STG Pari Passu Endorsement 1

This form should not be used if a comparable ALTA version is available. If a comparable ALTA version is available, the most current version of the ALTA form available in each state should be used, unless approved by a Stewart underwriter.

PARI PASSU ENDORSEMENT

Attached to and Forming a Part of

Policy of Title Insurance No. ___________

Issued by

STEWART TITLE GUARANTY COMPANY

NOTE: The following will appear as a note to Schedule A, Item 4 of the Policy.

NOTE: The Deed of Trust shown in Paragraph 4(a) of Schedule A and the Deed of Trust shown in Paragraph 4(b) of Schedule A secure obligations in favor of separate beneficiaries but are governed by an Intercreditor Agreement under which said obligations are stated to be of equal priority. Notwithstanding anything to the contrary contained herein or the fact that there is more than one named insured hereunder, or that each Deed of Trust secures separate obligations, the Company shall have but one liability under this Policy which shall not exceed the aggregate sum of $ _______________ .

THIS ENDORSEMENT MAY NOT BE ISSUED WITHOUT APPROVAL FROM STEWART TITLE GUARANTY UNDERWRITING PERSONNEL

In the event of the loss payable under this Policy, any payment shall be made jointly to the named insureds hereunder, or in the alternative at the sole option of the Company, to either of the insureds (in which case such payments shall be deemed to be made to each such insured). Either method of payment shall satisfy all obligations to the Company under this Policy for such claimed loss, and any such payment shall reduce pro tanto the amount of insurance hereunder.

This endorsement is issued as part of the policy. Except as this endorsement expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsement, (iii) extend the Date of Policy, (iv) insure against loss or damage exceeding the Amount of Insurance, or (v) increase the Amount of Insurance. To the extent a provision of the policy or any prior endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy and any prior endorsement.

[Witness clause]

[Date]

STEWART TITLE GUARANTY COMPANY

By: ______________________________
         [Authorized Signatory]