SWDEED SWRE TO HF1-D 2017 6-29.PDF

OFFICIAL RECORDS OF
MARICOPA COUNTY RECORDER
ADRIAN FONTES
RECORDED ELECTRONICALLY 20170477768 06/29/2017 02:51
ELECTRONIC RECORDING
BY SECURITY TITLE AGENCY
26170074-9-5-1--
WHEN RECORDED, RETURN TO: morenoa
Chris Reeves
Humphreys Fund I, LLC
223 S. Walker Avenue
Oklahoma City, OK 73101
[Space Above this Line for Recording Office Use Only]
SPECIAL WARRANTY DEED
For Ten Dollars ($10.00) and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, SWRE DEAL V BUILDING, LLC, a Delaware
limited liability company ("Grantor"), hereby grants, sells and conveys to HF1-D Phoenix 1706,
LLC, a Delaware limited liability company("Grantee"), that certain real property located in
Maricopa County, Arizona legally described on Exhibit "A" attached hereto and incorporated
herein by this reference, together with all privileges and easements appurtenant thereto and any
and all improvements located thereon (the "Property").
SUBJECT only to current taxes not yet due and payable, assessments and any other liens
arising therefrom, all reservations in patents, if any, all matters described on Exhibit "B" attached
hereto, all zoning, land use and other governmental restrictions, and all other matters that can be
determined by a visual inspection or a complete and accurate survey of the Property.
Notwithstanding any warranty which may otherwise be implied from the use of any
word, phrase or clause herein, Grantor warrants title to the Property, subject to the matters
referred to above, only against its own acts, but not the acts of any others.
DATED as of this L I day of , 2017.
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SWRE Deal V Building, LLC, a Delaware limited
liability company
By: SWRE Deal V, LLC, an Arizona limited liability
company, its sole Member
By: ViaWest Properties, LLC, an Arizona
limited liability company, its Manager
STATE OF ARIZONA
) ss.
COUNTY OF MARICOPA
The foregoing instrument was acknowledged before me on TA nc, h , 2017, by
dreven sch, r , the Manager of ViaWest Properties, LLC, an Arizona
limited liability company, the Manager of SWRE Deal V, LLC, an Arizona limited liability
company, the sole member of SWRE DEAL V BUILDING, LLC, a Delaware limited liability
company, on behalf of said limited liability company.
IN WITNESS WHEREOF, I hereunto set my hand and official seal.
My Commission Expires: AO
LEAH MARGARET O'CONNOR
NOTARY PUBLIC, ARIZONA
MARICOPA COUNTY
My Commission Expires
May 31, 2019
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EXHIBIT "A"
TO
SPECIAL WARRANTY DEED
Legal Description
PARCEL NO. 1:
Lot 5 of the West 101 Commerce Center according to the Plat of Record in the Office of the
County Recorder, Maricopa County, Arizona, recorded as Book 787, Page 22 and as corrected by
Affidavits of Correction in Recording No 2005-1888625 and in Recording No 2008-0285786,
records of Maricopa County, Arizona.
PARCEL NO. 2:
All reciprocal, nonexclusive perpetual easement rights for pedestrian and vehicular access, ingress
and egress, of that certain Reciprocal Easement Agreement executed by and between Loop 101
LLC and Opus West Corporation, dated June 1, 2004, recorded June 29, 2004, in the Office of the
County Recorder of Maricopa County, Arizona, in Recording No. 2004-0737971.
PARCEL NO. 3:
That appurtenant and beneficial easement for ingress and egress from Palm Lane to McDowell
Road as shown on the West 101 Commerce Center according to the Plat of Record in the Office of
the County Recorder, Maricopa County, Arizona, recorded as Book 787, Page 22 and as corrected
by Affidavits of Correction in Recording No 2005-1888625 and in Recording No 2008-0285786,
records of Maricopa County, Arizona.
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20170477768
EXHIBIT "B"
TO
SPECIAL WARRANTY DEED
Permitted Exceptions
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EXCEPTIONS
Schedule B of the policy or policies to be issued will contain exceptions to the following matters unless the same are
disposed of to the satisfaction of the Company:
A. Defects, liens, encumbrances, adverse claims or other matters, if any, created, first appearing in the public records or
attaching subsequent to the effective date hereof but prior to the date of the proposed insured acquires for the value
of records the estate or interest or mortgage thereon covered by this Commitment.
B. Exceptions and Exclusions from coverage which will appear in the policy or policies to be issued as set forth in
Attachment One attached.
Property taxes, which are a lien not yet due and payable, including any assessments collected with taxes to be levied
for the year 2017.
2. The liabilities and obligations imposed upon said Land by reason of: (a) inclusion thereof within the boundaries of
the Salt River Project Agricultural Improvement and Power District; (b) membership of the owner thereof in the Salt
River Valley Water Users' Association, an Arizona corporation and (c) the terms of any Water Right Application
made under the reclamation laws of the United States for the purposes of obtaining water rights for said Land.
3. Reservations contained in the Patent
From: The United States of America
To: Joseph D. Reed
Recording Date: November 19, 1895
Recording No: Book 39 of Deeds, page 576
Which among other things recites as follows:
Subject to any vested and accrued water rights for mining, agricultural, manufacturing or other purposes and rights
to ditches and reservoirs used in connection with such water rights as may be recognized and acknowledged by local
customs, laws and decisions of courts. The right of the proprietor of a vein or lode to extract and remove his ore
therefrom should the same be found to penetrate or intersect the premises hereby granted as provided by law.
4. Water rights, claims or title to water, whether or not disclosed by the public records.
5. Easements, covenants, conditions and restrictions as set forth on the plat recorded in Book 561 of Maps, page 42 and
in Book 787 of Maps, page 22.
6. Matters contained in that certain document
Entitled: Drainage Area Maintenance Agreement
Recording Date: May 2,2001
Recording No: 2001-0367453
Reference is hereby made to said document for full particulars.
7. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document:
Entitled: Public Utilities Power Easement
Purpose: Electrical power
Recording Date: June 10, 2002
Recording No: 20020592023
72C101B11 (6/06) 1 ALTA Commitment — 2006
Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA AMERICAN LAND 'TITLE
members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land ASSOCIATION
Title Association.

20170477768
File No.: 26170074-026-NM2
SCHEDULE B — Section II
(Continued)
8, Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document:
Entitled: Public Utilities Power Easement
Purpose: Electrical power
Recording Date: June 12, 2002
Recording No: 20020601575
9. Covenants, conditions, restrictions and easements but omitting any covenants or restrictions, if any, including but
not limited to those based upon race, color, religion, sex, sexual orientation, familial status, marital status, disability,
handicap, national origin, ancestry, source of income, gender, gender identity, gender expression, medical condition
or genetic information, as set forth in applicable state or federal laws, except to the extent that said covenant or
restriction is permitted by applicable law, as set forth in the document
Entitled: Declaration of Property Development Restrictions
Recording No: 20031194794
10. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document:
Entitled: Right of Way License
Purpose: Roadway, Landscaping, Water and Water lines
Recording Date: October 16, 2003
Recording No: 20031442374
11. Matters contained in that certain document
Entitled: Reciprocal Easement Agreement
Recording Date: June 29, 2004
Recording No: 20040737971
Reference is hereby made to said document for full particulars.
12. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document:
Entitled: Easement
Purpose: Drainage
Recording Date: January 11,2006
Recording No: 20060045145
13. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document:
Entitled: Power Distribution Easement
Purpose: Power distribution
Recording Date: September 22, 2006
Recording No: 20061256557
72C101BII (6/06) 2 ALTA Commitment — 2006
Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA AMERICAN LAND TITLE
members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land ASSOCIATION
Title Association.

20170477768
File No.: 26170074-026-NM2
SCHEDULE B — Section II
(Continued)
14. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document:
Entitled: Power Distribution Easement
Purpose: Power distribution
Recording Date: October 26, 2007
Recording No: 20071164854
15. Matters shown on record of survey:
Recording No.: Book 986 of Maps, page 25
16. A deed of trust to secure an indebtedness in the amount shown below,
Amount: $15,000,000.00
Dated: March 31, 2008
Trustor/Grantor Carlson Real Estate Company, a Minnesota limited partnership
Trustee: Chicago Title Insurance Company
Beneficiary: Wells Fargo Bank, National Association
Loan No.: 104805
Recording Date: April 2, 2008
Recording No: 20080290723
An agreement to modify the terms and provisions of said deed of trust as therein provided
Executed by: Carlson Real Estate Company, a Minnesota limited partnership and Wells Fargo Bank,
National Association
Recording Date: May 5,2010
Recording No: 20100380731
Note: The above exception is shown for disclosure purposes only. It will be deleted and will not be shown as an
exception upon issuance of the final title policy.
17. Matters shown on record of survey:
Recording No.: Book 1242 of Maps, page 5
18. Intentionally deleted.
72C 0 BII (6/06) 3 ALTA Commitment — 2006
Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA AMERICAN LAND TITLE
members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land ASSOCIATION
Title Association.

20170477768
File No.: 26170074-026-NM2
SCHEDULE B — Section II
(Continued)
19. Any rights of the parties in possession of a portion of, or all of, said Land, which rights are not disclosed by the
Public Records.
20. A deed of trust to secure an indebtedness in the amount shown below,
Amount: $8,100,000.00
Dated: January 18, 2013
Trustor/Grantor: SWRE Deal V Building LLC, a Delaware limited liability company
Trustee: Chicago Title Agency, Inc.
Beneficiary: Security Benefit Life Insurance Company, a Kansas life insurance company
Recording Date: January 18, 2013
Recording No: 20130058412
An Agreement to assume the obligation thereof, as provided in the instrument
Executed by: Humphreys Fund I, LLC and Security Benefit Life Insurance Company
Dated:
Recording Date:
Recording No.:
72C101BII (6/06) 4 ALTA Commitment —2006
Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA LAND AMERICAN TITLE
members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land ASSOCIATION
Title Association.

20170477768
File No.: 26170074-026-NM2
SCHEDULE B — Section II
(Continued)
21. Assignment of Rents and Leases
Executed by: SWRE Deal V Building LLC, a Delaware limited liability company
To: Security Benefit Life Insurance Company, a Kansas life insurance company
Recording Date: January 18, 2013
Recording No: 20130058413
An Agreement to assume the obligation thereof, as provided in the instrument
Executed by: Humphreys Fund I, LLC and Security Benefit Life Insurance Company
Dated:
Recording Date:
Recording No.:
22. A financing statement as follows:
Debtor: SWRE Deal V Building LLC
Secured Party: Security Benefit Life Insurance Company
Recording Date: January 18, 2013
Recording No: 20130058414
An Agreement to assume the obligation thereof, as provided in the instrument
Executed by: Humphreys Fund I, LLC and Security Benefit Life Insurance Company
Dated:
Recording Date:
Recording No.:
23. Any rights, interests, or claims which may exist or arise by reason of the following matters disclosed by survey,
Job No.: 150646
Dated: July 13, 2015
Prepared by: Superior Surveying Services, Inc.
Matters shown:
a) Encroachment of concrete, curbing and concrete headwall onto the easements as shown
in exceptions #5, 6, 7, 8, 12, 13 and 14
b) Sign encroaches onto the easements as shown in exceptions #5, 6, 7 and 8
END OF SCHEDULE B — SECTION II
72C101BII (6/06) 5 ALTA Commitment —2006
Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA LAN AMERICAN D TITLE
members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land ASSOCIATION
Title Association.