9545.0017 / 02939016.1 1
WHEN RECORDED, MAIL TO:
Nimisha Ashtana, First Vice President
American Business Bank
2400 E. Katella Avenue, Suite 700
Anaheim, CA 92807
MEMORANDUM OF TRI-PARTY AGREEMENT
FOR LEASE MORTGAGE
THIS MEMORANDUM OF TRI-PARTY AGREEMENT FOR LEASE MORTGAGE ("Memorandum"), dated as of June __, 2025, is made by and among the City of San Clemente, a California municipal corporation (“Lessor”), Salty Turf LLC, a Delaware limited liability company (“Lessee”) and American Business Bank, a California banking corporation (“Lender”), sometimes referred to collectively as “the Parties”, with respect to the following:
1. Lessor and Lessee entered into a certain Agreement to Lease, dated April 1, 2024 (the “Lease”) concerning real property commonly described 987 Avenida Vista Hermosa, San Clemente, CA 92673, and more fully described in the legal description attached thereto, marked as Exhibit “A” (the “Land”);
2. The Parties have entered into a certain Tri-Party Agreement For Leasehold Mortgage, dated June __, 2025, (the "Tri-Party Agreement"), whereby the Lessee has applied to Lender for an SBA 7(a) Construction-to-Perm Loan (the “Loan”) for the purpose of constructing a new miniature golf course upon the Land. The Loan will be secured by a deed of trust, an assignment of rents, and a security agreement related to Lessee’s personal property, all of which shall constitute liens upon the Lease and the leasehold estate created by the Lease (“Leasehold Estate”);
3. As a condition of Lender making the Loan to Lessee, Lender requires certain covenants and agreements be agreed to among the Parties as pre-conditions for approval of the Loan and for funding of the Loan. As a further condition for the making of the Loan, Lender requires that certain assignments and collateral be given to Lender, and that an agreement be entered into concerning (1) consent to, clarification of, and protection of the secured positions of Lender; (2) Lender’s ability to realize upon such collateral in the event of any default by Lessee; and, (3) to modify the Lease to protect Lender. These conditions are reflected in the Tri-Party Agreement;
4. This Memorandum is intended for recording purposes only to provide notice of the Tri-Party Agreement and is not to be construed as a complete summary of the terms and conditions thereof. This Memorandum is subject to the Tri-Party Agreement and any amendments, modifications, alterations, renewals, and extensions of the Tri-Party Agreement. The terms and provisions of the Tri-Party Agreement are incorporated in this Memorandum by reference. In the event of any conflict between this Memorandum and the Tri-Party Agreement, the provisions of the Tri-Party Agreement shall control; and,
5. This Memorandum may be executed in multiple counterparts, each of which shall be deemed an original and all of which when taken together shall constitute one and the same document.
Attachment 4
9545.0017 / 02939016.1 2
IN WITNESS WHEREOF, the Parties hereto have executed this Memorandum as of the date first above written.
LESSOR: CITY OF SAN CLEMENTE
By: ___________________________
Andy Hall, City Manager
LESSEE: SALTY TURF LLC
By: ________________________
Andrew Streett, Manager
By: ________________________
Marcus Vanneman, Manager
By: ________________________
Jeff Moore, Manager
LENDER: AMERICAN BUSINESS BANK
By: ________________________
Nimisha Ashtana, First Vice President
9545.0017 / 02939016.1 3
EXHIBIT “A” TO
MEMORANDUM OF TRI-PARTY AGREEMENT
FOR LEASEHOLD MORTGAGE
That certain real property located in the City of San Clemente, County of Orange, State of California, described as follows:
All that certain real property situated in the County of Orange, State of California, described as follows: A portion of the Vista Hermosa Sports Park, located within the City of San Clemente, more particularly described as follows: Commencing at a point marked by the coordinates 33°27'37.4"N latitude and 117°36'25.4"W longitude, said point being the Point of Beginning; From the Point of Beginning, proceed in a southerly direction along the western boundary of Courtney's Sandcastle Playground, a distance of 190.40 feet; Then, turning and proceeding in a southeasterly direction, a distance of 98.20 feet; Then, turning and proceeding in a westerly direction, a distance of 130.20 • feet; Then, turning and proceeding in a north western direction, a distance of 115.60 feet; Then, turning and proceeding in a westerly direction, a distance of 223.20 feet; Then, turning and proceeding in a northeasterly direction, a distance of 138.90 feet; Then, turning. and proceeding in a easterly direction, a distance of 297.90 feet, to the Point of Beginning; Containing an area of 1.2 acres, more or less; Together with all appurtenances, easements, and rights belonging thereto
APN: 678-163-01
Common description: 987 Avenida Vista Hermosa, San Clemente, California 92672.