HomeMy WebLinkAbout962499RECEIVED 12/27/2011 at 2:12 PM
RECEIVING 962499
BOOK: 778 PAGE: 418
JEANNE WAGNER
LINCOLN COUNTY CLERK, KEMMERER, WY
AGREEMENT, ESTOPPEL AFFIDAVIT, AND
STATEMENT OF VOLUNTARY SURRENDER
WHEREAS, AGREEMENT, ESTOPPEL AFFIDAVIT, AND STATEMENT OF
VOLUNTARY SURRENDER "Agreement is made as of the 2 3 day of December, 2011 by
and between Bruce M. Davis, a married man, whose address is 406 Hillview Drive, Afton, Wyoming
83110, and Daniel M. Allphin, a married man, whose address is 4841 W. Johnathan, Highland, Utah
84003, as joint tenants with rights of survivorship, (jointly, "Borrower and Ralph Call, President of
PIONEER BUILDERS COMPANY, INC., a Utah Corporation, addressed at 225 S. Cordova
Avenue, LeCenter, Minnesota "Lender
WITNESSETH:
A. Borrower owns fee simple title to the real estate and the improvements thereon
commonly known as 117 acres located in the Bedford, Wyoming area:
See the Attached Exhibit "A Parcel 1 and Parcel 2.
B. Lender made loans to Borrower and Borrower made promises to pay as follows:
00418
1. A Real Estate Mortgage securing a Promissory note in the original principal
sum of $1,000,000.00 dated August 23, 2007; said Mortgage being that which was
recorded in the land records of Lincoln County, Wyoming on August 24, 2007 in Book
669 beginning at Page 879 as receiving No. 932460, and as amended;
2. Modification of Mortgage Agreement dated June 17, 2008; said Modification of
Mortgage being that which was recorded in the land records of Lincoln County,
Wyoming on June 26, 2008 in Book 698 beginning at Page 489 as receiving No.
940120.
3. Notice of Interest as promise to pay the above named Mortgages; which Notice
of Interest dated 27 day of April, 2009 being that which was recorded in the land
records of Lincoln County, Wyoming on May 15, 2009 Book 723 beginning at Page
101 as receiving No. 947205.
(together known as, the "Loans and the documents forming them, the "Loan documents
C. Borrower is in default under the Loans because they have failed to make payments that
are due and owning to Lender "Borrower's Default Borrower is unable to proceed with the
sales of properties as agreed in the giving of the Notice of Interest to the Lender.
I. PROPERTY TRANSFERRED IN LIEW OF FORECLOSURE:
B. Transfer of Property. Subject to the terms, provisions, conditions, covenants, and
agreements herein contained, Borrower agrees to sell, grant, transfer, assign, and convey to
Lender and Lender agrees to acquire from Borrower absolutely and free of any right of
redemption or other right or interest of Borrower or anyone claiming by, through, or under
Borrower, the Property: good, valid, indefeasible, and marketable fee simple title to the land
and to all buildings, fixtures, and other improvements situated on the land listed as Parcel 1
and Parcel #2 in Exhibit "A" as attached hereto, and all of Borrower's right, title, and interest
in and to any and all easements, rights, tenements, and appurtenances thereunto belonging or
appertaining to the land and improvements.
II. CONSIDERATIONS:
00419
D. Lender is hereby accelerating the entire principal amount of Loans, together with all
accrued interest thereon; and all monies thereby are now due and owning.
E. In order to avoid the financial hardship and damage to reputation that would result from
the Borrower's Default, Borrower hereby requests that parties resolve Borrower's Default to
Lender by a conveyance in lieu of foreclosure of the following real estate.
F. The fair market value of the "Property" does not exceed the total outstanding unpaid
principal, interest accrued and unpaid thereon, and other outstanding indebtedness due and
owning under the Loans.
G. Lender wishes to accept the conveyance of the "Property" pursuant to this Agreement
to avoid the necessity of litigation, foreclosure, the delays associated therewith, and to avoid
the delays associated with Borrower's statutory redemption rights, if any, with respect to the
Property; and Lender acknowledges that the provisions of this Agreement directly benefit
Lender in this regard.
NOW THEREFORE, for and in consideration of the foregoing property and for other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Borrower and
Lender as witnessed by their signatures below do hereby AGREE AND COVENANT as follows:
A. Incorporation. This agreement incorporates the entire agreement, and all other
instruments and documents executed and delivered at Closing by either party hereto,
collectively embody the entire agreement between the parties in connection with the
transaction contemplated hereby and there are no oral or parol agreements, representations, or
inducements existing between the parties relating to the transaction contemplated hereby that
are not expressly set forth herein and covered hereby. This agreement may not be modified
except in writing signed by all of the parties hereto.
A. Covenant Not to Sue. In consideration for the transfer by Borrower of the Property to
Lender, and subject to the terms, provisions, and conditions herein contained at the "Closing"
(as hereinafter defined) Lender hereby covenants not to sue Borrower for addition monies and
the transfer of the Property hereby satisfies all mortgages, note(s) and accrued interests
associated with this Property; and Borrower hereby covenants not to sue Lender for any
interests real or otherwise now invested in the Property by Borrower.
Notwithstanding the foregoing, Lender reserves the right to sue (including, without
limitation, the right to counterclaim against) and obtain and satisfy a judgment against
Borrower to the full extent of any indemnification obligations of Borrower under this Purchase
Agreement or by reason of claims of causes or action arising out of: (a) any breach of the
covenants, representations, warranties, and agreements by Borrower Documents; or (b) fraud.
B. No Additional Payments Required. Borrower and Lender agree that any monies paid
to the Lender as of Closing along with the above consideration are adequate and no additional
consideration, in cash or other wise, is required for this Agreement.
III. OWNER'S TITLE POLICY:
A. Owner's Title Policy. As a condition to Lender's obligation to close, Buyer must, at
Closing, obtain from Home Town Title Company "Title Company an Owner's Title
Insurance Policy acceptable to Lender "Title Policy dated as of the Closing Date naming
Lender as the insured, which Title Policy shall show fee simple title to the Property vested in
Lender subject only to the Permitted Exceptions. The Title Policy must: (a) be in the amount
of the indebtedness evidenced by the Note which is outstanding on the Closing Date or for the
lesser amount or $468,000.00 as Lender has agreed to accept; (b) delete any so- called
"creditors" rights exclusion or exception; and (c) include such reinsurance (with such
reinsurers) as Lender may require, together with direct access agreements with such reinsurers.
B. Borrower Cooperation. Borrower shall cooperate with Lender to permit Lender to
obtain the Title policy.
IV. CLOSING:
00420
A. Closing. Provided all terms, provisions, and conditions contained in this Purchase
Agreement to be satisfied on or before Closing have been timely satisfied so as to provide for
the closing of the transaction contemplated hereby, including without limitations, the vesting in
Lender of good, valid, indefeasible, and marketable fee simple title to the Property, subject
only to the Permitted Exceptions, closing of the transaction contemplated hereby "Closing
shall take place at the home of Ralph Call, or such other place as he shall request, on the
day of December, 2011, or on such other date or such other place as may be mutually
agreed upon in writing by Borrower and Lender. Each party shall have the right to inspect all
documents prior to, at the time of closing. This Agreement shall not be merged into the
Escrow Agreement, but the Escrow Agreement shall be deemed auxiliary to this Agreement
and as between the parties hereto, upon failure of the escrow or otherwise, the provisions of
this Purchase Agreement shall be controlling.
B. Closing Defined and Closing Deliveries. Closing is defined as the latest date when the
Borrower delivers the following documents to the Lender:
1. This Agreement signed by Borrower.
2. Deed in Lieu of Foreclosure Parcel 1.
and Lender simultaneously delivers the following documents to the Borrower:
00421
3. Deed in Lieu of Foreclosure Parcel 2.
4. The Title Policy. Title Insurance Policy (or a "marked -up" title commitment to
issue the Title Policy) together with executed reinsurance agreements
containing direct access provisions with all reinsurers shall be delivered to
Lender in the amount specified by Lender.
5. Owner's Affidavit. Borrower shall deliver to Lender and the Title Company its
duly executed Title Company Owner's Affidavit.
6. Estoppel Affidavit signed by Borrower.
7. Possession. Borrower shall deliver possession of the Property to Lender at the
time of exchange of the documents.
1. This Agreement signed by the Lender.
2. Mortgage Release for the Note of Interest for the properties owned by Bruce M.
Davis located in Thayne, Wyoming and the property owned by Daniel M.
Allphin located in Annabella, Utah signed by Lender.
V. COOPERATION:
A. Cooperation. Commencing on the date of this Agreement, Borrower will reasonably
cooperate, upon Lender's request, with Lender, including, without limitation, any management
company designated by Lender to facilitate an orderly transfer of the ownership and
management of the Property.
VI. REPRESENTATIONS AND WARRANTIES:
A. Representation of Warranties of Lender.
(a) Lender is an organized and existing corporation in good standing under the laws
of the State of its incorporation, Utah. Pioneer Builders Company of Nevada's
name was changed to Pioneer Builders Company, Inc. (see Attached
documentation.
(b) Lender has the right, power and authority to execute this Agreement and to
perform its obligations under the Agreement. The execution and delivery of
this Agreement by Lender and the performance by Lender under this Agreement
has been authorized by all necessary corporate action of Lender.
B. Representations and Warranties of Borrower. Borrower represents and warrants to
Lender as follows:
(a.) Payment of Assessments:
1. Borrower agrees to pay any and all of the irrigation assessments due the
Upper Strawberry Canal Company, Bedford, Wyoming prior to and
through the end of 2011, and Lender agrees to pay any assessments
which accrue as of January 1, 2012.
2. Borrower agrees to pay any and all property tax assessments due prior to
and through the end of the year 2011, and Lender agrees to pay any
property tax assessments which accrue as of January 1. 2012.
00422
3. Borrower agrees to provide documents for irrigation water permits and a
review of mineral rights, and will transfer all water rights and all
interests in mineral rights as maybe currently owned by the Borrower.
(b.) Arm's- Length Transaction. Borrower has requested conveyance of title to the
Property in lieu of the exercise of Lender's remedies pursuant to the Loans and through
the negotiation, preparation, and execution of this Agreement has been, and will
through the Closing be represented by competent legal counsel of their own choosing,
or if Borrow has not obtained such representation, that is because Borrower has chosen
not to do so and is relying on Borrower's own knowledge and review of this
transaction. This Agreement was entered into out of the free will of Borrower and
pursuant to arm's- length negotiations and Borrower believe this Agreement is fair.
Lender has not taken advantage of Borrower by threats, intimidation, overreaching,
unconscionable conduct, or otherwise and Borrower is proceeding in this transaction
voluntarily with what Borrower perceives to be Borrower's own best interest.
(c.) Bankruptcy. Borrower has not filed a petition in any case, action, or proceeding
under the Bankruptcy Code or any similar state law: no petition in any case, action, or
proceeding under the Bankruptcy Code or any similar state law has been filed against
Borrower that has not been dismissed or vacated; and neither borrower nor Guarantor
have filed an answer or otherwise admitted writing insolvency or inability to pay their
debts or make an assignment for the benefit of creditors or consented to an appointment
of a receiver or trustee of all or a material part of their property. The transaction
contemplated herein is not a preference, voidable transfer, fraudulent conveyance, or
otherwise in violation of a Bankruptcy code or any other similar state or federal law.
(d.) Absence of Litigation. Borrower has not received any written notice of any, nor
is there any, pending or, to the best of Borrower's knowledge any threatened, litigation
or administrative proceeding involving in any manner the Property or the ownership,
use, or maintenance thereof or this transaction.
(e.) Prior First Right of Refusal. Borrower and Lender acknowledge that the
former owner of the Property has a First right of Refusal on the Property which was
recorded in the land records of Lincoln County, Wyoming on September 9, 2007 in
Book 672 beginning at Page 738 as receiving No. 933263.
(f.) Marketable Title. Borrower owns the Property in fee simple and has good title
to the Property. There are no existing liens, encumbrances, agreements,
encroachments, overlaps, special assessments, claims, leases, tenancies, other adverse
interests, or defects upon or affecting the Property, except the Permitted Exceptions and
the Loan. Upon the conveyance of the Property to Lender, Lender will acquire and
have good, marketable, and indefeasible title thereto, subject property tax assessments
as herein stated and subject to any easements of sight or record, and restrictions and
rights of way of record.
(g.) Property is in compliance with applicable governmental laws. The Property is
in compliance with all applicable governmental laws and Borrower has not received
notice and does not have knowledge that the Property is not in compliance with such
laws. No authorization or approval of any governmental authority is required to be
obtained by Borrower in connection with their execution, delivery, and performance of
the Agreement.
(h.) No Contracts or Agreements. There are no contracts or agreements, oral or
written, to which Borrower is a party that affects the Property.
(i.) No Unpaid bills. There are no unpaid bills or invoices for labor, services, or
work performed upon the Property that could result in the filing of mechanic's material
men's, or laborer's liens on the Property.
(j.) No broker's Commissions. No Broker's commissions or finder's fees are
owing, or may be owed, to any person or entity.
(k.) No Hazardous Materials. To the best of borrower's knowledge, there has been
no presence, use, generation, release, production, disposal, migration or storage on the
Property of any hazardous materials or any other activity that could have toxic results,
and there is no proceeding or inquiry by any governmental agency with respect thereto.
(1.) Successors and Assigns. This Agreement shall be binding upon and shall
inure to the benefit of the parties hereto, and their respective heirs, administrators,
executors, personal representatives, successors, and assigns.
(m.) No Notice of Pending Condemnation. Borrower and Guarantor have not
received any notice of, and have no knowledge of, any pending condemnation
proceeding or conveyance in lieu thereof, or threatened rezoning, of the Property or any
portion thereof.
(n.) Indemnity. Borrower agrees to defend, indemnify, and hold Lender and
Lender's successors, assigns, members, officers, participants, shareholders, directors,
and personal representatives (collectively, the "Lender- Connected Parties harmless
from and against any losses, damages, costs (including, without limitation, attorneys'
fees, court costs, and costs of appeal), expenses, judgments, liens, decrees, fines,
penalties, liabilities, claims, actions, suits, and cause of action arising, directly or
indirectly, from: (a) any breach, default, or violation by borrower of any covenant,
pertaining to the Property arising prior to the closing.
VII. ABSOLUTE CONVEYANCE:
00423
A. Conveyance. The conveyance of the Property to Lender according to the terms of this
Purchase Agreement is an absolute conveyance for value and the consideration is the cancellation of
all grantor's right, title, and interest in and to the Property in fact as well as form and was not and is
not now intended as a mortgage, trust conveyance, deed of trust, or security instrument of any kind,
and that the consideration for such conveyance is exactly as recited herein and is the cancellation of
the dept secured by the Mortgages named above and borrower has no further interest (including rights
of redemption) or claims in and to the Property or to the rents, proceeds and profits that may be
derived thereof, of any kind whatsoever.
VII. NO OBLIGATION OF LENDER TO THIRD PARTIES:
A. No third parties obligations. Grantor hereby agrees that the acceptance by Pioneer
Builders Company, Inc. of title to the Property in lieu of foreclosure pursuant to the terms of the
warranty deed in lieu of foreclosure shall not create any obligation on the part of Pioneer Builders
Company, Inc. to third parties who have claims of any kind whatsoever against Grantor with respect to
the Property, and Pioneer Builders Company, Inc. does not hereby assume or agree to discharge any
claims of such third parties or any liabilities of grantor in any way connected with or pertaining to any
of the Property.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the L r day
December, 2011 by their signatures below.
BORROWER:
State of
County of
j
Daniel M. Allphin
�C� r
elf
Notary Public
KIM BOWLES
Commission #649187
My Commission Expires
November 3, 2015
State of Utah
OMR MOP WSW
:SS
Mailing Address: S/ 'Ste/ 1- -s e% dw /1'
,7
This Instrument was acknowledged before me on day of December, 2011, by Daniel M.
Allphin.
(Signa f otary Public Officer)
My Commission Expires
1 /20
00424
BORROWER:
&A-
Bruce M. Davis
State of (fGl
County of 17 CaKe
This Instrument was acknowledged before me on ,,2 5 of ecember, 2011, by Bruce M. Davis.
Notary Public I
KIM BOWIES 11
Commission #649137
My Commission Expires
November 3, 2015
State of Utah p
non Mel OMB .11160 min ISM W.F. J
:SS
LENDER:
Pioneer Builder ompany, Inc., by Ralph Call, President
Mailing Address: /ZS 5 6/4A-t/4' a'
Z€6. 4 11-
State of
County of C ;dr_ c�!�
:SS
(S• .tune "1Votary Public Officer)
My Commission Expires:
117,5/24
This Instrument was acknowledged before me on /2.-- 3 f
(Signature
Mailing Address: ?c oo
61-7p --fgerz6615"
day of
2011, by Ralph C 1i President of Pioneer Builders Company, Inc..
Dry Public Officer)
My Commission Expires:
27 .5
DAVID E. MUMM
Notary Pubhc
State of Utah
Comm. No. 610467
My Comm. Expire: Jun 15, 2015
00425
AS TO PARCEL IA:
ALL OF THE SW1/4 NE1 /4 AND S 1/2 NW 1/4 NE1 /4 OF SECTION 32, T34N, RI18W, OF THE 6 P.M. LOCATED SOUTH OF
BEDFORD, LINCOLN COUNTY, WYOMING AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE CENTER QUARTER CORNER OF SAID SECTION 32 AND RUNNING N0 °1 I'34 "E, 1326.47 FEET TO
THE NORTHWEST CORNER OF SAID SW I/4 NE1 /4;
THENCE CONTINUING N0 °11'24 "E, 662.81 FEET TO THE NORTHWEST CORNER OF THE SI /2 NW1 /4 NE1 /4;
THENCE S89 °50'49 "E, 1318.51 FEET TO THE NORTHEAST CORNER OF SAID S1 /2 NW 1/4 NE1 /4;
THENCE S0 °05'30 "W, 662.49 FEET TO THE SOUTHEAST CORNER OF SAID S1 /2 NW 1/4 NE1 /4;
THENCE CONTINUING S0 °05'30 "W, 1324.98 FEET TO THE SOUTHEAST CORNER OF SAID SW1/4 NEI /4;
THENCE N89 °57'43 "W, ALONG THE SOUTH LINE OF LAST SAID SW1/4 NE1 /4 1322.06 FEET TO THE POINT OF
BEGINNING.
PARCEL IB:
TOGETHER WITH AN EASEMENT FOR INGRESS, EGRESS AND UTILITIES OVER, UNDER AND THROUGH A 60.00
FOOT WIDE STRIP OF LAND THE SOUTH AND EAST LINES THEREOF BEING DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF THE ABOVE DESCRIBED PARCEL OF LAND AND RUNNING
S89 °57'09 "E, 991.75 FEET;
THENCE NORTH 666.00 FEET;
THENCE S89 °57'09 "E, 330.00 FEET, MORE OR LESS, TO THE EAST LINE OF SAID SECTION 32.
PARCEL IC:
PARCEL ID:
EXHIBIT "A"
ALSO TOGETHER WITH A NON EXCLUSIVE EASEMENT FOR INGRESS, EGRESS AND UTILITIES OVER UNDER AND
THROUGH A 60.00 FOOT WIDE EASEMENT LYING TO THE RIGHT OF THE FOLLOWING DESCRIBED LINE FROM THE
LINCOLN COUNTY ROAD NO 12 -126 (STRAWBERRY ROAD) TO THE WESTERLY LINE OF THE PARCEL OF LAND
ABOVE DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT IN THE NORTH LINE OF THE NW 1/4 OF SAID SECTION 32 SAID POINT BEING 988.07 FEET,
MEASURED DISTANCE (60 RODS OF RECORD), N89 °49'52 "W FROM THE NORTHEAST CORNER OF SAID NW1 /4;
THENCE RUNNING S0 °20' 13 "W ALONG THE WEST LINE OF THE ELNO FLUCKIGER PARCEL, 663.86 FEET TO THE
SOUTHWEST CORNER OF SAID FLUCKIGER PROPERTY AND THE NORTHWEST CORNER OF THE BEDFORD WATER
AND SEWER DISTRICT EASEMENT;
THENCE CONTINUING ALONG TIIE BOUNDARY LINES OF SAID BEDFORD WATER AND SEWER DISTRICT
EASEMENT, THE FOLLOWING COURSES AND DISTANCES: S0 °20' 13 "W 200.00 FEET; S89 °53' 10 "E 200.00 FEET; AND
N0 °20' 13 "E 200.00 FEET TO THE SOUTH LINE OF SAID ELNO FLUCKIGER PROPERTY;
THENCE S89 °53' 10 "E ALONG THE SOUTH LINE OF SAID ELNO FLUCKIGER PROPERTY 789.77 FEET TO THE
SOUTHEAST CORNER OF THE ELNO FLUCKIGER PROPERTY AND THE NORTHWEST CORNER OF SAID PARCEL.
ALSO TOGETHER WITH AN EASEMENT FOR UTILITIES 10.00 FEET WIDE LYING SOUTH OF THE LINE DESCRIBED
AS FOLLOWS:
BEGINNING AT A POINT 1414.00 FEET SOUTH FROM THE NORTHEAST CORNER OF SAID SECTION 32, TO THE
SOUTHEAST CORNER OF THE AUSTIN J DAY PROPERTY;
THENCE WEST, ALONG THE SOUTH BOUNDARY OF SAID DAY PROPERTY 260.84 FEET TO THE SOUTHWEST
CORNER THEREOF;
THENCE N88° 13'49 "W 1059.56 FEET TO A POINT IN THE EAST LINE OF SAID PARCEL
00426
AS TO PARCEL 2A:
PARCEL 2B:
EXHIBIT A (Continued)
A PORTION OF THE NW1/4 OF SECTION 32, T34N, R118W, 6 P.M., LOCATED SOUTHWEST OF BEDFORD, LINCOLN
COUNTY, WYOMING AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
00427
BEGINNING AT THE SOUTHEAST CORNER OF SAID NW1/4 AND RUNNING N89 °'56' 10 "15 W, ALONG THE SOUTH LINE
OF SAID NW1/4, 1325.43 FEET TO THE SOUTHWEST CORNER OF THE SE1 /4 NW1/4;
THENCE RUNNING N0 °22' 19 "E, ALONG THE WEST LINE OF SAID SE1/4 NW1/4, 1327.56 FEET TO THE NORTHWEST
CORNER OF SAID SE1 /4 NW1 /4;
THENCE RUNNING S89 °55'33 "E, ALONG THE NORTH LINE OF SAID SE1 /4 NW1 /4, 269.88 FEET;
THENCE N0 °20' 13 "E, 1327.59 FEET, MORE OR LESS, TO A POINT IN THE NORTH LINE OF SAID SECTION 32;
THENCE S89 °49'52 "E, ALONG LAST SAID NORTH LINE, 60.00 FEET TO A POINT 988.07 FEET, MEASURED DISTANCE
(60 RODS OF RECORD), N89 °49'52" W, FROM THE NORTHEAST CORNER OF SAID NW1/4;
THENCE RUNNING S0 °20' 13 "W, ALONG THE WEST LINE OF THE ELNO FLUCKIGER PARCEL, 663.86 FEET TO THE
SOUTHWEST CORNER OF SAID FLUCKIGER PROPERTY; S89 °53' 10 "E, ALONG THE SOUTH LINE OF SAID FLUCKIGER
PROPERTY, 989.77 FEET TO THE NORTH EAST CORNER OF THE S1/2NE1/4 NW1/4 OF SECTION 32;
THENCE S0 °11'24 "W, ALONG THE EAST LINE OF SAID S1 /2NE1 /4NW1 /4, 662.81 FEET TO THE NORTH EAST CORNER OF
SAID SE1 /4NW1/4;
THENCE S0 °11'34 "W, ALONG THE EAST LINE OF SAID SE1 /4 NMI/4, 1326.47 FEET TO THE POINT OF BEGINNING.
TOGETHER WITH AN EASEMENT FOR INGRESS, EGRESS AND UTILITIES OVER, UNDER AND THROUGH A 60.00
FEET WIDE EASEMENT LYING TO "TIE RIGHT OF THE LINE DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHWEST CORNER OF THE SE1 /4 NW1 /4 OF SECTION 32;
THENCE RUNNING S89 °56'10 "E, ALONG THE SOUTH LINE OF LAST SAID SE1 /4 NWI /4, 1325.43 FEET TO THE
SOUTHWEST CORNER OF THE SW1/4 NE1 /4 OF SECTION 32;
THENCE S89 °57'43 "E, ALONG THE SOUTH LINE OF LAST SAID SW1 /4 NE1 /4, 1322.06 FEET TO THE SOUTHEAST
CORNER OF SAID SW1 /4 NE1 /4;
THENCE N0 °05'30 "E, ALONG THE EAST LINE OF SAID SW1/4 NE1 /4 FEET TO THE NORTHEAST CORNER OF
SAID SW1 /4 NE1 /4.
Dept. of Professional Licensing
(801)530 -6628
Utah Department of Commerce
Division of Corporations Commercial Code
160 East 300 South, 2nd Floor, S.M. Box 146705
Salt Lake City, UT 84114 -6705
Phone: (801) 530 -4849
Toll Free: (877) 526 -3994 Utah Residents
Fax: (801) 530 -6438
Web Site: http: /www.commerce.utah.gov
Registration Number: 7458039 -0142
Business Name: PIONEER BUILDERS COMPANY, INC
Registered Date: AUGUST 26, 1999
CERTIFIED COPY OF
ARTICLES OF DOMESTICATION
THE UTAH DIVISION OF CORPORATIONS AND COMMERCIAL CODE "DIVISION HEREBY
CERTIFIES THAT THE ATTACHED IS A TRUE, CORRECT AND COMPLETE COPY OF ARTICLES
OF DOMESTICATION SUBMITTED BY
PIONEER BUILDERS COMPANY OF NEVADA, INC
A NEVADA CORPORATION
FOR APPROVAL AND FILING BY THIS OFFICE ON SEPTEMBER 03, 2009 AND THAT THE
JSINESS NAME WAS CHANGED THEREBY TO
PIONEER BUILDERS COMPANY, INC
A UTAH CORPORATION
AS APPEARS OF RECORD IN THE OFFICE OF THE DIVISION.
Real Estate
17
Kathy Berg
Director
Division of Corporations and Commercial Code
November 16, 2011
00428
Public Utilities Securities
Consumer Protection
(801)530 -6747 (801)530 -6651 (801)530 -6600 (801)530 -6601
AFFIDAVIT FOR DEED IN LIEU OF FORECLOSURE
STATE OF 'W
L.Ci. SS.
COUNTY OF T 1L1 N
rnvr- -ra--
WE, DANIEL M. ALLPHIN, a married man, and BRUCE M. DAVIS, a married man
"Sellers being duly sworn, warrant to Pioneer Builders of Nevada "Lender and their
respective successors and assigns, as follows:
1. That we are over twenty-one years of age.
2. That we are the fee owners, as joint tenants with rights of survivorship, of 117
acres located in Bedford, Wyoming as described in Exhibit A, having acquired the property
through the Warranty Deed for Parcel 1 that was recorded in the land records of Lincoln
County, Wyoming on August 24, 2007 in Book 669, Page 875 as Receiving No. 932458, and
Warranty Deed for Parcel 2 that was recorded in the land records of Lincoln County, Wyoming
on August 24, 2007 in Book 669, Page 877 as Receiving No. 932459 (collectively called the
"Property").
3 That the Property has been in our possession since the date of conveyance to us,
and that such ownership and possession has been uninterrupted and continuous, open, notorious,
hostile and adverse to all others and exclusive of the right or claim of any other person or persons
and our title has never been disputed or questioned. No person has a contract for the purchasing
of the Property and we know of no facts by reason of which said possession or title may be called
in question or by reason of which any claim to any part of the Property or any interest therein
adverse to might be set up. No conditional bills of sale or chattel mortgages have been filed
against the Property or against any personal property or fixtures attached to or used in connection
with the Property.
4. That there are no law suits or legal proceedings pending anywhere affecting the
Property and there are no claims or pending claims for accidents or other legal claims with
respect to the Property.
5. That there are no judgments against us that are unpaid or unsatisfied of record,
entered in any court of this State or of the United States, and the Property is free from all leases,
taxes, liens, encumbrances or charges of every nature and description save and except: None
known at the time of the signatures below.
6. That no proceedings in bankruptcy have ever been instituted by or against us in
any court or before any officer of any state or of the United States, nor at any time have we made
an assignment of the Property for the benefit of creditors.
7. That we are parties with Lender to a Deed in Lieu of Foreclosure Agreement of
even date herewith "Agreement
8. That we are the persons who have executed a Deed in Lieu of Foreclosure for the
Property on this date to Lender (the "Deed
9. That the Deeds were executed and delivered pursuant to the Agreement.
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10. That the Deeds were intended to be and are an absolute conveyance of title to the
Property to Lender in effect well as in form; the Deed was not and is not intended to serve or
operate as a mortgage, deed to secure debt, security agreement, trust conveyance, deed of trust,
lien, security interest, or security of any kind; by virtue of the Deed, the Agreement, and any
other documents, we have waived, relinquished, and given up any and all right, title, and interest,
legal, equitable, or otherwise in the Property; the consideration for the Deed was and is for our
benefit.
11. The Deed was executed and delivered as the result of our request and was our
free and voluntary act; we have no creditors whose rights would be prejudiced by the Deed; our
execution and delivery of the Agreement and other documents is not the result of duress or undue
influence, intimidation, misapprehension, bad faith, unconscionable conduct, overreaching
conduct, or misrepresentation by Lender, or any agent, attorney, or any other representative of
Lender; we have been represented by legal counsel of our own choosing throughout the
transactions contemplated or referenced in the Agreement, or have chosen to proceed without
counsel, relying on our own knowledge and review of the transactions.
12. We are proceeding with the transaction contemplated by the Agreement
voluntarily pursuant to what we perceive to be in our own best interest. We understand that the
transactions contemplated by the Agreement may have adverse tax consequences and have
consulted with such tax, legal, and accounting advisors with respect to such consequences as we
have deemed advisable.
13. That this Affidavit is made to induce Lender to accept the Deed, is made for the
protection and benefit of Lender and its successors, grantees, and assigns, and all other parties
hereafter dealing with or who may acquire any interest in the Property, all of whom may rely on
this Affidavit.
BRUCE M. DAVIS
SUBSCRIBED AND SWORN TO before me on this the
h f7(0711?P,r 2011 by Bruce M. Davis.
WITNESS my hand and official seal.
7-
Notary Public
KIM BOWLES
Commission 4649107 N T UBLIC
My Commission Expires
November 3, 2015 II
State of Utah
tero.,n• IMMO.11111, M.R11% Miltra !MY, V
My Commission expires: 116 b Q/ r-
day of
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00430
State of (Afi
County of `)a H La
DANIEL M. ALLPHIN
c The foregoing instrument was acknowledged before me on this, the day of
1071 b Q.?- 2011, by Daniel M. Allphin.
WITNES my hand and official seal hereto affixed.
r W., =CO ems. °°ii
Notary Public
1
C m on i
My Commission Expires
November 3, 2015
State of Utah ti
My commission expires:
SS
TARY PUBLIC
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