Performance_Work_Statement.Title_and_Escrow.pdf

PERFORMANCE WORK STATEMENT (PWS)

Real Estate Title Research/Services and Escrow Services – California, Arizona, and

New Mexico, Dated 7 April 2018

1. General: This is a non-personal services contract to provide real estate services to be performed by “Contractor” for the U.S. Army Corps of Engineers (USACE) consisting of real estate tract ownership research (Title/Abstracting) and/or escrow services. The work is associated with current and future projects that fulfill the USACE mission. These services are to be performed within the state of California, Arizona and New Mexico. It is the intention of this solicitation to award a Single Award Task Order Contract for Title Research/Services and/or Escrow Services. The Government shall not exercise any supervision or control over the contract service providers performing the services herein. Such contract service providers shall be accountable solely to the Contractor who, in turn is responsible to the Government.

1.1 Description of Services/Introduction: The contractor shall provide all personnel, equipment, supplies, facilities, transportation, tools, materials, supervision, and other items and non-personal services necessary to perform the real estate abstracting and/or title services as defined in this Performance Work Statement except for those items specified as government furnished materials.

The contractor shall perform to the standards in this contract. Call efforts and subsequent documentation shall be in accordance with the requirements of this PWS. The Contractor shall obey all laws, rules and regulations of the United States; applicable State and local governments having jurisdiction over the activities in this PWS. The Contractor shall be responsible for determining which laws, rules and regulations apply to a particular task(s) of each call. The Contractor shall be responsible for obtaining and maintaining any registration or certification as required by the various Federal, State, and Local regulatory agencies, along with any other registrations, certifications, licenses, permits, warrants, permissions or other credentials required to perform the contracted call(s).

By agreeing to this PWS, Contractor agrees that each provided title report or title commitment will be accepted as the title evidence to procure a title policy. Products will be ordered by individual call(s).

Products that may be ordered will be Title Reports, Commitments, Intermediate Title Certificates (Updates), and Final Title Policies. Cost proposals should be provided on a per search basis for each Title Report, Commitment and Update. Title policy compensation is based upon the California, Arizona and New Mexico Rate Table for Title Insurance Policies issued by the title insurance company.

Additionally, the Contractor agrees to provide escrow services for acquisitions of tracts to be determined by USACE.

1.2. Scope:

Contractor is to provide real estate services consisting of real estate title research/services (Title Reports, Title Commitments/ Updates/ Final Title Policies) and/or escrow services.

Upon receipt of a call, the Contractor shall coordinate all work necessary to fulfill the requirements of each call. It will be the Contractor’s responsibility to create a schedule for its staff or Subcontractors to assure that all functions are completed within the defined time schedule.

Coordination efforts include, but are not limited to: management/coordination of Subcontractors, overseeing timely delivery of products, attending meetings, maintaining status, consultation, and file preparation.

Every two weeks the Contractor will provide USACE with a status report of the assigned call(s). The Contractor will attend status meetings, teleconference (access for teleconference lines to be provided by USACE) as determined to be necessary by USACE. As individual products are completed, they will be forwarded to USACE for review and approval. Once work is completed on an ownership, the Contractor will forward the entire file (Title report, supporting documents, tax cards, maps, etc...) to

USACE.

Services include:

Properties to be researched in these project(s) may include residential, commercial, industrial, and rural (agricultural, woodland, wetland); the properties may be vacant or improved. Properties may be owned by government or private interests. Title research may be for the acquisition of fee and/or easement interests as well as full and/or partial takings depending upon project needs. For the purposes of a surface title product, an ownership is a contiguous area of land of an identical ownership and is deemed to be a contiguous, single ownership even though traversed by servitudes for roads, railroads, or other rights of way, or by non-navigable streams, political subdivisions, etc.

Such area will also be deemed to be a single ownership even though acquired through multiple chains of title. For the purpose of a mineral title product, a mineral search will be defined as: all of the right, title and interest to any and all oil, gas and other mineral of every kind and character in, on or under the property owned, without limitation, including all lease and/or mineral interest that affect the surface.

As defined by each call, abstracts for title evidence will be required for each ownership search;

specifics listed below and if requested, will be finalized with title binders/policies by a “qualified title company” (per DOJ Title Standards 2016) within the state of California, Arizona and New Mexico.

In addition, USACE requires that upon completion of the final review for each file, USACE will need a complete legible copy of the attorney’s/examiner’s review file, copies of all documents/maps/plats/etc. therein, and attorney’s title opinion (if one is available) prior to the issuance of the title commitment.

The following tasks must be conducted for tract ownership research (Apply to Title

Research/Services):

a. (Title Research/Services) Surface ownership search (Refer to DOJ Title Standards 2016 for minimum length of time, except USACE requires each search to a minimum of 60 years, unless otherwise requested as specifically defined by the call, see “Exhibit 6”), will include all encumbrances, liens and any interest that affects the surface ownership. Contractor is to provide USACE with legible copies of all documents pertaining to this search (all documents that affect the ownership information/review and/or examination file). Copies to be provided electronically in high quality PDF format.

b. (Title Report) The assigned abstractor must complete a “Title Report” upon the completion of each landowner search and/or completion of call. (Blank copy of Title Report provided, see “Exhibit 4”). The Title Report provided is a typed chronological descriptive list, which shall include all title instruments during the period of search depicting the transfer of a fee title including, but not limited to, patents, direct deeds of conveyance, deeds by or to fiduciary representatives, sheriffs, wills or judgments of possession, and/or decrees, judgments or orders of courts of competent jurisdiction purporting to quiet, confirm, or establish title in fee.

c. (Title Policy) USACE may request a title commitment followed up with a title policy (upon request by USACE and approval of title commitment) by a “qualified Title Company” in the applicable State. (DOJ Title Standards 2016 provides an example of ALTA U.S. Policy – 12/3/2012). Delivery of policies on forms other than those so approved will be considered a nonconforming delivery. Delivery of certificates shall be considered a nonconforming delivery in any state where the insurer issues policies to any client, or if the certificate is not the most recent approved form for acquisitions by the United States. Some or all of the lands to be insured may be acquired in the name of an entity other than the United States of America. If so, the entity will be a sponsor of the project as contemplated by the Water Resources Development Act of 1986. If requested by the Government, the Preliminary Policy shall offer to insure the United States of America or the local sponsor. If title to the lands is taken in the name of the local sponsor, then the Final Title Policy or certificate shall be issued on the title company's policy or certificate then in use for non-federal acquisitions, notwithstanding that the preliminary policy or certificate was issued on the federal form.

d. (Title Research) As defined by each “call,” USACE may request an abstract for “Mineral Title Evidence.” The task order will specifically define the search requirements (i.e. non-production, minimum length of time for search, any interest that affects the sub-surface, etc…) Contractor is to provide USACE with legible copies of all documents pertaining to this search (all documents that affect the ownership information/review and/or examination file). Copies to be provided electronically in high quality PDF format.

Note: All copies provided are to be in a high quality PDF format, NO FAX COPIES accepted.

The contractor shall accomplish:

The following schedule applies to all call(s) for a completed file:

(A) On Acreage Tracts – up to 15 days, maximum duration of up to 30 days with USACE approval

(B) On Subdivision Tracts – up to 10 days, maximum duration of up to 21 days with USACE approval

In the event the Contractor encounters problems in fulfilling performance requirements, or when difficulties are anticipated in complying with the delivery order schedule or dates; whenever the Contractor has knowledge of a potential situation delaying or threatening to delay timely performance of call(s), the Contractor shall immediately notify the POC by phone and in writing noting all relevant details. However, this material shall be informational in nature and this provision shall not be construed as a waiver by the U.S. Government of any delivery schedule or date rights or remedies provided by law or under this performance work statement.

The following tasks must be conducted for tracts to be designated by USACE (Apply to Escrow

Services):

a. Prepare a closing/disbursement statement for each escrow transaction.

b. Obtain necessary signatures on Warranty and/or Quitclaim Deeds prepared by the U.S. Army Corps of Engineers for each escrow transaction.

c. Ensure Warranty and/or Quitclaim Deeds contains proper language for recording of federal transactions within the county.

d. Receive and disburse sales proceeds for each escrow transaction.

e. Record Warranty and or Quitclaim Deeds in local County Clerk’s office.

f. Prepare final statements for the parties accounting for the disposition of funds deposited in escrow

Escrow Services shall be completed within 30 working days of assignment

1.3 Period of Performance: The Single Award Task Order Contract (SATOC) will have a five (5) year ordering period, during which individual task orders will be issued, each with their own period of performances.

1.3.1 Payment: Upon completion the Contractor shall invoice based on services provided. Invoice shall not be paid until all deliverables have been received and reviewed by the USACE. Invoices setting forth tract numbers and names of vendors will be submitted in quadruplicate for Preliminaries, Intermediates and Final Policies upon delivery thereof. The invoices must specify when the charges are for Preliminary, Intermediate and/or Final Policies and will itemize, as a separate item, the cost of title insurance, which charge shall not include any amount for search fees or the like, but be limited solely to the title insurance premium. Payment for title insurance shall be made along with payment for the Final Title Policy showing title to be vested in the United States of America or the local sponsor, as applicable. The contractor shall assume and pay all charges of the company issuing the policies to be furnished under this contract. If court judgments result in the need for endorsements to the Title Policy to increase the limits of liability, payment in such cases will be limited to the fee for the endorsement and the units of title insurance in excess of the units covered by the previously issued Title Policy or endorsement. Invoice shall be submitted to the USACE Contract Manager and shall be accompanied by a summary of services provided.

1.4 General Information

1.4.1 Quality Assurance: The Government shall evaluate the contractor’s performance under this agreement in accordance with the Quality Assurance Surveillance Plan. This plan is primarily focused on what the Government must do to ensure that the contractor has performed in accordance with the performance standards. It defines how the performance standards will be applied, the frequency of surveillance.

1.4.2 Government Holidays: The contractor is not required to perform services on holidays.

New Year’s Day Labor Day Martin Luther King Jr.’s Birthday Columbus Day President’s Day Veteran’s Day Memorial Day Thanksgiving Day Independence Day Christmas Day

1.4.3 Type of Agreement: The government will award a Single Award Task Order Contract

(SATOC)

1.4.4 Place of Performance: The work to be performed under this SATOC will be performed in the States of California; Arizona and New Mexico.

1.4.5 Post Award Conference/Periodic Progress Meetings: The Contractor agrees to attend any post award conference convened by the contracting activity or contract administration office in accordance with Federal Acquisition Regulation Subpart 42.5. The Contracting Officer, Contracting Officers Representative (COR), and/or other Government personnel, as appropriate, may meet periodically with the contractor to review the contractor's performance. At these meetings the Contracting Officer and/or Government personnel will apprise the contractor of how the Government views the contractor's performance and the contractor will apprise the Government of problems, if any, being experienced. Appropriate action shall be taken to resolve outstanding issues. These meetings shall be at no additional cost to the Government.

1.4.6 Contracting Officer Representative (COR): The (COR) will be identified by separate letter.

The COR monitors all technical aspects of the contract and assists in contract administration. The COR is authorized to perform the following functions: assure that the contractor performs the technical requirements of the contract: perform inspections necessary in connection with contract performance: maintain written and oral communications with the contractor concerning technical aspects of the contract: issue written interpretations of technical requirements, including Government drawings, designs, specifications: monitor contractor's performance and notifies both the Contracting Officer and contractor of any deficiencies. A letter of designation issued to the COR, a copy of which is sent to the contractor, states the responsibilities and limitations of the COR, especially with regard to changes in cost or price, estimates or changes in delivery dates.

The COR is not authorized to change any of the terms and conditions of the agreement or call.

1.4.7 Contractor Key Personnel: The following personnel are considered key personnel by the Government: [Ryan Taylor and Dan Fodrini. Additional personnel may be designated]. The contractor shall provide a contract manager who shall be responsible for the performance of the work. The name of this person and an alternate who shall act for the contractor when the manager is absent shall be designated in writing to the Contracting Officer. The contract manager or alternate shall have full authority to act for the contractor on all contract matters relating to daily operation of this contract.

1.4.8 Data Rights: The Government has unlimited rights to all documents/material produced under this contract. These documents and materials may not be used or sold by the contractor without written permission from the Contracting Officer. All materials supplied by the Government shall be the sole property of the Government and may not be used for any other purpose. This right does not abrogate any other Government rights.

Neither the Contractor, nor their representative shall release or publish any sketch, photograph, report or other material of any nature derived or prepared under this delivery order without specific written permission of the POC except as is specifically provided in the performance work statement.

Copyright shall not be claimed by the Contractor, Subcontractor or any person and/or entity that may be associated with contractor and/or subcontractor for any materials produced under this PWS or associated call.

Any and all inquiries from the media, local, state, and federal governmental bodies, shall be forwarded to the USACE; the Contractor shall under no circumstance provide an interview and/or comments unless instructed to do so by an authorized representative of USACE in writing.

1.4.9 Invoices

Invoices for payment shall be submitted upon completion of tasks as outlines in the pricing/payment schedule. Invoices shall include all necessary information, including any necessary supporting documentation and shall be submitted to the following agencies and individuals. Invoices may be mailed, emailed, or faxed.

Original invoice WITHOUT additional information or supporting documentation:

USAED, Finance Center Attn: CEFC-FP 5722 Integrity Dr.

Millington, TN 38054-5005 Fax: 901-874-8731 Email: CEFC-Payments@usace.army.mil

One copy each of Invoice WITH all required information including any necessary supporting documentation:

COR - TBD at time of award.

NOTE: All invoices must reflect contract number (To Be Determined) and the final invoice must be marked “FINAL”.

b. Contract Payments The Government shall pay the Contractor upon submission of Proper invoices for the services delivered and accepted for the portion of the work actually performed under the contract. Payment shall be made as indicated in the contract’s Payment Schedule not on percentage of completion. Deliverables as defined in the Payment Schedule of the contract must be accepted by the Government before payment will be made.

1.5 GOVERNMENT FURNISHED ITEMS AND SERVICES:

1.5.1 Materials: All documents, data, and other material furnished by the Government under this agreement shall remain the property of the Government and shall be returned to the Government within 30 days after the final report is accepted by the Government. Additional GFMs may be given to Contractor during the terms of this PWS (ex. Surveys).

1.6 APPLICABLE PUBLICATIONS (CURRENT EDITIONS)

1.6.1 The Contractor shall be responsible for determining which laws, rules and regulations apply to a particular task(s) of each call. The Contractor shall be responsible for obtaining and maintaining any registration or certification as required by the various Federal, State, and Local regulatory agencies, along with any other registrations, certifications, licenses, permits, warrants, permissions or other credentials required to perform the contracted call(s).

“Department of Justice Title Standards 2016”

1.7 Attachment/Technical Exhibit List:

1.7.1 Attachment 1/Technical Exhibit 1 – Reserved

1.7.2 Attachment 2/ Technical Exhibit 2 - Deliverables Schedule

1.7.3 Attachment 3/ Technical Exhibit 3 – Technical Requirements, Specifications and Definitions for Real Estate Title Product(s) & Tract Ownership Research

1.7.4 Attachment 4/ Technical Exhibit 4 – Blank Surface Title Reports with Instructions/Examples

1.7.5 Attachment 5/ Technical Exhibit 5 – Regulations of the Attorney General Governing the Review and Approval of Title for Federal Land Acquisitions (2016) mailto:CEFC-Payments@usace.army.mil

1.8 PERFORMANCE EVALUATION MEETING:

a. The issuance of a Contract Discrepancy Report (CDR) may be cause for the scheduling of a meeting among the Contractor, Contracting Officer (KO), and the Contracting Officer’s Representative (COR). A mutual effort will be made to resolve all problems identified. The Government will prepare written minutes of the meeting. The Contractor, KO, and the COR will sign minutes of the meeting(s).

b. Should the Contractor not concur with the minutes, he will state in writing to the Contracting Officer within ten calendar days any areas he does not concur and explain the reasons for non-concurrence. The Contracting Officer will review and consider the reasons submitted for the Contractor’s non-concurrence and make a decision. The Contracting Officer will notify the Contractor of the decision in writing within ten calendar days.

1.8.1. ACTIONS:

a. Normally, the COR will verbally advise or give a written inspection report to the Contractor of discrepancies the first time they occur and ask the Contractor to correct the problem. A notation will be made on the COR checklist of the date and the time the deficiency was discovered and the date and time the Contractor was notified.

b. If the Government created any of the discrepancies, these will not be counted against the Contractor’s performance. When the Government has caused the Contractor to perform in an unsatisfactory manner, the COR will forward a written notice to the responsible organizational element requesting corrective action be taken.

c. When the Contractor is not meeting the limits of satisfactory performance, a CDR will be issued to the Contractor. The seriousness of the failures should govern whether to issue CDR at the end of the period, or as soon as the limits of satisfactory performance are exceeded.

d. When a CDR is issued for a service, the COR will direct re-performance at no additional cost to the Government.

e. If the Contractor does not achieve satisfactory performance by the end of the next period or agreed suspense date, another CDR will be issued and the COR will direct re-performance again at no additional cost to the Government.

f. A third CDR will be cause for a Cure Notice. However, the Contracting Officer may issue a Cure

Notice at any time he/she deems appropriate. Depending on the overall performance of the Contractor, an unsatisfactory reply to the Cure Notice should require a Show Cause letter to be issued, followed by consideration of termination of the contract.

1.9. CONTRACTOR’S QUALITY CONTROL PLAN (QCP):

a. The Contractor shall establish and maintain a complete QCP to assure the requirements of this contract are provided as specified. This QCP will be forwarded to the KO along with the requested initial quotation. The KO will review the QCP, list any needed clarifications, and return to Contractor for response, if necessary. The Contractor’s QCP shall include the following or have incorporated into during performance of contract, at a minimum:

i. An inspection plan covering all services required by this contract. The inspection plan must specify the areas to be inspected on either a scheduled or unscheduled basis, number of inspections to be accomplished and documented, and shall specify the title of the individual(s) who will perform the inspections.

ii. On-site records of all inspections conducted by the Contractor, noting necessary corrective action taken. The Government reserves the right to request copies of any and/or each inspection.

iii. Incorporation of either active or established internal policy and procedures for updating equipment and procedures that may affect performance of contract.

iv. The methods for identifying and preventing deficiencies in the quality of service performed before the level of performance becomes unacceptable and organizational functions noting intermediate supervisory responsibilities and overall management responsibilities for ensuring total acceptable performance.

v. On-site records identifying the character, physical capabilities, certifications, and ongoing training of each employee performing services under this contract.

vi. A log to account for all requests for immediate service. The log shall indicate the date and time of services and description of results and completion of these services.

vii. On-site records of any complaints or problems, with procedures taken to allow for corrections and/or elimination before effects caused interruption of performance of contract.

1.10 AUTHORITIES/TECHNICAL DIRECTION

The Contractor shall take no direction from any Government employee or any other person other than the Government Contracting Officer that changes the terms and conditions of this contract action, scope, or any change that impacts the cost, price or schedule. Changes authorized by the Contracting Officer will be in the form of a written official signed modification to the contract action received by the Contractor before the Contractor will act upon those changes. The Contractor will comply with the Changes clause of this contract when the Contractor believes direction has been given from persons other than the Government Contracting Officer that equate to a change by notifying the Contracting Officer as directed by the clause. Any direction given by any Government employee or any other person outside their authority must be reported to the Contracting Officer. Contracting Officer’s Representatives are limited to the authorities stated in the COR appointment letters. If a COR is appointed under this contract, they will be appointed by written letter from the Contracting Officer to the Contractor and designating the COR specific to this contract only.

1.11 PERFORMANCE OF WORK REQUIREMENTS SUMMARY

1. The purpose of this section is to:

a. List the contract requirements considered most critical to acceptable contract performance.

b. Show, where applicable, the maximum allowable degree of deviation from perfect performance for each requirement that shall be allowed by the Government before contract performance is considered unsatisfactory.

c. Define the procedure the Government shall use in reducing the Contractor’s monthly payment if satisfactory performance is not rendered.

2. The Government’s quality assurance procedures are based on actual performance of the contract, and all areas will be reviewed periodically, (e.g., weekly, monthly, quarterly, semi-annually, etc.).

3. The criteria for acceptable and unacceptable performance are as follows:

a. Contract requirements. The criteria for requirements are the level of performance deemed acceptable to the Government.

b. If the quality of work does not comply with the contract requirements, the COR will initiate and the Contractor shall be required to complete a Contract Discrepancy Report

(CDR).

c. The CDR will require the Contractor to explain in writing why performance was unacceptable, how performance will be returned to an acceptable level, and how recurrence of the problem will be prevented in the future. The Contractor will not be paid for services not rendered in accordance with the standards set for in this contract.

Performance Objective

Standard Performance Threshold (This is the maximum error rate. It could possibly be “Zero deviation from standard”)

Method of Surveillance

PRS # 1.

The contractor shall provide title reports.

The contractor provided deliverable shall meet the standards of the DOJ Title Standards 2016 and further defined in each task order by USACE.

The minimum acceptable level of service is 100%.

Review & Approval by

COR

PRS # 2

The contractor shall provide Title Commitment/ Updates/ Endorsements/ Final Title Policy

The contractor provided deliverable shall meet the standards of the DOJ Title Standards 2016 and further defined in each task order by USACE.

The minimum acceptable level of service is 100%.

Review & Approval by

COR

PRS # 3

The contractor shall provide escrow services (recording of documents, disbursement of funds)

The contractor provided deliverable shall meet the standards of the DOJ Title Standards 2016 and further defined in each task order by USACE.

The minimum acceptable level of service is 100%.

Review & Approval by

COR

PRS # 4

Meet timeframes for each search as described in PWS (up to 15 days for acreage, up to 10 days for subdivision, complete file…exception based on USACE approval)

Established by USACE in each task order.

The minimum acceptable level of service is 100%.

Review & Approval by

COR

TECHNICAL EXHIBIT 2

DELIVERABLES SCHEDULE

Note: All copies provided are to be in a high quality PDF format, NO FAX COPIES accepted.

Deliverable Frequency # of Copies

(legible) Medium/Format

(legible) Submit To Title Report provide with each ownership search, submitted to

USACE

(per DOJ Title Standards 2016 and requirements in

PWS)

With each completed file

One per file PDF and Word or Excel (electronic)

Review & Approval by COR

Map drawings/ deed plots provide with each ownership search, submitted to

USACE

With each completed file

One of each per file PDF and

All recorded encumbrances and chain of vesting deeds for each ownership researched.

With each completed file

One copy, ALL Documentation for each file (separated by individual document)

PDF and

Title Commitments and Final Title Policies ALTA

U.S. POLICY

12/3/12

With each completed file

One per file PDF and Word or Excel

Signed Hard Copy

Additional search for “Non- Production” ONLY with the request to order an Abstract for Mineral Title Evidence, defined by task order

With each completed file

One per file PDF and

TECHINCAL EXHIBIT 3

TECHNICAL REQURIEMENTS, SPECIFICATIONS AND DEFINITIONS

REAL ESTATE TITLE PRODUCT(S) & TRACT OWNERSHIP RESEARCH

For the purposes of the delivery of an abstract/title product under this agreement, an ownership is defined to be all that contiguous project area owned by all of the same parties. Such areas will be deemed to be a contiguous, single ownership even though traversed by servitudes for roads, railroads, pipelines, or other rights-of-way, or by non-navigable streams, political subdivisions, etc. Such area will also be deemed to be a single ownership even though acquired through multiple chains of title or if multiple conflicting chains of title exist over the property. Upon issuance of a task order for title ownership research, USACE will provide to the Contractor a copy of one of the following: parcel number(s), project map, legal description, survey and/or document defining search area which will include a delineation of the boundaries for the project’s “area of interest” to be researched and reported on each task order. The majority of the Corps’ work is located in rural areas that do not have designated lot numbers, block numbers, or street addresses. Many, but not all, locations are designated on the tract plat map with Township, Range and Section numbers or a metes and bounds description with an Abstract and/or Survey number may be provided.

1. Requirements

A. A signed and dated original, plus a PDF copy of each title commitment must be furnished for review and approval by USACE. In addition, the Contractor must furnish a signed and dated original of any Intermediate Certificate, Update, Endorsement and Final Title Policy, if requested. Each title product shall include a reference to the prime Contractor’s name, contract/BPA number, call number, project name and/or tract number, where applicable.

B. The U.S. Department of Justice imposes certain minimum qualifications on Contractors who are not title companies but are attorneys or direct agents of title companies: Each Contractor must submit a written commitment from a title company authorized and qualified to issue such policies in the state where the land is located. The written commitment from the title company as required by this paragraph shall contain a statement of commitment that the title insurance company will issue title insurance products, including but not limited to, title commitment and final title policies, that comply with the requirements of the Department of Justice Title Standards 2016 as well as the terms and conditions of this agreement. If Contractor or its subcontractor is a corporate entity, then it must be registered with the appropriate Secretary of State and be in good standing.

2. Description/Specifications:

A. General: The title search must include a chain of title for each ownership tract in the form of a

“Title Report”. The research will also include the timeframe of search (beginning and ending date), current ownership and any outstanding third party interest, including but not limited to servitudes, leases, mortgages, liens, etc. that may affect ownership or impede the full access to and/or use of the surface rights.

THE PERIOD OF SEARCH WILL ALWAYS BE: In accordance with the DOJ Title Standards 2016, except USACE requires a minimum of 60 years, unless otherwise requested, as defined by each task order. In the event that the record search by the Contractor or the communications during negotiation with the interest owner reveals the existence of a document or legal proceeding which impacts the ownership of the interests in the ownership tracts and that document or proceeding is not filed in the records of the County/Parish where the ownership under review is located, the Contractor is required obtain and review said documents and proceedings and their impact on the ownership tracts. For example if an ownership’s property boundaries are located within multiple counties/parishes, the records of both counties/parishes will be researched. The Contractor will provide certified copies of such documents as must be filed in the records of the county/parish where the ownership tract is located. Where there is a fiduciary relationship conveyed, including but not limited to a usufructuary interest, the company will affirmatively state whether or not there exists any limitations or incapacity in the authority of the fiduciary to convey the property.

B. Chain-of-Title: For each search/ownership, the Contractor shall provide a “Title Report” which is a typed chronological descriptive list; this list shall include all title instruments during the period of search depicting the transfer of a fee title including, but not limited to, patents, direct deeds of conveyance, deeds by or to fiduciary representatives, sheriffs, wills or judgments of possession or decrees, judgments or orders of courts of competent jurisdiction purporting to quiet, confirm, or establish title in fee. The description of a title instrument will contain the names of all of the grantors and grantees, the effective date and/or the date of execution of the instrument, the recordation data, including the date of filing/recording, brief description of the affected lands if only a portion of the ownership tract is affected, a description of the interest conveyed and any reservations or exceptions thereto. Under the terms of this agreement, where a single ownership includes multiple chains of title, the chronological descriptive (see Exhibit “4,” Title Report) list shall be provided for each chain of title. The existence of multiple chains of title in an ownership shall not be deemed to result in the separation of the single ownership into multiple ownerships. The Contractor’s approving attorney/examiner shall attest to, in writing that he/she reviewed the “Title Report” and the determination of ownership interests for each tract. The Contractor shall be obligated to provide PDF copies of all supporting instruments that appear in the “Title Report” for all tract(s) searched.

C. Conveyance records research: Diligently research and review the county/parish official public records, including conveyances, leases, permits, servitudes, judgments, etc. This action is to verify and/or add to the information obtained from the tax rolls; identify additional owner/co-owner names, addresses and telephone numbers; identify the last deed of record that transfers a fee interest in lands located in the area of interest, and all conveying instruments back to the minimum search requirements listed in the DOJ Title Standard 2016, except USASE Requires minimum of 60 years, as defined by each task order; and identify the recording information of any document, such as partial sales, partitions and/or boundary agreements, that subdivides a subject tract in the area of interest.

D. Tax records research: Diligently research and review the county/parish tax rolls/records housed within the county/parish clerk of court’s office, sheriff’s office and/or the tax assessor’s office in order to identify the full names and a.k.a. names of each and all current landowners of each tract in the area of interest; identify the address, phone number and any alternate contact information of the current owner(s) if noted; identify each tract’s property tax identification (Tax I.D.) or assessment number; and identify the recording information of any document, such as partial sales, partitions and/or boundary agreements, that subdivides a subject tract in the area of interest if noted on tax information sheet.

E. Adverse Possession/Acquisitive Prescription: Where the Contractor discovers evidence of the existence or potential existence of a claim of adverse possession upon a subject tract defined by a task order, the Contractor shall provide to USACE a copy of evidence, so that a determination can be made by USACE as to whether further title examination is needed.

F. Deceased Owners: Where a review of the public records by the Contractor discloses that a record owner of a tract under examination is deceased, Contractor shall be obligated to provide the names and addresses of any and all purported heirs whose names and addresses may appear of record. In the case of a succession proceeding opened in the name of the record owner, Contractor shall be required to review the court records, including probate, of such succession proceedings and provide the names and addresses of any and all purported heirs, legatees or other parties, such as usufructuaries, who purport to have an interest in the tract under examination. Contractor shall also provide the name(s) and address(s) of any executor(s) or administrator(s) of an open succession. The Contractor shall affirmatively state whether or not there exists any limitations or incapacities in the authority of a fiduciary to convey the property under examination. If no succession proceeding have been opened, but the public records disclose that third parties purporting to be heirs of the deceased owner of record have executed documents purporting to convey, dispose or encumber any ownership interest in the subject property, including but not limited to the grant of a lease, timber deed, servitude, ROW, mortgage or similar interest; Contractor shall be obligated to provide, to the extent disclosed by the public records, the names and addresses of all grantors who have executed any such documents. The above requirements of providing names and addresses of potential heirs or claimants to the succession can be satisfied by providing the relevant copies of documents that contain the said names and addresses.

Where a title examination discloses that an owner of record is deceased and that no succession proceeding in the name of such person and involving the subject property has been opened, Contractor shall state that title to such property is vested in the name of the deceased person and shall list names and addresses of the heirs which appear of record, and shall list heir(s) interest in accordance with the laws of the state in which property is located. Additionally, title reports will conform with DOJ Title Standards 2016 (DOJ Standards), Part 3, paragraph 3.7.3.1 titled “Deceased landowner; determination of heirship”, G. Partnerships and Limited Liability Companies (LLCs): Where the Contractor’s title examination discloses that an ownership interest is held by a partnership or LLC, Contractor shall obtain and review any relevant partnership agreements, articles of partnership or organization, operating agreements and other documents which appear in county/parish records where the property is located or in the records of the appropriate Secretary of State. Contractor shall provide USACE with PDF copies of all such documentation.

H. Minors and Interdicts: Where Contractor’s title examination discloses that an ownership interest is vested in a minor or an interdict, Contractor shall provide the names and address of the tutor, under tutor, co-tutor, the guardian, and/or under guardianship as the case may be, and provide copies of the documents that contain such information. Contractor shall review all courthouse records as required for the title search, including, but not limited to real estate tax rolls, conveyance, mortgage, district court and probate records and shall affirmatively state what limitations or incapacities exist in the authority of the tutor(s) or guardian(s) to convey the subject property. (See Exhibit “5,” Title Report)

I. Ownership Interest: In each landowner search, Contractor must provide the percentage of ownership interest (to the sixth decimal point) of each landowner of every tract within the chain of title. (See Exhibit “5,” Title Report)

J. (Apply to Title Research/Services) Exceptions: The binder/commitment for each search shall list as a special exception only those defects, liens, encumbrances or other matters adversely affecting title that applies specifically to both the portion of the property being acquired and to the interest in the property being acquired. The practice of providing blanket special exceptions (i.e., the listing of all special exceptions or encumbrances which appear of record in the name of a particular landowner, without regard to the applicability to such exceptions or encumbrances to the particular tract of land under examination) will render the title commitment/policy unacceptable. Additionally, the practice of including special exceptions for easements, servitudes and/or rights-of-way to which the estate of the property that is being acquired is “subject to” will likewise render the title commitment/policy unacceptable.

Should the Contractor take exception to the legal status, standing or authority of any trust or entity, such as a corporation, partnership, limited liability company, etc., then Contractor shall identify each by name and shall state with particularity the defect associated with such trust or entity.

The Contractor shall provide copies of all documents creating and/or related to any and all identified exception(s), defect(s), lien(s) or encumbrance(s).

K. Curative: Contractor shall provide a list of Title Requirements, that describe the necessary actions and/or documents that will cure each title defect listed as a special exception. Each requirement must adequately and thoroughly describe the actions and/or documents needed to satisfy the requirement and remove the cloud, defect, lien or encumbrance from the title.

Contractor shall discuss all curative documents required with USACE. At such time as

USACE order and title commitment and the curative document has been executed and filed of public record; the Contractor will delete, remove and/or amend the applicable exceptions upon satisfaction of the corresponding requirement. Contractor is required to have open communications with attorneys for the Government, including communications by telephone, facsimile and e-mail, in order to be accessible for discussions regarding title defects, title requirements and curative actions.

L. Taxes: Contractor shall verify payment and amount of applicable taxes pertaining to the subject tract(s) under examination and disclose research on the “Title Report”, shown on Exhibit 4.

M. Expert Witness: If needed, the Contractor may be asked to provide expert witness services for legal proceedings. The request may be made by the DOJ, U.S. Attorney’s office or the USACE. In such case, compensation for expert witness services will be negotiated with the Agency or Department requesting the services.

N. Endorsements: Endorsements, if required, shall be ordered by USACE and shall also be delivered in accordance with format stipulated in the DOJ Title Standards 2016.

O. Final Title Policies: At such time as the tract values of the properties involved have been established and conveyances are completed, Title Guarantee (Insurance) Policy, shall be ordered by USACE (American Land Title Association U. S. Policy-12/3/2012. If for any reason the Government doesn’t acquire interest in land, Final Title Policies will not be ordered. Final Title Policy for condemnation will reflect that title to the estate or interest in the land vested in:

(Refer DOJ Title Standards 2016, Part 9).

I. In addition, Title Policies for tracts acquired by condemnation proceedings shall include information regarding the United States' immediate predecessor in the title, in language similar to the following:

"Title to the estate or interest covered by this Title Policy at the date hereof is vested in the United States of America by virtue of a Declaration of Taking, as evidenced by Lis Pendens Notice or [or Judgment on Declaration of Taking], dated _______________, recorded in _____________ Book _________, page _________ of the records of

____________, _________ . Prior to the Declaration of Taking, title was vested in

II. The Title Policy will disclose the name or names of the record owner or owners of the property described therein. Where subsurface estates or interests in the property to be acquired are owned by persons, corporations, or other legal entities, other than the owners of the surface estate, the present record owners of each such outstanding estate or interest and all pertinent data relating thereto shall be shown in the Title Policy unless otherwise specified in the order.

III. Title policies shall be executed and submitted in quadruplicate and shall contain in Schedule B thereof the names and addresses, as disclosed by the public records, of all persons or entities having any liens on or rights or interests in the property described therein, in order that they may be joined as parties defendant in a condemnation proceeding if one is necessary.

IV. The Title Policy shall contain sufficient information concerning defects, liens, encumbrances, and other matters excepted, to enable an attorney examining the policy to determine the nature and extent of such exceptions and their probable effect on the validity of the title to the land described. It shall also state or be accompanied by a report specifying the evidence or action, if any, which will be acceptable to the corporation issuing the policy, as a basis for the issuance of a Continuation deleting each such defect, lien, encumbrance, and other matter from the Title Policy.

V. Each policy shall contain a detailed statement of any taxes and special assessments of record which are a lien on the property described. Such statement will include, at a minimum, the current assessment information, including name of taxpayer, district (if applicable) assessment, and dollar amount. The statement will also either clearly itemize all delinquent taxes or affirmatively state that there are no delinquent taxes.

VI. If the policy contains any objection with respect to liens for taxes, assessments, or bonds of a special improvement district, such objections will be followed by references to the statutes pursuant to which such special improvement district was organized, its taxes and assessments levied and its bonds issued and any other facts necessary to enable an attorney examining the policy to determine the nature and extent of the lien, if any, created by such taxes, assessments, or bonds, on the land described therein.

VII. If the policy shows title in a record owner who is deceased, it shall also state therein, or be accompanied by a statement indicating whether a judicial proceeding, affidavits of heirship, or some other form of proof will be acceptable to the title company as the basis for the issuance of a Title Policy showing title in the United States upon execution and recordation of a deed to the United States from such persons shown by such proof to be all heirs of the deceased.

VIII. If the policy shows record title in a state, county municipality, or other subdivision of the state, or in a corporation, or a church or other religious, educational, or charitable institution or organization, or in a person or persons acting in a fiduciary or similar capacity, without authority to convey the property in the absence of specific authorization, the policy shall disclose the incapacity of or limitation on the authority to convey the property and shall specify what action, if any, is necessary before a valid conveyance of the property may be made to the United States and what proof thereof will be required by the title company before issuing a Title Policy showing valid title to the property in the United States.

IX. Policies containing any exception or objection with respect to rights or possible rights under the provisions of Section 13 of the Selective Training and Service Act of 1940 (50 USC App. 313), or the Soldiers and Sailors Civil Relief Act of 1940, as amended (50 USC App. 501-509) must:

a. Contain the name of each person having such rights, and the address of any such person, if known.

b. Contain or be accompanied by a statement of the company issuing the policy showing the nature and extent of the interest in the land of each such person, and

c. If any such person has an actual interest in the land, contain or be accompanied by a transcript of the proceeding giving rise to such rights and disclose the action, if any, taken in the proceeding to comply with the requirements of said Acts.

X. Each Policy and Continuation shall be executed in quadruplicate by a duly authorized officer of the issuing corporation, shall bear the corporate seal of such corporation, and shall be countersigned by the proper officer of the corporation, where necessary. The Title Policies, as amended by the final Continuation thereof, shall not except from the corporation's liability, any defects, liens, encumbrances, or other matters of record set forth in the original policy which are waived by the corporation or its duly authorized representative before…