HomeMy WebLinkAbout928189
y
000666 z..
WHEN RECORDED MAIL TO
Bar K, Inc.
201 Lafayette Circle, 2nd floor
RECEIVED 4/6/2007 at 2:34 PM
RECEIVING # 928189
BOOK: 653 PAGE: 666
JEANNE WAGNER
LINCOLN COUNTY CLERK. KEMMERER, WY
[Space Above This Line is for Recording Information]
FIRST MODIFICATION TO WYOMING COMMERCIAL
REAL ESTATE MORTGAGE AND SECURITY AGREEMENT
THIS FIRST MODIFICATION TO WYOMING COMMERCIAL REAL ESTATE
MORTGAGE AND SECURITY AGREEMENT is dated as of March 30,2007, and is made and
entered into by S,!llIlœ.River Sporting Club Development Company, LLC, a Delaware limited
liability company ("SRSCDC"), and 144 ACRE PARCEL, LLC, a Wyoming limited liability
company ("144AP") (SRSCDC and l44AP are referred to herein collectively as "Mortgagor"),
whose address is 1 Johnny Counts Road, Jackson Hole, WY 83001, in favor ofR.E.J~QANS
LLC, a California limited liability company (the "Lender"), whose address is 201 Lafayette
Circle, 2nd Floor, Lafayette, CA 94549.
THIS FIRST MODIFICATION TO MORTGAGE
COVERS ALL DEBTS, INCLUDING FUTURE ADVANCES
WHEREAS, Lender is the payee and CANYON CLUB, INC., a Wyoming corporation
("CCI") is the original maker of that certain $64,700,000 Promissory Note dated December 22,
2004 ("Note"), which Note is secured by a Wyoming Commercial Real Estate Mortgage and
Security Agreement also dated December 22, 2004, made by CCI and l44AP, which mortgage
was recorded in Book 576 of Photo, Pages 300-324, 1/7/05, records to Teton County, Wyoming,
and in Book 576 of Photo, Page 653, 1/7/05, records of Lincoln County, Wyoming (collectively
"Mortgage"). The original Mortgage encumbered the land and property situated in Teton and
Lincoln Counties, Wyoming, herein referred to as the "Premises," which are more particularly
described as follows:
SEE EXHIBIT "A" ATTACHED HERETO AND
INCORPORATED HEREIN BY THIS REFERENCE
MORTGAGE #C0390 1 st Mod (3-30-07)#2
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O~281b~
000667
WHEREAS, CCl's interest in the Premises was transferred by CCI to SRSCDC subject
to the Mortgage, and SRSCDC has assumed CCl's obligations under the Mortgage. CCI
continues to be obligated under the Mortgage jointly and severally with SRSCDC.
WHEREAS, concurrently herewith SRSCDC and CCI are executing a FIRST
MODIFICATION TO PROMISSORY NOTE of even date herewith to increase the principal
amount of the Note to $74,150,000.
WHEREAS, by this modification Mortgagor wishes to modify the Mortgage to secure
the Note, as so modified.
NOW, THEREFORE, in consideration of the execution of this modification, and for other
good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
the parties agree as follows:
1. Amendment to Mortgage. Paragraph "( 1)" on Page 4 of the Mortgage shall be deemed
amended to read as follows: "That certain promissory note of even date herewith of
CANYON CLUB, INC. payable to Lender in the principal amount of Sixty-Four Million
Seven Hundred Thousand Dollars ($64,700,000.00), as modified by that certain FIRST
MODIFICATION TO PROMISSORY NOTE dated March 30,2007, made by CANYON
CLUB, INC. and SNAKE RIVER SPORTING CLUB DEVELOPMENT COMPANY, LLC,
increasing the principal amount thereof to Seventy-Four Million One Hundred and Fifty
Thousand Dollars ($74,150,000.00), hereinafter referred to collectively as the "Mortgage
Note".
2. Condition Precedent to Enforceability. A condition precedent to the effectiveness ofthis
modification shall be the issuance of Form 110.5 endorsement, and a special endorsement
increasing the limit of liability, to the title insurance policy issued to Lender on January 7,
2005, under Case No. 112204-7 A, in forms acceptable to Lender. Ifthe title insurance
company issuing the original title insurance policy will not issue such endorsements, then
this modification shall be of no force or effect whatever.
3. Counterparts. This modification may be executed in counterparts, each of which shall be
deemed an original, and said collective counterparts shall together constitute one agreement,
binding all of the parties, notwithstanding that all of the parties are not signatory to the same
counterparts. For all purposes, including, without limitation, recordation, filing, and delivery,
duplicate unexecuted and unacknowledged pages ofthe counterparts may be discarded and
the remaining pages may be assembled as one document.
4. Ratification. Mortgagor expressly ratifies and confirms the continued validity and
enforceability of the Mortgage, as modified hereby, and all related Loan Documents, as
modified in writing concurrently herewith. Any conflict between any term or provision
contained herein with any term or provision contained in the Mortgage or any prior
amendment thereto shall be resolved in favor of this modification.
IN WITNESS WHEREOF, the parties have executed this modification by their duly authorized
manager or managers or officer or officers as of the day and year first above written.
MORTGAGE #C0390 1st Mod (3-30-07)#2
Page 2 of8
O~28189
000668
144 ACRE PARCEL, LLC, a Wyoming
limited liability company
SNAKE RIVER SPORTING CLUB
DEVELOPMENT COMPANY, LLC, a
Delaware limited liability company
By: Dolan, Pollak & Schram-SR, LLC, a
Delaware limited liability company, its
managing member
By: see attached
L. Richard Edgcomb, Manager
By:
see attached
Stephen C. Schram, Managing Member
CONSENT
THE UNDERSIGNED hereby consent to and join in the foregoing.
CANYON CLUB, INC., a Wyoming
corporation
By:
L. Richard Edgcomb, President
see attached
R.E. LOANS LLC, a California limited
liability company
By Its Manager: B-4 PARTNERS LLC,
a California limited liability company
By:
Its:
STATE OF CALIFORNIA )
)ss.
COUNTY OF CONTRA COSTA )
OnÅ1p,J L ,2007, before me . Nee , a Notary Public in and
for sam State and County, personally appeared _ Q. ,
personally known to me (or proved to me on the basis of satisfactory idence) to be the
person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in hislher/their authorized capacity(ies), and that by hislher/their
signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s)
acted, executed the instrument.
WITNESS my hand and official seal.
Q VINCENT HUA
Commllllon # 1656362
ï' Notary PublIc . CaIKomIQ
contra CoIta CCU1Iy
J-.-... ... ~:o:m~Ex~~:20~~
¿~
MORTGAGE #C0390 1st Mod (3-30-07)#2
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,r . ···1.8- 9
u~ZS
000669
SNAKE RIVER SPORTING CLUB
DEVELOPMENT COMPANY, LLC, a
Delaware limited liability company
ø 1/ r 1- J- By: Dolan, Pollak & Schram-SR, LLC, a
By: M mrtJYXÎ 11{ 1jL if Delaware limited liability company, its
L. Richard E gcomb, Manager managing member
144 ACRE PARCEL, LLC, a Wyoming
limited liability company
By:
CONSENT
THE UNDERSIGNED hereby consent to and join in the foregoing.
CANYON CLUB, INC., a Wyoming
corporation
R.E. LOANS LLC, a California limited
liability company
By, Its Manager: B-4 PARTNERS LLC,
a èalifornia limited liability company
By: 4--~ /Urn,,;! ~:J.J-
. L..Richard dgcomb, PresIdent
By:
see attached
Its:
STATE OF CALIFORNIA )
)8S.
)
On 2007, before me , a Notary Public in and
for said State and County, rsonallyappeared ,
personally known to me (or pro to me on the basis of satisfactory evidence) to be the
person(s) whose name(s) is/are subs . ed to the within instrument and acknowledged to me that
he/she/they executed the same in hislher 'r authorized capacity(ies), and that by hislher/their
signature(s) on the instrument the person(s), or entity upon behalf of which the person(s)
acted, executed the instrument.
WITNESS my hand and official seal.
MORTGAGE #C0390 I st Mod (3-30-07)#2
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O~281&9
000670
STATE OF WYOMING )
) ss.
COUNTY OF z,,...,,,j )
The foregoing instrument was acknowledged before me this ~ day of ) .0110' I , 2007, by
Stephen C. Schram, as the Managing Member of Dolan, Pollak & Schr~ Delaware
limited liability company, the managing member of SNAKE RIVER SPORTING CLUB
DEVELOPMENT COMPANY, LLC, a Delaware limited liability company.
TOM L MILLER· NOTARY PUBUC
County of State of
Teton Wyoming
My Commission Expires Feb. 28. 2008
Witness my hand and official seal.
My commission expires:
2 "28'~
STATE OF WYOMING
) ~
~(___ ^ J ) ss.
COUNTY OF t;:::;" (V (V) Glenn M. Ford as attorney-in-fact
J-.L for A f1 .
The foregoing instrument was acknowledged before me thi~~ day of ,. Il/,Y)' 1 ,2007, by /I
L. Richard Edgcomb, as the manager of 144 ACRE PARCEL, LLC, a Wyoming limited liability
company, on behalf of said limited liability company, and as the president of CANYON CLUB,
INC., a Wyoming corporation, on behalf of said corporation.
Witness my hand and official seal.
My commission expires: (}(;(rJbe/
I
õ(OJ q ao7
.
4&8~ ./.
Not~y Pu lie .
NANCY B. HUGHES· NOTARY PUBUC
County of . State of
Teton WyomIng
My CommJ8IIon ExpIres ()ct()W 20. 2Or17
MORTGAGE #C0390 1st Mod (3-30-07)#2
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H~28189
000671.
EXHIBIT A
Parcel 1:
Lot 2 of Snake River Canyon Ranch, The Canyon Homes, Teton County, Wyoming, according to that plat
recorded in the Office of the Teton County Clerk on January 15, 2002, as Plat No.1 040.
TOGETHER WITH any appurtenant riparian lands.
Parcel 2:
Lots 19, 20, 21, 22, and 23 of Snake River Canyon Ranch, The River Homes, Teton County, Wyoming,
according to that plat recorded in the Office of the Teton County Clerk on September 18, 2001, as Plat
No. 1030.
TOGETHER WITH any appurtenant riparian lands.
Parcel 3:
Lots 24, 25, 26 and 28 of Snake River Canyon Ranch, The Ranch Homes, Teton County, Wyoming,
according to that plat recorded in the Office of the Teton County Clerk on September 18, 2001, as Plat
No. 1031.
TOGETHER WITH any appurtenant riparian lands.
Parcel 4:
Homestead Entry Survey Number 57 located in Section 33, T39N, R116W, Teton County, Wyoming.
AND
Government Lot 4, Government Lot 5 and SE1/4SE1/4, Section 32, T39N, R116W, Teton County,
Wyoming.
EXCEPTING THEREFROM Snake River Canyon Ranch, The Canyon Homes, Teton County, Wyoming,
according to that plat recorded in the Office of the Teton County Clerk on January 15, 2002, as Plat No.
1040 AND Snake River Canyon Ranch, The River Homes, Teton County, Wyoming, according to that plat
recorded in the Office of the Teton County Clerk on September 18, 2001, as Plat NO.1 030 AND Snake
River Canyon Ranch, The Ranch homes, Teton County, Wyoming, according to that plat recorded in the
Office of the Teton County Clerk on September 18, 2001, as Plat NO.1 031.
TOGETHER WITH any appurtenant riparian lands.
Parcel 5:
LEGAL DESCRIPTION
OF
A PARCEL
WITHIN
SECTION 8,
HOMESTEAD ENTRY SURVEY NO. 187
AND HOMESTEAD ENTRY SURVEY NO. 127,
T38N, R116W, 6th P.M.
TETON COUNTY, WYOMING
A parcel of land located in Section 8, Homestead Entry Survey No. 187, and Homestead Entry Survey
No. 127, T38N, R116W, 6th P.M., Teton County, Wyoming, more particularly described as follows;
All of Homestead Entry Survey (H.E.S.) No. 187;
All of Homestead Entry Survey (H.E.S.) No. 127;
SE14SE14 and WY2NE14SE14 of said Section 8;
Government Lots 2, 3, and 4, and part of Government Lot 1 of said Section 8;
ALL more particularly described as follows;
MORTGAGE #C0390 1st Mod (3-30-07)#2
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O~28189
000672
BEGINNING southeast corner of said Section 8, said point also being Corner 1 of said H.E.S. No.
127, where is found a 2 inch diameter aluminum pipe with a 3-1/4 inch diameter aluminum cap inscribed
"RLS 164" and appropriate details;
THENCE along the east line of said H.E.S. No. 127, S 00oOO'15"E, 658.05 feet to Corner 2 of said
H.E.S. where is found a 2 inch diameter galvanized pipe with a 3-1/4 inch diameter brass cap inscribed
"PLS 6447" and appropriate details. said point lying on the north line of said H.E.S. No. 187;
THENCE along the north line of said H.E.S. No. 187, S 89°58'45"E, 321.38 feet to Corner 1 of
said H.E.S. where is found a 2 inch diameter aluminum pipe with a 3-1/4 inch diameter aluminum cap
inscribed "RLS 164" and appropriate details;
THENCE along the east line of said H.E.S. No. 187, S 13°30'45"E, 3433.21 feet to Corner 2 of
said H.E.S. where is found an original stone;
THENCE along the south line of said H.E.S. No. 187, S 85°38'25"W, 1340.78 feet to Corner 3 of
said H.E.S. where is found a 2 inch diameter aluminum pipe with a 3-1/4 inch diameter BLM-type
aluminum cap inscribed with appropriate details, said Corner 3 also being a meander corner on the left
bank of the Snake River;
THENCE following the record meander line for said H.E.S. No. 187 through the following courses,
N 24°30'08"W, 880.09 feet;
N 15°09'45"W, 353.76 feet;
N 23°14'45''W, 681.12 feet;
N 16°16'45"W, 1026.96 feet;
N 26°02'45''W. 357.72 feet;
N 00039'13''E, 365.46 feet more or less to Corner 4 of said H.E.S. No. 187, said point being
identical with Corner 3 of said H.E.S. No. 127, said Corner 4 also being a meander corner on the left bank
of the Snake River;
THENCE following the west line of said H.E.S. No. 127, N 22°47'15"W, 714.66 feet to Corner 4 of
said H.E.S. where is found a 2 inch diameter aluminum cap with a 3-1/4 inch diameter BLM-type
aluminum cap inscribed with appropriate details, said point lies on the south line of Government Lot 4 of
said Section 8, N 89°56'01"W, 337.24 feet from the southeast corner of said Government Lot 4;
THENCE along the south line of said Government Lot 4 of said Section 8, N
89°57'02''W, 105.51 feet to a 2 inch diameter aluminum cap with a 3-1/4 inch diameter BLM-type
aluminum cap inscribed with appropriate details, said point representing a meander corner on the left
bank of the Snake River;
THENCE continuing N 89°57'02''W, 95.70 feet to the record position of said meander corner
established by the original survey shown on that plat approved April 2, 1903;
THENCE following the record left bank meander line of the Snake River shown on said plat
through the following courses,
N 02°47'47"W, 508.20 feet;
N 08°17'47"W. 171.60 feet;
N 05°17'47"W, 310.20 feet;
N 02°32'47"W, 244.20 feet;
N 17°17'47"W, 264.00 feet;
N 22°47'47''W, 316.80 feet;
N 29°02'47"W, 316.80 feet;
N 07°12'13"E, 69.20 feet;
THENCE departing said record meander line, N 80014'04"E, 30.42 feet to a 5/8 inch diameter
steel rebar with an aluminum cap inscribed "PLS 6447";
THENCE N OooOO'OO"E, 232.05 feet more or less to an intersection with said record meander line;
THENCE along said record meander line, N 07°12'13"E, 67.91 feet;
THENCE along said record meander line, N 15°17'47"W, 32.28 feet;
THENCE departing said record meander line, N OOoOO'OO"E, 79.28 feet to a 5/8 inch diameter
steel rebar with an aluminum cap inscribed "PLS 6447";
THENCE N 45°24'32''W, 41.69 feet more or less to an intersection with said record meander line;
THENCE following said record meander line through the following courses,
N 15°17'47''W, 125.79 feet;
N 22°17'47''W, 231.00 feet;
MORTGAGE #C0390 1 st Mod (3-30-07)#2
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O~281.89
000673
N 35°32'47''W, 72.60 feet;
N 02°57'13"E, 356.40 feet;
N 01°02'47''W, 231.00 feet;
N 07°17'47''W, 349.80 feet;
N 31°02'47''W, 323.40 feet;
N 04°02'47"W, 131.10 feet;
THENCE departing said record meander line, N 75°19'06"E, 409.51 feet to a 5/8 inch diameter
steel rebar with an aluminum cap inscribed "PLS 6447";
THENCE N 00026'01''W, 530.96 feet to a 5/8 inch diameter steel rebar with an aluminum cap
inscribed "PLS 6447";
THENCE N 90000'00''E, 171.02 feet to a 5/8 inch diameter steel rebar with an aluminum cap
inscribed "PLS 6447";
THENCE S 38°26'50"E, 1247.72 feet to the northeast 1/16 corner of said Section 8 where is
found a 5/8 inch diameter steel rebar with an aluminum cap inscribed "PLS 6447";
THENCE along the east line of Government Lot 2 of said Section 8, S 00003'26''E,
1322.01 feet to the center-east 1/16 corner of said Section 8 where is found a 2 inch diameter galvanized
pipe with a 3-1/4 inch diameter brass cap inscribed "PLS 6447" and appropriate details;
THENCE along the north line of said W1/2NE1/4SE1/4, S 89°43'08"E, 660.65 feet to the center-
east-east 1/64 corner of said Section 8 where is found a 2 inch diameter aluminum pipe with a 3-1/4 inch
diameter BLM-type aluminum cap inscribed with appropriate details;
THENCE along the east line of said W1/2NE1/4SE1/4, S 00001'59''E, 1316.72 feet to the center-
east-southeast 1/64 corner of said Section 8 where is found a 5/8 inch diameter steel rebar with an
aluminum cap inscribed "PLS 6447";
THENCE along the north line of said SE1/4SE1/4, S 89°57'23"E, 660.40 feet to the south 1/16
corner common to said Section 8 and Unsurveyed Section 9, T38N, R116W, 6th P.M., where is found a 2
inch diameter aluminum pipe with a 3-1/4 inch diameter BLM-type aluminum cap inscribed with
appropriate details;
THENCE along the east line of said SE1/4SE1/4, S 00002'03''E, 1316.62 feet to the POINT OF
BEGINNING;
TOGETHER WITH any appurtenant riparian lands.
Parcel 6:
A parcel of land located in Sections 21, 28 and 29, Township 38N, Range 116W, Teton County and
Lincoln County, Wyoming and more particularly described as follows:
Homestead Entry Survey 185.
TOGETHER WITH any appurtenant riparian lands.
Parcel
Number PIN Number
TETON COUNTY
1 (Lot 2) 22-39-16-32-4-03-001
2 (Lot 19) 22-39-16-32-4-01-001
2 (Lot 20) 22-39-16-32-4-01-002
2 (Lot 21 ) 22-39-16-32-4-01-003
2 (Lot 22) 22-39-16-32-4-01-004
MORTGAGE #C0390 1st Mod (3-30-07)#2
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OSìZ81,~9 '
000674
2 (Lot 23) 22-39-16~32-4-01-005
3 (Lot 24) 22-39-16-32-4-02-001
3 (Lot 25) 22-39-16-32-4-02-002
3 (Lot 26) 22-39-16-32-4-02-003
3 (Lot 28) 22-39-16-32-4-02-005
4 22-39-16-32-4-00-001
5 22-38-16-08-3-00-001
5 22-38-16-08-1-00-001
6 22-38-16-08-4-00-003
LINCOLN COUNTY
I 6 I 12-38-16-28-2-00-001 I
MORTGAGE #C0390 1st Mod (3-30-07)#2
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