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BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE, P.C.
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ANN c..PEL..„ER aRADLEY..DEANAN June 21,2007
ATTORNEY'S TITLE OPINION PREPARED PURSUANT TO
CHAPTER 354.11(3)OF THE CODE OF IOWA
Mayor&Members of the
Ames City Council
515 Clark Avenue
Ames,Iowa
Re. See Exhibit"A"
Pursuant to Iowa Code Section 354.11(3), the undersigned has made an examination of
the Abstract of Title for the land being platted as "Streets of North Grand, an Official Plat,now
included in and forming a part of the City of Ames, Story County, Iowa." Said land is legally
described as set forth in Exhibit "A" attached hereto and incorporated herein by this reference
and is hereinafter referred to as the "Property". As of the 21"`day of March, 2007 at 8:00 a.m.,
which is the date and time of the last continuation of the Abstract of Title to the Grand Center
Partners, LLC Property prepared from July 27, 2005 by Story County Title,Inc., as Abstract of
Title No. 101134;and as of the 23ra day of May,2007 at 3:29 p.m.,which is the date and time of
the last continuation of the Abstract of Title to the North Grand Mall Partners, LLC Property
prepared from original entry and root of title by Story County Title,Inc.,as Abstract of Title No.
101512;the proprietors and record fee title owners of the Property,are as follows:
Grand Center Partners,LLC,a Delaware limited liability company,as to the real estate
designated as the"Grand Center Partners,LLC Property"on the attached Exhibit"A"pursuant to
a Special Warranty Deed dated May 24, 2006, filed June 5, 2006 and recorded as Instrument
No.06-06390 of the Story County Records.
North Grand Mall Partners,LLC, a Delaware limited liability company, as to the real
estate designated as the"North Grand Mall Partners, LLC Property"on the attached Exhibit"Al'
pursuant to a Special Warranty Deed dated December 10, 2004, filed December 30, 2004 and
recorded as Instrument No.04-17129 of the Story County Records.
City of Ames, Iowa as to Thirty (30) feet on each side of a line beginning at the
Northwest comer of Lot 11, North Park Subdivision to the City of Ames, Iowa, thence South
294.06 feet,thence Southeasterly on a 260.4354 foot radius curve with a central angle of 51°49',
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BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE, P.C.
thence continuing Southeasterly 99.0 feet,thence to the left on a 260.4354 foot radius curve with
a central angel of 51,49' to the South line of said Lot 11 (except that portion lying in Lot 12,
North Park Subdivision, which property is designated as Lot"A" on the Final Plat of Streets of
North Grand pursuant to a Deed of Declaration dated February 15, 1972, filed March 10, 1972
and recorded in Book 147 a page 349 of the Story County Records.
subject to the Special Exceptions and Standard Exceptions noted on the attached Schedules.
Together the Grand Center Partners,LLC Property,the North Grand Mall Partners
Property,LLC and Lot"A"titled in the City of Ames constitute all real estate constituting the
plat to be known as Streets of North Grand,an Official Plat,City of Ames,Story County,Iowa.
This opinion is prepared pursuant to Iowa Code Section 354.11(3) and certain items
which may affect the Property,but which are not required to be noted for platting purposes have
been omitted from this Opinion.This is a limited Opinion and is given solely for the purposes set
forth in Iowa Code Section 354.11(3) and no Opinion is expressed herein with respect to those
matters that affect the Property which are not required to be noted pursuant Iowa Code Section
345.11(3).
BRADSHAW,FOWLER,PROCTOR&
FAIRGRAVE,P.C.
.C- i C
Patrick T.Burk
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BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE, P.C.
SCHEDULE A
SPECIAL EXCEPTIONS
In regards to the Grand Center Partners,LLC Property:
1. Real Estate Taxes. All real estate taxes through years 2005/2006 and payable in
fiscal year 2006/2007 are as follows:
Parcel Nos.05-34-227-050;05-34-227-022;and 05-34-227-100
Ist Installment-$87,732.00—paid
2nd Installment-$87,732.00—due but not delinquent
2. Zonin . This property is subject to the zoning restrictions of the City of Ames,
Story County,Iowa.
3. Mortgage, Entry No. 16 of Abstract No. 101134 discloses a $5,420,000.00
Mortgage from Grand Center Mall Partners, LLC to National City Bank of the Midwest dated
May 31,2006, filed June 5, 2006 and recorded as Instrument No. 06-06391 of the Story County
Records.
4. Assignment of Leases and Rents. Entry No. 17 of Abstract No. 101134 discloses
an Assignment of Leases and Rents by Grand Center Mall Partners, LLC to National City Bank
of the Midwest dated May 31,2006,filed June 5,2006 and recorded as Instrument No.06-06393
of the Story County Records.
5. Financing Statement. Entry No. 18 of Abstract No. 101134 discloses a Financing
Statement by Grand Center Partners, LLC to National City Bank of the Midwest filed June 5,
2006 and recorded as Instrument No.06-06394 of the Story County Records.
In regards to the North Grand Mall Partners,LLC Property:
I. Real Estate Taxes. All real estate taxes through years 2005/2006 and payable in
fiscal year 2006/2007 are as follows:
Parcel No.05-34-227-110
1st Installment-$597,216.00—paid
2nd Installment-$360,256.00—paid
2. Zonin . This property is subject to the zoning restrictions of the City of Ames,
Story County,Iowa.
3. Mortgages.
a. Entry No. 116 of Abstract No. 101215 discloses a $33,600,000.00
Mortgage from North Grand Mall Partners, LLC to National City Bank of the Midwest
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BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE, P.C.
dated December 14, 2004, filed December 30, 2004, and recorded as Instrument
No.04-17130 of the Story County Records.
b. Entry No. 121 of Abstract No. 101215 discloses a$5,420,000.00 Mortgage
from North Grand Mall Partners, LLC to National City Bank of the Midwest dated
May 31, 2006, filed June 5, 2006, and recorded as Instrument No.06-06392 of the Story
County Records.
C. Entry No. 125 of Abstract No. 101512 discloses a $33,880,000.00
Mortgage from North Grand Mall Partners, LLC to Prudential Mortgage Capital
Company, LLC dated May 16, 2007, filed May 23, 2007, and recorded as Instrument
No.07-05279 of the Story County Records.
d. Entry No. 128 of Abstract No. 101512 discloses an Assignment of
Mortgage from Prudential Mortgage Capital Company, LLC to Prudential Mortgage
Capital Funding, LLC dated May 16, 2007, filed May 23, 2007, and recorded as
Instrument No. 07-05282 of the Story County Records. This Assignment assigns the
Mortgage described in paragraph 3(c)above,and recorded as Instrument No.07-05279 of
the Story County Records.
4. Assignment of Leases and Rents.
a. Entry No. 117 of Abstract No. 101215 discloses an Assignment of Leases
and Rents from North Grand Mall Partners, LLC to National City Bank of the Midwest
dated December 14, 2004, filed December 30, 2004, and recorded as Instrument
No.04-17131 of the Story County Records.
b. Entry No. 126 of Abstract No. 101512 discloses an Assignment of Leases
and Rents from North Grand Mall Partners, LLC to Prudential Mortgage Capital
Company, LLC dated May 16, 2007, filed May 23, 2007, and recorded as Instrument
No.07-05280 of the Story County Records.
c. Entry No. 129 of Abstract No. 101512 discloses an Assignment of
Assignment of Leases and Rents from Prudential Mortgage Capital Company, LLC to
Prudential Mortgage Capital Funding, LLC dated May 16,2007,filed May 23,2007,and
recorded as Instrument No. 07-05283 of the Story County Records. This Assignment
assigns the Assignment of Leases and Rents described in paragraph 4(b) above, and
recorded as Instrument No.07-05280 of the Story County Records.
5. Financing Statements.
a. Entry No. 115 of Abstract No. 101215 discloses a Financing Statement
from North Grand Mall Partners, LLC to National City Bank of the Midwest filed
December 30, 2004 and recorded as Instrument No.04-17132 of the Story County
Records.
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BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE, P.C.
b. Entry No. 118 of Abstract No. 101215 discloses a Financing Statement
from North Grand Mall Partners, LLC to National City Bank of the Midwest filed
January 6,2005 and recorded as Instrument No.05-00230 of the Story County Records.
C. Entry No. 127 of Abstract No. 101512 discloses a Financing Statement
from North Grand Mall Partners, LLC to Prudential Mortgage Capital Company, LLC
filed May 23, 2007 and recorded as Instrument No.07-05281 of the Story County
Records.
d. Entry No. 130 of Abstract No. 101512 discloses an Assignment of UCC
Financing Statement from Prudential Mortgage Capital Company, LLC to Prudential
Mortgage Capital Funding,LLC filed May 23, 2007, and recorded as Instrument No. 07-
05284 of the Story County Records. This Assignment assigns the UCC Financing
Statement described in paragraph 5(c)above,and recorded as Instrument No.07-05281 of
the Story County Records.
This Report is being provided to accompany the final plat of Streets of North Grand,to
become a part of the City of Ames,Story County,Iowa.
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BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE, P.C.
SCHEDULE B
STANDARD EXCEPTIONS
Parties in possession, if other than the titleholder(s),may have rights of which you must
take notice not appearing in the abstract.
Easements,or claims of easements, may exist which are not shown of record and do not
appear in the abstract.
Liens may exist for labor and materials furnished in the improvement of the property for a
period of ninety days after the furnishing thereof without being placed of record so as to show in
the abstract.
Special assessments may subsequently be filed of record against the property: i) for
municipal services rendered prior to closing, and ii)by virtue of a resolution of necessity having
been adopted by the taxing authority where the property is located but not certified to the County
Treasurer.
No opinion is expressed herein with respect to the accuracy of surveys or the relationship
of the legal descriptions by metes and bounds contained in the abstract to lot lines in plats or
section lines.An accurate survey may show encroachments,overlappings or shortages not shown
in the abstract. A physical inspection of the Property should be conducted to confirm that the
boundaries are not in dispute,are free of encroachments,and that the description contained in the
Abstract corresponds to the Property to satisfy yourself as to the boundaries of the property and
as to the location of any improvements thereon.
The abstract of title does not disclose the existence of environmental deficiencies such as
underground storage tanks, wells, solid waste, hazardous wastes, asbestos, or radon gas.
Liability for removal and remediation may be imposed by virtue of ownership of the property
even though one may not have been responsible for the deficiency.
BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE, P.C.
Exhibit"A"
GRAND CENTER PARTNERS,LLC PROPERTY
PARCEL I:
COMMENCING AT THE SOUTHEAST(SE)CORNER OF THE NORTHEAST QUARTER
(NE 1/4)OF THE NORTHEAST QUARTER(NE 1/4)OF SECTION THIRTY-FOUR(34),
TOWNSHIP EIGHTY-FOUR(84)NORTH,RANGE TWENTY-FOUR(24)WEST OF THE
5TH P.M.,STORY COUNTY,IOWA;THENCE SOUTH 89 DEGREES 39 MINUTES 30
SECONDS WEST,60.0 FEET;THENCE NORTH 0 DEGREES 28 MINUTES 30 SECONDS
EAST,PARALLEL TO THE EAST LINE OF SAID SECTION 34,A DISTANCE OF 35.0
FEET TO THE POINT OF BEGINNING;THENCE CONTINUING NORTH 0 DEGREES 28
MINUTES 30 SECONDS EAST,498.5 FEET;THENCE NORTH 89 DEGREES 31 MINUTES
42 SECONDS WEST,584.4 FEET;THENCE SOUTH 0 DEGREES 28 MINUTES 30
SECONDS WEST,341.78 FEET;THENCE NORTH 89 DEGREES 39 MINUTES 30
SECONDS EAST,214.77 FEET;THENCE SOUTH 0 DEGREES 24 MINUTES 30 SECONDS
WEST, 165.0 FEET;THENCE NORTH 89 DEGREES 39 MINUTES 30 SECONDS EAST,
369.5 FEET TO THE POINT OF BEGINNING,EXCEPT THE EAST 140 FEET OF THE
SOUTH 160 FEET THEREOF;
AND
PARCEL2:
COMMENCING AT THE SOUTHEAST(SE)CORNER OF THE NORTHEAST QUARTER
(NE 1/4)OF THE NORTHEAST QUARTER(NE 1/4)OF SECTION THIRTY-FOUR(34),
TOWNSHIP EIGHTY-FOUR(84)NORTH,RANGE TWENTY-FOUR(24)WEST OF THE
5TH P.M.,IN THE CITY OF AMES,STORY COUNTY,IOWA;THENCE NORTH 00
DEGREES 28 MINUTES 30 SECONDS EAST,706.45 FEET ALONG THE EAST LINE OF
THE NE 1/4 NE 1/4 OF SAID SECTION 34;THENCE NORTH 89 DEGREES 39
MINUTES 30 SECONDS WEST, 100.0 FEET TO THE POINT OF BEGINNING;THENCE
CONTINUING NORTH 89 DEGREES 39 MINUTES 30 SECONDS WEST,80.00 FEET;
THENCE NORTH 00 DEGREES 28 MINUTES 30 SECONDS EAST, 100.00 FEET;THENCE
SOUTH 89 DEGREES 39 MINUTES 30 SECONDS EAST,80.00 FEET;THENCE SOUTH 00
DEGREES 28 MINUTES 30 SECONDS WEST, 100.00 FEET TO THE POINT OF
BEGINNING.
NORTH GRAND MALL PARTNERS,LLC PROPERTY
TRACT I:
COMMENCING AT THE SOUTHEAST CORNER OF THE NORTHEAST 1/4 OF THE
NORTHEAST 1/4 OF SECTION 34,TOWNSHIP 84 NORTH,RANGE 24 WEST OF THE
FIFTH PRINCIPAL MERIDIAN,STORY COUNTY,IOWA;THENCE SOUTH 89 DEGREES
39 MINUTES 30 SECONDS WEST,60 FEET;THENCE NORTH 0 DEGREES 28 MINUTES
30 SECONDS EAST,PARALLEL TO THE EAST LINE OF SAID SECTION 34,A
DISTANCE OF 533.50 FEET TO THE POINT OF BEGINNING;THENCE CONTINUING
NORTH 0 DEGREES 28 MINUTES 30 SECONDS EAST,793.99 FEET TO THE NORTH
LINE OF SAID SECTION 34;THENCE SOUTH 89 DEGREES 43 MINUTES 15 SECONDS
lot, 30
BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE, P.C.
WEST, 10.00 FEET; THENCE NORTH 0 DEGREES 07 MINUTES 24 SECONDS EAST,
631.75 FEET TO THE SOUTH LINE OF 30TH STREET;THENCE SOUTH 89 DEGREES 46
MINUTES 10 SECONDS WEST,ALONG THE SOUTH LINE OF 30TH STREET A
DISTANCE OF 1025.45 FEET TO THE NORTHWEST CORNER OF LOT 11,NORTH PARK
SUBDIVISION OF AMES,IOWA;THENCE SOUTH 0 DEGREES 32 MINUTES 20
SECONDS WEST 632.22 FEET TO THE NORTH LINE OF SECTION 34;THENCE NORTH
89 DEGREES 43 MINUTES 15 SECONDS EAST,ALONG SAID NORTH LINE A
DISTANCE OF 276.70 FEET TO THE POINT OF INTERSECTION WITH THE
CENTERLINE OF FERNDALE AVENUE,EXTENDED NORTH;THENCE SOUTH 0
DEGREES 32 MINUTES 20 SECONDS WEST,784.00 FEET;THENCE SOUTH 89
DEGREES 31 MINUTES 42 SECONDS EAST,764.15 FEET TO THE POINT OF
BEGINNING,EXCEPTING THERE FROM THE FOLLOWING DESCRIBED PARCELS:
1.COMMENCING AT THE SOUTHEAST CORNER OF THE NORTHEAST 1/4 OF THE
NORTHEAST 1/4 OF SAID SECTION 34;THENCE NORTH 0 DEGREES 28 MINUTES 30
SECONDS EAST,ALONG THE EAST LINE OF THE NORTHEAST 1/4 OF THE
NORTHEAST 1/4,706.45 FEET;THENCE NORTH 89 DEGREES 39 MINUTES 30
SECONDS WEST, 100.00 FEET TO THE POINT OF BEGINNING;THENCE NORTH 89
DEGREES 39 MINUTES 30 SECONDS WEST,80.00 FEET;THENCE NORTH 0 DEGREES
28 MINUTES 30 SECONDS EAST, 100.00 FEET;THENCE SOUTH 89 DEGREES 39
MINUTES 30 SECONDS EAST,80.00 FEET;THENCE SOUTH 0 DEGREES 28 MINUTES
30 SECONDS WEST, 100.00 FEET TO THE POINT OF BEGINNING.
2.ALL THAT PORTION OF FERNDALE AVENUE INCLUDED THEREIN.
TRACT II:
COMMENCING AT THE SOUTHEAST CORNER OF THE NORTHEAST 1/4 OF THE
NORTHEAST 1/4 OF SECTION 34,TOWNSHIP 84 NORTH,RANGE 24 WEST OF THE
FIFTH PRINCIPAL MERIDIAN;THENCE NORTH 0 DEGREES 28 MINUTES 30 SECONDS
EAST,ALONG THE EAST LINE OF SAID SECTION 34,35.00 FEET;THENCE SOUTH 89
DEGREES 39 MINUTES 30 SECONDS WEST,PARALLEL TO THE SOUTH LINE OF SAID
NORTHEAST 1/4 OF THE NORTHEAST 1/4 429.50 FEET;THENCE NORTH 0 DEGREES
24 MINUTES 30 SECONDS EAST, 165.00 FEET;THENCE SOUTH 89 DEGREES 39
MINUTES 30 SECOND WEST,214.77 FEET;THENCE NORTH 0 DEGREES 28 MINUTES
30 SECONDS EAST,6.00 FEET TO THE POINT OF BEGINNING;THENCE SOUTH 89
DEGREES 39 MINUTES 30 SECONDS WEST, 150.40 FEET;THENCE NORTH 00
DEGREES 32 MINUTES 20 SECONDS EAST,ALONG THE EAST LINE OF FERNDALE
AVENUE,337.90 FEET;THENCE SOUTH 89 DEGREES 31 MINUTES 42 SECONDS
EAST, 149.75 FEET;THENCE SOUTH 0 DEGREES 28 MINUTES 30 SECONDS WEST,
335.78 FEET TO THE POINT OF BEGINNING,SITUATED IN STORY COUNTY,IOWA.
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