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First" irsJ. Amrices Owner's Policy of Title Insurance <br />California (WRE) - 2021 v. 01.00 (07-01-2021) <br />a. The Company fully performs its obligations and is not liable for any loss or damage caused to the <br />Insured if the Company accomplishes any of the following in a reasonable manner: <br />L removes the alleged defect, lien, encumbrance, adverse claim, or other matter; <br />lL cures the lack of a right of access to and from the Land; or <br />iii. cures the claim of Unmarketable Title, <br />all as insured. The Company may do so by any method, including litigation and the completion of <br />any appeals. <br />b. The Company is not liable for loss or damage arising out of any litigation, including litigation by the <br />Company or with the Company's consent, until a State or federal court having jurisdiction makes a <br />final, non -appealable determination adverse to the Title. <br />C. The Company is not liable for loss or damage to the Insured for liability voluntarily assumed by the <br />Insured in settling any claim or suit without the prior written consent of the Company. <br />d. The Company is not liable for the content of the Transaction Identification Data, if any. <br />10. REDUCTION OR TERMINATION OF INSURANCE <br />All payments under this policy, except payments made for costs, attorneys' fees, and expenses, reduce the <br />Amount of Insurance by the amount of the payment. <br />11. LIABILITY NONCUMULATIVE <br />The Amount of Insurance will be reduced by any amount the Company pays under any policy insuring a <br />Mortgage to which exception is taken in Schedule B or to which the Insured has agreed, assumed, or taken <br />subject, or which is executed by an Insured after the Date of Policy and which is a charge or lien on the <br />Title, and the amount so paid will be deemed a payment to the Insured under this policy. <br />12. PAYMENT OF LOSS <br />When liability and the extent of loss or damage are determined in accordance with the Conditions, the <br />Company will pay the loss or damage within 30 days. <br />13. COMPANY'S RECOVERY AND SUBROGATION RIGHTS UPON SETTLEMENT AND PAYMENT <br />a. If the Company settles and pays a claim under this policy, it is subrogated and entitled to the <br />rights and remedies of the Insured Claimant in the Title and all other rights and remedies in <br />respect to the claim that the Insured Claimant has against any person, entity, or property to the <br />fullest extent permitted by law, but limited to the amount of any loss, costs, attorneys' fees, and <br />expenses paid by the Company. If requested by the Company, the Insured Claimant must execute <br />documents to transfer these rights and remedies to the Company. The Insured Claimant permits <br />the Company to sue, compromise, or settle in the name of the Insured Claimant and to use the <br />name of the Insured Claimant in any transaction or litigation involving these rights and remedies. <br />b. If a payment on account of a claim does not fully cover the loss of the Insured Claimant, the <br />Company defers the exercise of its subrogation right until after the Insured Claimant fully recovers <br />its loss. <br />C. The Company's subrogation right includes the Insured's rights to indemnity, guaranty, warranty, <br />insurance policy, or bond, despite any provision in those instruments that addresses recovery or <br />subrogation rights. <br />14. POLICY ENTIRE CONTRACT <br />a. This policy together with all endorsements, if any, issued by the Company is the entire policy and <br />contract between the Insured and the Company. In interpreting any provision of this policy, this <br />policy will be construed as a whole. This policy and any endorsement to this policy may be <br />evidenced by electronic means authorized by law. <br />b. Any amendment of this policy must be by a written endorsement issued by the Company. To the <br />extent any term or provision of an endorsement is inconsistent with any term or provision of this <br />policy, the term or provision of the endorsement controls. Unless the endorsement expressly <br />* Copyright 2025 First American Financial Corporation. All rights reserved. <br />All Information, data, and material created or compiled by or on behalf of First American Financial Corporation is restricted and may not be copied <br />The use of this Form (or any derivative thereof) is restricted to ALTA licensees and ALTA members in goad standing as of the date of use. All other <br />uses are prohibited. Reprinted under license from the American Land Title Association. <br />Farm 50125406 (5-24-22) Page 26 of 30 <br />y �'a'tif 3D2.2-sPR� PURCHASE AGREEMENT aT,v f;,�i ��%'�{•q <br />REV: 10-15-25 VR <br />
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