MX Owner's Policy of Title Insurance on Mexico Land 1992

THIS POLICY IS ISSUED IN THE UNITED STATES OF AMERICA. STEWART TITLE GUARANTY COMPANY IS NOT A MEXICAN CORPORATION, IS NOT QUALIFIED IN MEXICO, DOES NOT DO BUSINESS IN MEXICO AND THIS POLICY IS NOT AN INSURANCE AGREEMENT UNDER MEXICAN LAW OR REGULATION. THIS POLICY IS A CONTRACT OF INDEMNITY CONTROLLED BY UNITED STATES LAW. IT IS NOT A TITLE OPINION, ABSTRACT OF TITLE, OR REPRESENTATION OF TITLE.

OWNER’S POLICY OF TITLE INSURANCE ON MEXICO LAND
ISSUED BY

STEWART TITLE
GUARANTY COMPANY

SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS AND STIPULATIONS, STEWART TITLE GUARANTY COMPANY, a Texas corporation, herein called the Company, insures, as of Date of Policy shown in Schedule A, against loss or damage, not exceeding the Amount of Insurance stated in Schedule A, sustained or incurred by the insured by reason of:

 

1. Title to the estate or interest described in Schedule A being vested other than as stated therein;

 

2. Ejido land ownership of the United Mexican States;

 

3. Any statutory mechanic’s, contractor’s, or materialman’s lien for material furnished to the land before Date of Policy;

 

4. Any mortgage or hypothecation upon the title;

 

5. Any easement upon the title recorded in the public records of property;

 

6. Any monetary judgment binding as a lien upon the title;

 

7. Any contractual restrictive covenants binding upon the title;

 

8. Any defect upon the title; or

 

9. Any other lien or encumbrance upon the title.

 

The Company also will pay the costs, attorneys’ fees and expenses incurred by Company in defense of the title as insured, if the defense is secured by Company, but only to the extent provided in the Conditions and Stipulations. Any such amounts will be paid by Company in the United States of America.

SCHEDULE A

File No.
Policy No.
Amount of Insurance U.S. $

DATE OF POLICY ____________________ at __________ a.m./p.m.

1. Name of Insured:

 

2. Title to the surface estate in the land is insured as vested in:

 

3. The land referred to in this Policy is described as the surface estate in the following:

SCHEDULE B
EXCEPTIONS FROM COVERAGE

This Policy does not insure against loss or damage (and the Company will not pay costs, attorney’s fees or expenses) that arise by reason of the terms and conditions of the leases and easements, if any, shown in Schedule A, and the following matters:

 

1. Any discrepancies, conflicts, overlaps, or shortages in area or boundary lines, or any encroachments, or protrusions or any overlapping of improvements.

 

2. Taxes or other charges or assessments of any kind for the year 20___ and subsequent years, and subsequent taxes, charges, or assessments for prior years.

 

3. Taxes or other charges or assessments that are not shown by receipts and statements secured by the notary public in connection with the transactions that will vest the title or interest to be insured.

 

4. Matters that are not recorded in the public records of property.

EXCLUSIONS FROM COVERAGE

The following matters are expressly excluded from the coverage of this Policy, and the Company will not pay loss or damage, costs, attorneys’ fees or expenses that arise by reason of:
1. (a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations of federal, state or municipal government of the United Mexican States or of other entities) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part (iv) limitations on size or quantity of ownership, or (v) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of defect, lien or encumbrance upon the title resulting from a violation affecting the land has been recorded in the public records of property at Date of Policy.

(b) Any governmental police power or regulation of federal, state, or municipal government of the United Mexican States or of other entities not excluded by (a) above, except to the extent that a notice of defect, lien or encumbrance upon the title resulting from a violation affecting the land has been recorded in the public records of property at Date of Policy.

 

(c) Any criminal laws.

2. Defects, liens, encumbrances, adverse claims or other matters:

(a) created, suffered, assumed or agreed to by an insured or by the person named in Schedule A, paragraph 2;

 

(b) not known to the Company, but known to an insured or to the person named in Schedule A, paragraph 2 and not disclosed in writing to the Company by an insured at or before Date of Policy;

 

(c) resulting in no loss or damage to an insured;

 

(d) attaching or created subsequent to Date of Policy; or

 

(e) resulting in loss or damage that would not have been sustained if an insured or the person named in Schedule A, paragraph 2 had paid reasonably equivalent current value to the grantor for the title.

3. Any claim because of the inability or failure of the insured or owner of the land, or its agents, or the inability or failure of any subsequent owner of the land, or its agents, to comply with applicable doing business, real estate, foreign investment, maritime zone, or border zone laws or regulations, or land ownership laws or regulations of the United Mexican States or other governmental entity.
4. The refusal of any person to purchase, lease or lend money on the estate or interest covered hereby in the land described in Schedule A because of the title.
5. Any claim that arises out of the transaction creating the interest insured hereby, by reason of the operation of bankruptcy, suspension of payment, fraud on creditors, insolvency, recharacterization, or other creditors’ rights laws or regulations.
6. Any eminent domain, forfeiture, confiscation, expropriation or taking of land by federal, state, or municipal government of the United Mexican States or by other entity unless notice of the exercise thereof has been recorded in the public records of property at Date of Policy:

(a) For any purposes (legal or otherwise).

 

(b) By insurrection, rebellion, revolution, civil war, military or usurped power, through the efforts of a political, revolutionary or military or quasi military group not recognized as being the lawfully constituted government of the nation or one of its subentities.

7. The subsurface or subsoil estate or rights in the land, together with the minerals, stones, deposits, products, petroleum, hydrocarbons, and other substances, and related rights to use the surface, or subsidence caused by the exercise of such rights; air rights or air space owned by the United Mexican States or those claiming under the United Mexican States.
8. Riparian rights, water rights, and any rights or ownership in submerged lands, filled-in lands or the beds, waters, or banks of streams, rivers, tidelands, lakes, lagoons, estuaries, tributaries, ravines, springs, underground water, or other waters.
9. Marital rights, if any, of any spouse of any insured.
10. Matters, whether or not recorded in the public records, that could be ascertained by an inspection of the land or by making inquiry of persons in possession thereof.
11. Easements not recorded in the public records of property.
12. Labor liens not recorded in the public records of property.


CONDITIONS AND STIPULATIONS

1. DEFINITION OF TERMS.
The following terms when used in this Policy mean:

(a) “defect”: any ownership interest in the title adverse to the title as insured.

 

(b) “insured”: the insured named in Schedule A, and (subject to any rights or defenses the Company would have had against the named insured) the heirs, distributees, personal representatives, or corporate, partnership or fiduciary successors who succeed to the interest of the named insured by operation of law, as distinguished from purchase, transfer, or assignment.

 

(c) “knowledge” or “known”: actual notice, not constructive knowledge or notice that may be imputed to an insured by reason of the public records of property as defined in this Policy or any other records which impart constructive notice of matters affecting the land.

 

(d) “land”: the land described or referred to in Schedule A, and improvements affixed thereto that by law constitute real property. The term “land” does not include any property beyond the lines of the area described or referred to in Schedule A, nor any access or utilities, or any right, title, interest, estate or easement in abutting streets, roads, avenues, alley, lanes, ways or waterways, or excluded interests.

 

(e) “mortgage”: mortgage or other security instrument encumbering the title to the land.

 

(f) “public records of property”: the entries in the Registry Books of the Public Registry of Property of the District in Mexico where the land is located that impart constructive notice of matters relating to the land to purchasers for value and without knowledge.

2. CONTINUATION OF INSURANCE.

The coverage of this Policy shall continue in force as of Date of Policy in favor of an insured only so long as the insured retains an estate or interest in the land, or only so long as the insured shall have liability by reason of covenants of warranty made by the insured in any transfer or conveyance for valuable consideration of the estate or interest. This Policy shall not continue in force in favor of any transferee from the insured of an estate or interest in the land.

3. NOTICE OF CLAIM TO BE GIVEN BY INSURED.

The insured shall notify the Company promptly in writing (i) in case of any litigation as set forth in Section 4(a) below, or (ii) in case knowledge shall come to an insured hereunder of any claim of title or interest that is adverse to the title to the estate or interest, as insured, that might cause loss or damage for which the Company may be liable by virtue of this Policy. If prompt notice shall not be given to the Company, then as to the insured all liability of the Company shall terminate with regard to the matter or matters for which prompt notice is required.

 

Subject to the provisions of the Policy, when, after the date of the Policy, the insured notifies the Company as required herein of a lien, encumbrance, or adverse claim in the title to the land insured by this policy that is not excluded or excepted from the coverage of this Policy, the Company shall investigate the charge to determine whether the lien, encumbrance, or adverse claim is valid and not barred by law or statute. If the Company concludes that the lien, encumbrance, or adverse claim is not covered by this Policy, or was otherwise addressed in the closing of the transaction in connection with which this Policy was issued or is not valid and enforceable, the Company may advise the insured of the reasons for its determination and shall have no obligation to undertake other action. The Company shall have no obligation to cure clouds on the title (such as where title is acquired by adverse possession and no suit has so determined) or other matters where a third party is not asserting a superior interest or title. If the Company concludes that the lien, encumbrance, or adverse claim is valid and enforceable, the Company may take one of the following actions: (i) institute the proceedings to clear the lien, encumbrance, or adverse claim from the title to the estate as insured; (ii) indemnify the insured as provided in this Policy; (iii) upon payment of appropriate premium and charges therefor, issue to the insured or to a subsequent owner, mortgagee or holder of the estate or interest in the land insured by this Policy, a policy of title insurance without exception or with affirmative insurance regarding the lien, encumbrance, or adverse claim, said Policy to be in an amount equal to the then current value of the land, or, if a loan policy, the amount of the loan; (iv) secure a release or other document discharging the lien, encumbrance, or adverse claim; or (v) takes other action the Company deems appropriate.

4. DEFENSE AND PROSECUTION OF ACTIONS: DUTY OF INSURED TO COOPERATE.

(a) Upon written request by the insured and subject to the options contained in Section 6 of these Conditions and Stipulations, the Company shall provide for the defense of an insured in litigation initiated by a third party in which any third party asserts a claim adverse to the title or interest as insured, only as to those stated causes of action alleging a lien or encumbrance or other matter insured against by this Policy. The Company shall have the right to select counsel of its choice (subject to the right of the insured to object for reasonable cause) to represent the insured as to those stated causes of action and shall not be liable for and will not pay the fees of any other counsel. The Company will not pay any fees, costs or expenses incurred by the insured in the defense of those causes of action that allege matters not insured against by this Policy.

 

(b) The Company shall have the right, at its own cost, to institute and prosecute any action or proceeding or to do any other act that in its opinion may be necessary or desirable to establish the title to the estate or interest, as insured, or to prevent or reduce loss or damage to the insured. The Company may take any appropriate action under the terms of this Policy, whether or not it shall be liable hereunder, and shall not thereby concede liability or waive any provision of this Policy.

 

(c) Whenever the Company shall have brought an action or interposed a defense as permitted by the provisions of this Policy, the Company may pursue any litigation to final determination by a court of competent jurisdiction and expressly reserves the right, in its sole discretion, to appeal from any adverse judgment or order.

 

(d) In call cases, where this Policy permits or requires the Company to prosecute or provide for the defense of any action or proceeding, the insured shall secure to the Company the right to so prosecute or provide defense in the action or proceeding and all appeals therein, and permit the Company to use, at its option, the name of the insured for this purpose and shall execute any power of attorney requested by Company for such action. Whenever requested by the Company, the insured, at the Company’s expense, shall give the Company all reasonable aid (i) in any action or proceeding, securing evidence, obtaining witnesses, prosecuting or defending the action or proceeding, or effecting settlement, and (ii) in any other lawful act that in the opinion of the Company may be necessary or desirable to establish the title to the estate or interest, as insured. If the insured fails to furnish the required cooperation or execute the requested power of attorney, the Company’s obligations to and rights concerning the insured under the Policy shall terminate, including continuation of defense or prosecution of any litigation undertaken at Company’s election, with regard to the matter or matters requiring such cooperation.

5. PROOF OF LOSS OR DAMAGE.

In addition to and after the notices required under Section 3 of these Conditions and Stipulations have been provided the Company, a proof of loss or damage signed and sworn to by the insured shall be furnished to the Company within 91 days after the insured shall ascertain the facts giving rise to the loss or damage. The proof of loss or damage shall describe the lien or encumbrance on the title, or other matter insured against by this Policy that constitutes the basis of loss or damage and shall state, to the extent possible, the basis of calculating the amount of the loss or damage. If the insured fails to provide the required proof of loss or damage upon request by the Company, the Company’s obligations to and rights concerning the insured under the Policy shall terminate, including continuation of defense or prosecution of any litigation undertaken at Company’s election, with regard to the matter or matters requiring such proof of loss or damage.

 

In addition, the insured may reasonably be required to submit to examination under oath by any authorized representative of the Company and shall produce for examination, inspection and copying at such reasonable times and places as may be designated by any authorized representative of the Company, all records, books, ledgers, checks, correspondence, and memoranda, whether bearing a date before or after Date of Policy, which reasonably pertain to the loss or damage. Further, if requested by any authorized representative of the Company, the insured shall grant its permission, in writing, for any authorized representative of the Company to examine, inspect and copy all records, books, ledgers, checks, correspondence and memoranda in the custody or control of a third party, which reasonably pertain to the loss or damage. All information designated as confidential by the insured provided to the Company pursuant to this Section shall not be disclosed to others unless, in the reasonable judgment of the Company, it is necessary in the administration of the claim. Failure of the insured to submit for examination under oath, produce other reasonably requested information or grant permission to secure reasonably necessary information from third parties as required in this paragraph, shall terminate any liability of the Company under this Policy as to that claim.

6. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS: TERMINATION OF LIABILITY.

In case of a claim under this Policy, the Company shall have the following additional options:

 

(a) To Pay or Tender Payment of the Amount of Insurance.

 

To pay or tender payment of the Amount of Insurance under this Policy.

 

Upon the exercise by the Company of this option, all liability and obligations to the insured under this Policy, other than to make the payment required in this paragraph, shall terminate, and the Policy shall be surrendered to the Company for cancellation.

 

(b) To Pay or Otherwise Settle With Parties Other Than the Insured or With the Insured.

 

(i) to pay or otherwise settle with other parties for or in the name of an insured any claim insured against under this Policy; or

 

(ii) to pay or otherwise settle with the insured the loss or damage provided for under this Policy.

 

Upon the exercise by the Company of either of the options provided for in paragraphs b(i) or (ii) or Section 3, the Company’s obligations to the insured under this Policy for the claimed loss or damage, other than the payments required to be made, shall terminate.

7. DETERMINATION AND EXTENT OF LIABILITY.

This Policy is a contract of indemnity against actual monetary loss or damage sustained or incurred by the insured who has suffered loss or damage by reason of matters insured against by this Policy and only to the extent herein described.

 

(a) The liability of the Company under this Policy shall not exceed the least of:

 

(i) the Amount of Insurance stated in Schedule A; or

 

(ii) the difference in United States dollars between the value of the insured estate or interest as insured and the value of the insured estate or interest subject to the lien or encumbrance or other matter insured against by this Policy at the date the insured ascertains the facts giving rise to the loss or damage.

 

(b) In the event the Amount of Insurance stated in Schedule A at the Date of Policy is less than the value of the insured estate or interest or full consideration paid for the land, whichever is less, or if subsequent to the Date of Policy an improvement is erected on the land which increases the value of the insured estate or interest by at least 20 percent over the Amount of Insurance stated in Schedule A, then this Policy is subject to the following:

 

(i) where no subsequent improvement has been made, as to any partial loss, the Company shall only pay the loss pro rata in the proportion that the Amount of Insurance at Date of Policy bears to the total value of the insured estate or interest at Date of Policy; or

 

(ii) where a subsequent improvement has been made, as to any partial loss, the Company shall only pay the loss pro rata in the proportion that 120 percent of the Amount of Insurance stated in Schedule A bears to the sum of the Amount of Insurance stated in Schedule A and the amount expended for the improvement.

 

(c) The Company will pay only those costs, attorneys’ fees and expenses incurred in accordance with Section 4 of these Conditions and Stipulations.

8. APPORTIONMENT.

If the land described in Schedule A consists of two or more parcels that are not used as a single site at Date of Policy, and a loss is established affecting one or more of the parcels but not all, the loss shall be computed and settled on a pro rata basis as if the Amount of Insurance under this Policy was divided pro rata as to the value on Date of Policy of each separate parcel to the whole, exclusive of any improvements made subsequent to Date of Policy, unless a liability or value has otherwise been agreed upon as to each parcel by the Company and the insured at the time of the issuance of this Policy and shown by an express statement or by an endorsement attached to this Policy.

9. LIMITATION OF LIABILITY.

(a) If the Company establishes the title, or removes the alleged lien or encumbrance or cures the adverse claim to the title, as insured, or takes action in accordance with Section 3 or Section 6, by any method, including litigation and the completion of any appeals therefrom it elects to undertake, it shall have fully performed its obligations with respect to that matter and shall not be liable for any loss or damage caused thereby.

 

(b) In the event of any litigation, including litigation by the Company or with the Company’s consent, the Company shall have no liability for loss or damage until and unless there has been a final determination by a court of competent jurisdiction, and disposition of all appeals therefrom, adverse to the title, as insured.

 

(c) The Company shall not be liable for loss or damage to any insured for liability voluntarily assumed by the insured in settling any claim or suit without the prior written consent of the Company.

10. REDUCTION OF INSURANCE: REDUCTION OR TERMINATION OF LIABILITY.

All payments under this Policy, including payments of costs, attorneys’ fees and expenses, shall reduce the amount of the insurance pro tanto.

11. LIABILITY NONCUMULATIVE.

It is expressly understood that the Amount of Insurance under this Policy shall be reduced by any amount the Company may pay under any policy insuring a mortgage to which exception is taken in Schedule B or to which the insured has agreed, assumed, or taken subject, or which is hereafter executed by an insured and which is a charge or lien on the estate or interest described or referred to in Schedule A, and the amount so paid shall be deemed a payment under this Policy.

12. PAYMENT OF LOSS.

(a) No payment shall be made without producing this Policy for endorsement of the payment unless the policy has been lost or destroyed, in which case proof of loss or destruction shall be furnished to the satisfaction of the Company.

 

(b) If the Company does not take other action provided under this Policy and liability and the extent of loss or damage has been definitely fixed in accordance with these Conditions and Stipulations and acknowledged by Company in writing, the loss or damage shall be payable in the United States in United States Dollars within 30 days thereafter.

13. SUBROGATION UPON PAYMENT OR SETTLEMENT.

(a) The Company’s Right of Subrogation.

 

Whenever the Company shall have settled and paid a claim under this Policy, all right of subrogation shall vest in the Company unaffected by any act of the insured.

 

The Company shall be subrogated to and be entitled to all rights and remedies that the insured would have had against any person or property in respect to the claim had this Policy not been issued. If requested by the Company, the insured shall transfer to the Company all rights and remedies against any person or property necessary in order to perfect this right of subrogation. The insured shall permit the Company to sue, compromise or settle in the name of the insured and to use the name of the insured in any transaction or litigation involving these rights or remedies.

 

If a payment on account of a claim does not fully cover the loss of the insured, the Company shall be subrogated to all rights and remedies in the proportion that the Company’s payment bears to the whole amount of the loss.

 

If loss of rights of subrogation should result from any act of the insured, as stated above, that act shall not void this Policy, but the Company, in that event, shall be required to pay only that part of any losses insured against by this Policy that shall exceed the amount, if any, lost to the Company by reason of the impairment by the insured of the Company’s right of subrogation.

 

(b) The Company’s Right Against Non-insured Obligors.

 

The Company’s right of subrogation against non-insured obligors shall exist and shall include, without limitation, the rights of the insured to indemnities, guarantees, other policies of insurance or bonds, notwithstanding any terms or conditions contained in those instruments that provide for subrogation rights by reason of this Policy.

14. ARBITRATION.

Unless prohibited by applicable law, either the Company or the insured may demand arbitration pursuant to the Title Insurance Arbitration Rules of the American Arbitration Association. Arbitrable matters may include, but are not limited to, any controversy or claim between the Company and the insured arising out of or relating to this Policy, any service of the Company in connection with its issuance or the breach of a policy provision or other obligation. All arbitrable matters when the Amount of Insurance is $1,000,000 or less, or when solely the values set forth in Section 7 of the Conditions are in issue shall be arbitrated at the option of either the Company or the insured. All arbitrable matters when the Amount of Insurance is in excess of $1,000,000 (other than solely values set forth in Section 7 of the Conditions) shall be arbitrated only when agreed to by both the Company and the insured. Arbitration pursuant to this Policy and under the Rules in effect on the date the demand for arbitration is made or, at the option of the insured, the Rules in effect at Date of Policy shall be binding upon the parties. The award may not include attorneys’ fees. Judgment upon the award rendered by the Arbitrator(s) may be entered in any court having jurisdiction thereof.

 

The laws of ________________________________ (the “Chosen State”) shall apply to an arbitration under the Title Insurance Arbitration Rules.

 

A copy of the rules may be obtained from the Company upon request.

15. LIABILITY LIMITED TO THIS POLICY: POLICY ENTIRE CONTRACT.

(a) This Policy together with all endorsements, if any, attached hereto by the Company is the entire policy and contract between the insured and the Company. In interpreting any provision of this Policy, this Policy shall be construed as a whole.

 

(b) Any claim of loss or damage, whether or not based on negligence, and which arises out of the status of the title to the estate or interest covered hereby or by an action asserting such claim, shall be restricted to this Policy. To the extent allowed by law, Company shall have no liability for and insured hereby waives and releases any liability for negligence, misrepresentation, deceptive trade practices, tort, or punitive damages arising out of this Policy, out of any service or form related to this Policy, or out of any claim arising out of this Policy.

 

(c) No amendment of or endorsement to this Policy can be made except by a writing endorsed hereon or attached hereto signed by either the President, a Vice President, the Secretary, an Assistant Secretary, or validating officer or authorized signatory of the Company.

16. SEVERABILITY.

In the event any provision of this Policy is held invalid or unenforceable under applicable law, the Policy shall be deemed not to include that provision and all other provisions shall remain in full force and effect.

17. NOTICES, WHERE SENT.

All notices required to be given the Company and any statement in writing required to be furnished the Company shall include the number of this Policy and shall be addressed to the Company at P.O. Box 2029, Houston, Texas 77252.

18. CHOICE OF LAW.

THE INSURED AND COMPANY HEREBY ACKNOWLEDGE AND AGREE THAT THE INTERNAL LAWS OF THE CHOSEN STATE SHALL APPLY TO THIS POLICY (WITHOUT REGARD TO ITS CHOICE OF LAW RULES) AND ANY CLAIM RELATING TO THIS POLICY OR RELATED SERVICES. THE LAWS AND REGULATIONS OF SUCH JURISDICTION CONCERNING CLAIMS SETTLEMENT ARE ACKNOWLEDGED NOT TO APPLY TO THIS POLICY AND ANY RELATED CLAIM. ANY ACTION UNDER THIS POLICY MUST BE BROUGHT IN THE UNITED STATES OF AMERICA IN A COURT OF COMPETENT JURISDICTION IN THE STATE OF DOMICILE OF THE COMPANY OR CHOSEN STATE. THE INSURED DESIGNATES __________________________________________________ AS ITS AGENT FOR SERVICE IN CONNECTION WITH ANY SUCH PROCEEDING.

19. DISCLOSURE BY INSURED.

This entire Policy shall be void if, whether before or after a loss, an insured has willfully concealed or misrepresented any material fact or circumstance concerning this insurance or the subject thereof, or the interest of an insured therein, or in case of any fraud or false swearing by an insured related thereto.