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HomeMy WebLinkAbout97-02867 . " ~ H \ / , . . ...... . .. :;) .... \ t"- Q'- F \FILE5'DA TAFlLOOENO()CV7\7bOUPET 2Vllb Crnud OWW702~)l'M kniMd OIJIlJlJ70H90lPM ,.... A PETITION OF TODD A. PERRY FOR CANCELLATION OFASSIGNMENT OF LOlTERY PRIZE PAYMENT IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA NO. 97-2867 Civil Tenn PETITION FOR CANCELLA T[ON OF COLLATERAL ASSIGNMENT OF LOlTERY PRIZE PAYMENT AND NOW, comes the Petitioner, Todd A. Perry, through his counsel, MARTSON, DEARDORFF, WILLIAMS AND OlTO, and petitions your Honorable Court as follows: I. Your Petitioner is Todd A. Perry. an adult individual residing at 1520 High Meadow Lane. Mechanicsburg, Pennsylvania, [7055. 2. On May 29, [997, Petitioner sought the approval of your Honorab[e Court for an Assignment of a certain Lollery Prize payment pursuant to the provisions of Section 306 of Act 134 of 1996, 1996 Pa, Laws 134, a copy of which Petition is allached hereto as Exhibit "A". 3. On May 30. 1997, your Honorable Court approved Petitioner's request for such Assignment as set forth in a certain Order attached hereto as Exhibit "B". 4. The financing with Fulton Bank contemplated by such Petition and Order was not implemented, WHEREFORE, Petitioner requests your Honorable Court to cancel the Judicial Assignment, pursuant to Order of Court dated May 30, 1997, of a certain lollery prize payment, won by Petitioner, Todd A. Perry, on January 20, 1988, to Fulton Bank and further rescind the direction. pursuant to such Order of Court dated May 30, 1997 that the Secretary of the Pennsylvania State Lottery Commission pay to Fulton Bank, as assignee, a portion of such future lollery prize payments. MARTSON, DEARDORFF, WILLIAMS & OlTO BY~)~ Ivo V. Otto, III. Esquire Ten East High Street Carlisle, PA 170[3-3093 (7 I 7) 243-334 [ Allomeys for Todd A. Perry Dated: August 12, 1997 Exhibit A ~ 8 t liltS D \ T \tlLE G[\DOl"fj'l",":'I-{lUPH I :",b (lc.llt\:l ", 0,..,10: ~~ Jl P\l .(c\IIN ", :'J,,",lm:J :~AM .",.... A PETITION OF TODD A. PERRY FOR ASSIGNMENT OF LOTTERY PRIZE PAYMENT IN THE COURT OF COMMON PLEAS ' CUMBERLAND COUNTY. PENNSYL VANIA NO. 97, J~lt-' C"J)7errn PETITION FOR COLLATERAL ASSIGNMENT OF l.OTTERY PRIZE PA YMENT AND NOW. comes the Petitioner. Todd A. Perry, through his counsel. MARTS ON, DEARDORFF, WILLIAMS AND OTTO. and petitions your Honorable Court as follows: I. Your Petitioner is Todd A. Perry. an adult individual residing at 1520 Higluneadow Lane. Mechanicsburg, Pennsylvania. 17055. , On January 20. 1988. Petitioner was declared the winner of a Super 7 Pennsylvania State Lonery Prize in the amount of $7.024.522.70. payable in 26 equal annual installments of $270. 173.95, commencing on January 2 I. 1988 and continuing on the same day of each year thereafter through and including January 2 1.2013. 3. Petitioner \\ishes to borrow the sum ofS 1.000.000.00 from Fulton Bank pursuant to the terms and conditions of the commitment attached hereto as Exhibit "A". 4. Pursuant to the provisions of Section 306 of Act 134 of 1996. 1996 Pa. Laws 134 (in peninent part anached hereto as Exhibit "B"), Petitioner wishes to assign. as security for the loan referred to paragraph 3 hereof: and under terms and conditions of a cenain Collateral Assignment of Lottery Prize Payments attached hereto as Exhibit "C". a ponion of such lottery prize payments payable to Petitioner. 5. Petitioner is of sound mind. is not acting under duress. has sought independent legal counsel regarding such assignment and understands and agrees that. with regard to the lottery prize payments so assigned that the Commonwealth of Pennsylvania and the Secretary of the Pennsylvania State Lottery Commission shall have no lUrther liability or responsibility to make such payments to Petitioner. 6. TIle proposed assignment does not include or cover payments or ponions of payments alleged to the subject to offset under judicial order or to offset under any other statute. 7. The term of the Collateral Assignment of Lottery Prize Payments [attached hereto as Exhibit ..C") was provided to the Pennsylvania Lottery Commission on May 5. 1997. ?AGE ; ::;90 ?a. n1..S 134, '; :996 ?a. :'aws 130ii :995 ?a. HB 5H :A, .::;C:":=~: ::5. RE!:.lBURSEI~ENT . <AI :,;> ::::::-::m -. - ::O:ILZnBIL:':'"! . <AI :...l:!. " ::::C':'::~ 5:7. ::ICC:.lE VERIFIC.\TIC:I. <.\1 .^' :';;> E::C':':CY 5:S. ::~TRAC'I'. <AI :A, SEC,:CN 5:9. ,HE ?HARMACEUTICAL ASSIST~~CE CCNTRA~ FOR !HE ELDERLY ::EE::S E:;HA.~CE:.lENT ,:EiL <AI :.;> .::::':':C~ :..0. SOARD. <AI ~,;> .=::c:':CN 52:'. ?ENALT!E:S. <AI :i\> .=:::C::CN 522. ?RESCRI?T:CN DRUG E:lUCATION ?ROGRAM. <AI :A> CHAPTER 7. r,U;DENT ?HARMACEUT!CAL rURCHASING <AI '. SEC7:0N iOl. :EC!.ARAT:CN OF POL.:'!. <AI .^' :A.> 5EC::CN 7n. ::EFINIT!O:lS. <AI .. ;;::C":':c~ 7:3. REBATE AGREEMENT. ei>1 on> :A.> ;;EC':':CN 704. ,ER.'lS OF REBATE AGaEEMENT. <AI :,;> .sEC':':C:: 705. ;;''lOUNT OF REBATE. eAI LA> 5E=~::~ 7~6. EXCESSIVE ?HARMAC~U!!CriL ?RICE !NFLAT:CN DISCOUNT. cA) :;~> EEC':':C~1 707 LOWERED BEST PRICE. eAI ~,;> SEC':CN 70S. EXEMPTION. <AI :i>, 5!CT:CN 709. ::IS?OSIT:CN OF FUNes. <AI tA> ::-lAPTER 9. ,AANS?ORTAT:C:1 SERVICES eAI :,\> 3!C:-::-:1 90l. :EF!~nT!CNS . <AI iA, ;EC':O:l 902. :EPART:.tENT OF T~~SPORTATION. eAI :A, ;EC':::I 903. .:O:.tMUTER RA.L FARE. eAI :,;,> .::::C~:C:t ?04. 5HAREO..RICE 7RANSPORTA'r:CN. <,;1 .. ;1'\> .=:::7::N 90S. j""'~TS. eAI .;\> ::~';r:'ER ~tIS:E:.t.nNECUS rROVIS:':::S o:AI :.;> ,;'::C~:::J ::.c:.. ;AVINGS. .A1 PAGE ::! :::6 ;:.:1. .;:5 :;.L .:: :?~'i ?a. :'aws "':'; ::;95 ;:a. HE 544 .^' :1 :EFI:lI,:O:I. -- AS t:SED IN ,HIS SECT:ClI. 7HE ,EP.M "PERSON" MEANS :':10 :::C:.:::::S ;....~ :~:C:Vlt:UAL, ASSOC:ATION, ::RPORATIOU, C:'UB. :~.UST, ESTATE, SeelET"!, :::~P:':I'{. :::I:lT.STOCK Ce:.lPANY, RECEIVER. 7RUSTEE. ASSIGNEE. ~EFEREE. OR ANY C":'IlER ?ERSOII A:,:::G ::: A i'::UC:ARY OR REPRESEIITATIVE CAPACITY. l/IlETHER APPOINTED BY A :et:RT eR :,HERWISE. ;"'1D ~'1Y CC:.lBINAT:C:l CF IlIDIVICUALS. :'HE TERM SHALL ALSO :-lEAN ,;::0 :::C:":"~E: ,;r.:. :Ei'ARTMENTS, :::.1MISSIC::S. AGENC!ES AND :~:S7Rt1MENTALITIES OF :-HE .;7ATE. :::C:'::::::IG C:~':ITIES ~'1D :1UNIC:?AL:,:ES ;"~D AGENCIES AND INSTRUMENTAL:':':ES :HERECi'. <Ai ::, 5Ec,:e:1 S. ';SSIGNABILI,Y OF rR:ZES CRAWN. -- :10 RIGHT OF ANY ?ERSON :''J A ,RIZE :RAWN SHALL BE ';SSIGNABLE. EXCE?T THAT PAYMENT OF ~'1Y PRIZE DRAWN MAY __ ,ArD :'e :'HE ESTATE OF A DECEASED ?RIZE ~INNER. ~'1D. EKCEP, ,HAT ANY ?ERSON ,URSUAN, ,'J ~'1 APPROPRIATE J"~ICIAL ORDER MAY BE ?AID THE rRIZE TO WHICH THE "INliER :S ENT:,:'ED. THE SECRETARY SHAL:' SE DISCHARGED OF ALL FURTHER LIABILI~ ':?O:I PA':":-lENT OF A ?RIZE PURSU~~T TO ,H:S SE~!ON. <01 ~A> ~~C~:C~ J06. nSSIGNAB!::71 CF ?~IZ::S CRAWN. <AI cA, .;) ASSIGNABILITY. -- ~;E RIGH, OF ~~Y PERSON T'J A rRIZE DRAWN SHALL __ ';SSIGlIABLE "~DER THE FOLLOWING LI:.lITEO ::RC"~STANCES: <AI :.\, :: rAYMENT OF ;"'1Y PRIZE DRAWN ~~Y BE ?AID TO ,HE ESTATE OF A DECEASED ~:U=E ~';::~ER. cAI cA, : I rA'iMENT OF ~'1Y PRIZE DRAWN :'~Y BE ~!AIlE TO ANY rERSON PURSUANT ,0 :':1 ~?PROPR:^7E: ~~~IC!AL CRDER. <nl LA, :!I rA'iMENT OF ANY ?R!ZE CRAWN ~~Y EE MACE TO ANY ?ERSON PURSUANT TO A ':OW:!T;":;'Y ASSIGNMENT OF ,HE RIGHT :'0 RECEIVE FUTURE PRIZE rAYMENTS. IN WHOLE CR ::1 PAR,. :F ,HE ASSIGNMENT IS MACE 70 A ?ERSON OR ENT!TY :ESIGNATED PURSU;"~T ,0 ~'1 A?PROPRIATE JUOIC:AL ORDER OF THE CC::RT OF COMMON ?LEAS LOCATED IN EITHER :'HE ::1:1:0::":' ::STR!CT NHERE ,HE ASSIGNOR RES ICES OR WHERE THE CIVISION'S ~EADQ::;":;',ERS ARE LOC.\TED. ~~DER THIS r.;RAGRA?H. ,HE COUR, SHALL ISSUE AN ORDER .;?rROV:::G THE ASSIG~~ENT AND :::RECT::IG THE SECRETARY ,0 PAY THE ASSIGNEE ALl. ,'r.-JRE rR:ZE ?A'iMENTS. :11 WHOLE OR ::1 rART. :F: <AI cA, :1 THE ASSIG::MENT IS !:l WRI,::IG. E:<ECUTED BY ,HE ASSIGNOR AND SUBJE~ ,0 :HE :';"~S :: F THIS C:::.t:.tONWEAL ,H; <AI ~A> 7:-!E: ';SS!~Z:OR PROV!CES A SWORN AFF!CAVIT ':'0 7:!?: COURT AT'I'EST!NG 7::';T 7HE ASS::;::CR :S OF SOUND MIND. :S NOT .;::-::lG t..~DER DURESS. HAS BEEN ADVISED ,E:;ARD:::G THE ASSIGI<:-!ENT EY HIS CR HER C~N INDEPENDENT LEGAL COUNSEL AND ~lIDERS,A:1DS AND AGREES 7HAT. WITH REGARD ,0 7HE ASSIGNED ,AYMENTS. THE :::-lMO~",;EAL,H ;"'1D ,HE SECRETARY SHALL ;:";VE ::0 FURTHER LrABI:':7Y OR RESPONSIEI:':TY ~, :4AKE 3A:~ ?AYMENTS 70 ~HE ASSIGNOR: .~~o <AI ;A, ;HE PROPOSED ASSIGNMENT :::ES NOT INCLUDE CR C::VER PAYMENTS OR =:RT::::S :F r.;YMENTS ALl.EGED ,C EE S'JE:E::- ,0 OFFSET UNDER Jt..~ICIAL ORDER. '::ILESS ;'r;:;;'O?RIATE rROVISION IS :.!AIlE ... 7HE CRDER TO SATISi'Y THE OBLIGATIONS ;:":::::; ?:SE 70 ,HE ::";I~l FOR CFFSE,. :R" CFFSET ~'NDER ;"W CTHER STATUTE. <.;1 :.;> ~, ::S:HARGE :F SECRE,ARY. .- :HE SECRETARY SHAL:' ~E DISCHARGED OF :':.;51:':71 .:?:~l ?A."iMENT CF ;.. ?R:::: ::URSUANT ':'0 TH!S SECTION. <AI . .. ^"~ 7'~.R":'H::? ;:AGE :; :::-6 t=a. ;..r.S :34. .:: :396 Pa. :.aws . ~ . . .......f :995 ?a. HB 5;4 .^' :: ::::FCRCE:.lENT. -- SOLIO:,::IG CR OFFERING RIGHTS :, LOTTERY ,?::EWI::NI::GS. ::I,HER BY ASSIG;lMENT OR THROUGH FLEDGE AS COLLATERAL FOR A LOAN. "l'.ALL ::0':' 9E CEEMED SELLING OR CFFERIIIG FOR SALE LOTTERY ,:CKETS OR SHARES UlIDER TH:S ;"C,. 5ELLI:1G OR OFFERING FOR SALE ;"SSIGNED OR FLEeGED LOTTERY PRIZEWINNWGS "HALL :;e, 9E :EEMED SELL:::G OR CFFERWG FOR SALE AN INTEREST UNDER SECTION 307. <AI :;.., :1 FEES. _. THE SECRETARY :S AL~HORIZED ,0 ESTABL:SH A REASONABLE FEE :0 :E:FRAY .~IY ~MINISTRATIVE EXPENSES ASSOCIATED WITH ASSIGllMENTS MACE ?URSUANT ,0 THIS 5E::::::. :::CL::OI;IG ,HE COST ,0 THE CCMMONWEALTH OF ;":IY ?ROCESSING FEE ':'HAT :-o;..y BE: ::.:POSED 9Y A i'R!VATE AlmUI,Y r?C'I!:lER. THE FEE A.'10mIT SHALL REFLECT ,"E ::RECT .~~D :NDIREC, COSTS ASSOC:ATED WI,H ?ROCESSING THE ;"SSIGNMENTS. (AI .^' EI :ISCHARGE CF CO:.tMONWEALTH. .- TJ?ON A VOLUNTARY ASSIGNMENT PURSUANT ':'0 ~i'FRO?R:ATE :t~IO:AL CRDER UNDER SUBSE~:ON (A) (ll OF PAY:.tENTS DUE TO A ,R::EWI~~ER L~DER A i'RIVATE ~~NUITY POL:O, THAT HAS BEEN rURCHASED BY THE ::':'7ERY FOR ,HE SENEFI, OF A i'R!ZEWINNER. ,HE COMMONWEALTH A.~D THE SECRETARY ;AALL =E ::SOHARGED FRO:.l ~~Y A.~D ALL L:ABILITY FOR THE rAY:.tENTS CR ?ORTIONS THEREOF ASSIGNED A.~D. AS TO THE ?AYMENTS CR PORTIONS THEREOF ASSIGNED. THE ,;55 IGNEE SHALL HAVE RECOURSE CNLY AGAIllST THE FRIVATE ANNUI,Y PROVIDER AND I,S 3::ARANTC?S A.~D SHALL l'J\VE NO FURTHER RECOURSE AGAINST THE CCMMONWEALTH. <AI :A, FI ;"SSIGNMENT L::.lITAT:CN. -- NOr.~ITHSTANDING ANY C,HER PROVISION OF 7.i:S ;E:0':':0:1. :10 rR::EWINNER SHALL HAVE THE RIGHT TO ASSIGN PR:ZE PA'fMENTS UPON: .AI :A, :: ':'HE :SSUA.~CE BY ,HE UNITED S,ATES :NTERNAL REVENUE SERVICE (IRS) CF A TE:CHNIC~ RULE LETTER. REVENUE RULING CR OTHER FUBLIC RUL:NG OF THE IRS IN WHICH ~iE :RS :::TERMINES 7.iAT. SASED UPON THE RIGHT OF ASSIGNMENT PROVIDED IN THIS ~O':'. A rENNSYLVA.~IA LOTTERY rRIZEWINNER WHO DOES NOT ASSIGN ANY FRIZE ?A'fMENTS ,URSU~~, ,0 SUBSEC,:O:I (AI (3) WOULD BE SUBJECT TO AN IMMEDIATE INCOME TAX :.:ABIL:TY FOR ,HE VALUE OF ,HE ENT:RE rR!ZE RATHER THAN A.~NUAL INCO:.lE TAX ::ABIL:TY FOR EACH ::ISTALL.\IENT :'iHEN PA::. .AI :.;, :: THE :SSUA.~CE S'{ A CCURT OF C::~PETE:1T JURISDI~:CN OF A PUBLISHED :EC:S:::: HCLe:NG ,l'J\T. SASED UrON THE R:OHT CF ;"SSIGllMENT rROVIDED IN THIS AO':'. ~ ;:ENNS,{:'1A.~IA LOTTERY rRIZEWINNER WHO ::ES NOT ASSIGN A.~Y ?RIZE ?A'fMENTS ;:oRSUA.~':' ,0 SUBSEC,:CN (AI (3) WOULD BE SUBJEC':' TO A.~ IMMEDIATE INCOME TAX ::ASIL:TY FOR THE VALUE CF THE ENTIRE i'RIZE RATHER THAN A.~AL :NCOME TAX ::ABIL:7Y FCR EACH ::ISTALL.'1ENT WHEN ?AI:. .AI :.;, 01 F!L::IG CF :'::'!":'ER CEC:SION. -- U?ON RECEUT OF A LETTER OR RULING FROM THE :RS OR A PUBLISHED :ECISICN OF A CO::?T OF CO:.lPETENT :::RISDICT!ON. AS ;rEC:F:E: ::: SUBSEC:C:l I Fl. THE EXECt.":':':E DIRECTOR SHALL :loIMEDIATELY FILE A ::rY OF THAT LET'ER. RUL:NG CR ?UBLISHEO :ECISION WITH THE SECRETARY OF STATE. ::.~'1ED::~:-E!..l t!?CN 7HE F:r.:::G av ':'HE: D!REC":':R OF A LET':'ER. ~ULnIG OR PUBLISHED ::;:C:S:::: 'o'/ITH ,HE S::CRETARY CF STATE. ;. rRIZEWINNER SHALt. EE I:1ELIGIBLE TO .;':5:':;:: ;.. ?RIZ=: PURSUANT :--, SU8SEC':'::C:-l .AI <3l. cAI ::, ;E:,:O:1 9. S:.I.ES OF T::KE,S ::1 :;:XC:;:SS OF REGULATE!: i'RICE; SALES BY .::~:.:.::::::rs::o ?ERSC::S: :::~I,;LT:::S. - ~ ,;,,) ::0 PERSON SHALL .:i:l "rt> .=:::::-:::: ~,j7. :-::::::1" SALES. <,;1 _-..;., - ~::. . __==-11 .......... __I...... ......, . __,.......,..... _== .;...(,,1 - .. COLLAl'ERAL ASSIm,MENT OF LOTIERY PRIZE PAYMENTS THIS ASSIGNMENT is made this day of . 1997 bvand belWCCD T"dd A. Petty, an adult individual residing at 1520 Highmeaaow Lane.. MeeIlanics~ pennsylvania 17055 C' Assignor") and Fulton Bank. I PeMSyivania banlcinsj corporation having its principal office at One Penn Square. LOlIIca5ter, Pennsylvania 17602 (" Assi!PIco"). WITNESSETH: WHEREAS, Assignor has been declared by the Executive Director of the PellllSYiVlllia State Lottery as tho .....inner of the Super 7 super jackpot prize in the amount of S7,024,522.70 in the drawing held on January 20, 1988 (the "Lottery Prize"); and WHEREAS. the Lonery Pr-ze is payable to the Assignor in twenty-six (26) equal annual installments of5270,173.95 commencing on January 21, 1988 and colltinuing on or abollnM anniversary of that day each year through and including January 21,2013 (the "Lottery Prize Payments'); WHEREAS, Assignee is williDg to grant to Assignor a loan in the maximwn principal amount of Sl,ooo,ooo,oo (herein. as may be amended. increased or extended from lime to time, the "Loan") on the condition that the indebtedness outstanding under the Loan. as evidcn<:cd by a promissory note of even date herewith executed by Assignor in favor of Assignee (herein, as may be amended from time to time.. the 'Note"), sllall be secured by an assignment of all of Assignor's right, tit1e and inIerest in and to the Lonery Prize and the Lottery Prize PaymentS: and WHEREAS. in order to obtain the Loan. AMi!PIor is willing to assign all of its right, title and interest in and to the Loiter)' Prize and the Lottery Prize PaymCllts to Assignee as collateral seauny for the iDdeb1edness outstanding uDeler the Loan and e-.idenced by the Note. ~OW, THEREFORE. in consideration of these premises and for iOod and valuable consideration and imending to be legally bound. Assignor and Assignee hereby agree as foUOWI: I. AssillllJllem and Gr:Int of Securirv Interest. Assignor hereby assigns, tranSfers and granu a seauity interest in all of the right, title and intereSt of Assisnor in and to the Lonery Prize and all present and fuwre Lottery Prize Payments and all proceeds thereof as coUateral security for tbe payment and penormance of all of Assignor's obligations. COVetWlts and agreements under the Note. this Assi!!JUllCll1l1Od all other documents executed in connection therewnh. ~ -. Assjl!Ilors Entitlement to LoltetV Prize Pavments, It is uodemood and agreed between Assignor and Assignee, that AsSignor shalL prior to the occurrenoe of a detiwlt or event of deflllit under this Assignment. the Note, or any documents executed in connection therewith (an "Event ofDeiault"), be entitled to receive the benefit of the Lottery Prize Paymems, regarciless ol'vlhether the Lottery Prize PaymClltS are actUally patd to Assignee. and Assignee agrees that any Lotter)' Prize Payments received by Assignee prior to an :cIIlln'lftM I Exhibit "e" - -' -;::;'" ~;=...q .. -,-,'I .. _L..' ..... ..~.~'l. _::.. "'-".LI floJ "";:: ..~, ~. ~ Event or Default shall be held for the benetit of Assignor and promptly delivered to Assignor. Should an Event of Default occur, Assignee may at any time or timel direct the party or panies obligated tt' make the Lottery Prize Payment' to pay any or all of the Lonety Prize PaymentS directly to AssiillCC and Asiignee may apply the Lottery Prize PlymentS 10 the indebtedness owing under the Note. j. Reoresentations and W8lTamies of AssillJlor, Assignor represents and WarrantS to Assignee. both as of the date of this Assignment and contilllling through the date of termination of this Assignment. that: a. The Lonety Prize and the Lottery Prize PaymClltS are the property of Assignor and no other pClSOn or entity has any inteRSt or claim therein: 0. .-\.ssignor has not sold, transi'encd, usigned or granted any security interestS in the Lottery Prize or the Lonery Prize PaymentS; c. Assignor has obtained all consents and approvalJ necessary to validly and enIbrceably assign the Lcttery p:ize and Lottery Prize Payments, including. without limitation. the approval of the Court of Common Pleas of Cowuy; d. Assi!!llor volumariIy entered into this Assignment., Assignor is not acti."lg under duress. and Assignor has been represemed and advised by innepc:ndem legal counsei of Assignors choosing in connection with the Loan and the execution of the Note and thill Assignment; e .-\ssiiIlor hu full power and authority to enter into the Loan and this Assignment. and this Assi!!J1lllem will validly assign and transfer the Lottery Prize and LottCl)' Prize Payments to AsSignee and create a lien on a..'!d in the Lonery Prize and Lonery Prize Payments not subject to any other securitv interest, liCll, encumbrance or adverse claim. 4. Covenants of Assilll1or. Assignor covenanls snd agrees that, until such time as all indebtedness evidenced by the Note has been paid and this Assignment is tenninated: a. Assignor shall at any lime and from time to time, at Assignors expense, execute and deliver or cause to be eltecuted and delivered such security agreemems. financing statements and other documents. and petform or cause to be pcnonned such other acts. as Assignee may request in order to peni:ct or maintain pencction of. confum the prioritY of: terminllle or enIbrte the assignment and security imerest ID fuvor of Assignee created or granted homo; '-Y.- 2 :./.:..-, _.~..'-I -'-II . ..._...... __'~. __. <4..1.,..... ...:::I _..U' -. - b. Assignor shaIIllOt sell. traI1Sfer or assign. nor grant. create or pennit to exist auy other scc:urity interests liens or encumbrances in or to, the Lonety Prize or tho Lottery Prize Payments; c. In the event. for any reason wbatsoever. any Lollery Prize Payments are paid prior to their respective scheduled paymem date! or the Lottery Prize Paymems are accelenl1ed, all such Lottery prize PaymentS shall be reuived by, or unmediately delivered to .4..;8"..... as a 1I1",,,I.tory prepayment under the Note; d. Assignor shall pay and discharge all income and other t~ assessmentS and governmental charge! of every natUre which may be levied or assessed against the Lnnery Prize or Lollery Prize Payments; and e. Assignor shall not change Assignor's address or acquire any additional address without providing prior written notice of such change of addre!S or additional addrC$s to Assignee. 5. Power of Attornev. To the exteIIt pennilted by applicable law. Assignor irrevocably wthorizC$ and appoints Assignee as AssIgnor's attorney-in-fact. with full power of substitution. to (i) execute and file on behalf of Assignor financing statementS lIIld amendments to fin,ndng statements in any public offices Assignee determines to be appropriate to perfect or oainWn pertCcUon of Assignee's security interest in the Lottery Prize and the Lottery Prize paymems. and (u) execute. deliver and record. if appropriate., from time to time on behalf of Assignor any insuumems or documents in connection with the Lottery Prize or the Lonery Prize Payments. 6. Exoenses. AssigoDr shall payor reimburse Assignee at any time upon demand the amount of any reasonable expenses, including attorneys' fees and expen&ea. incurnd by ....ssignee in connection with the admioisll'8lion oflhis Assignment, ttle custody, preservation, collection or realization of the Lonery Prize and the Lottery Prize PaymentS, the exercise of Assignee's rights hereunder or the failure of Assignor to perfonn hereunder. All amounts advanccd by Assignee for the foregoing purposes shaI1 be payable upon demand. bear interest from the date of advance 3t a rate equal to the rue of interest then in effect under the Note and be sccumi by this Assignment. 7. Waiver. If Assignee sha1l wai\'c any rights or remedies arising hereunder or under applicable law, such waiver sha1I not be deemed to be a waiver upon the later ooc:urrence or recurrence of any such event. :-10 delay by Assignee in the exercise of any right or remedy shall under any cirCl1lllStal1Ces constituIe, or be deemed to be a waiver. express or implied. of the same and no course of dealing between the partics hereto sha1I constitute a waiver of Assignee's rights or remedies. 3. Dur:llio:1. This Assignment sh1l1 remain in full force and etfect with respect to tbe Lottery Prize and the Lottery Prize Pa)'Il1ents UDtil expressly released by Assignee. Assignee shall I...., _ . J Exhibit B -t III d , -0 0- 0- " .:3 , (oJ 0..., .' t.f) .::l li'! LO a- n.. (, ~ \I) '- ::t ,rfJ ~, ':It . .' ~ c.L , U I~ ~ ~::i ~ ~~ i ci;) ~ ~ :s ~ ..,g D. ~ =:: z ~ 0 ~..: t: 0,< ~ D.ffi ,~~ ~ S ~ ~~ .~ ~ ii 8~~ ~~ sq ~ ~ Ilol >. " 8~=s: g ~ E<.... ~ OJ" ::Sit ~:;!8=Z r.. ~ .... i~03~ r......l>: .., 0 OUlD. 8ffi 1;i~ c.. ~~ 13U1>< ~ ::!~~~ ....:15 2~ ~ ~~ ~ \.> ..i::! ~f2~ ' 0( ~ .., :( !:lei E3 .., ~~ Q "' D. .;;! " ~~ ..: E< ~ .... E3 "= D. ) " . \iI\\;;q' . , ~. " t' \f ILE.\'J)A r AIIII;\lirNIKX'I,r7\1fJtlUPU l'fIlb rlflkd O\llW102~'' J7p", kf\I'Cd O~QN70921:.A'" 1bO'" A PETITION OF TODD A. PERRY FOR ASSIGNMENT OF LO'ITERY PRIZE PA YMENT IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA NO. q7- d?5WI C~(Y) PETITION FOR COLLATERAL ASSIGNMENT OF LO'ITERY PRIZE PAYMENT AND NOW, comes the Petitioner. Todd A. Perry, through his counsel, MARTS ON, DEARDORFF, WILLIAMS AND OTTO. and petitions your Honorable Coun as follows: I. Your Petitioner is Todd A. Perry. an adull individual residing at 1520 Highmeadow Lane, Mechanicsburg, Pennsylvania, 17055. 2. On January 20. 1988. Petitioner was declared the winner of a Super 7 Pennsylvania State Lottery Prize in the amount of S7,024,522.70, payable in 26 equal annual installments of $270,173.95, commencing on January 21. 1988 and continuing on the same day of each year thereafter through and including January 21. 2013. 3. Pelitioner wishes to borrow the sum ofSI,OOO,OOO.OO from Fullon Bank pursuant to --.. the terms and conditions of the commitment attached hereto as Exhibit "A". 4. Pursuant to the provisions of Section 306 of Act 134 of 1996. 1996 Pa. Laws 134 (in pertinent part attached herelo as Exhibit "B"), Petitioner wishes to assign, as security for the loan referred to paragraph 3 hereof, and under terms and conditions of a certain Collateral Assignment of Lottery Prize Payments attached hereto as Exhibil "C", a portion of such lottery prize payments payable to Petitioner. 5. Petitioner is of sound mind, is not acting under duress, has sought independent legal counsel regarding such assignment and understands and agrees that, with regard to the lottery prize payments so assigned that the Commonwealth of Pennsylvania and the Secretary of the Pennsylvania State Lottery Commission shall have no further liability or responsibility to make such payments to Pelitioner. 6. The proposed assignment does not include or cover payments or portions of payments alleged to the subject to offset under judicial order or to offset under any other statute. 7. The form of the Collateral Assignment of Lottery Prize Payments (attached hereto as Exhibit "C") was provided to the Pennsylvania Lottery Commission on May 5, 1997. Exhibit A ToddPeny MJrdI17,1997 pasc 1 The cem "rulton !lank Prime Rate", a:s uaed herein, means the ratel:egulllrly Bnd rr:>m t:.me co tiJnll escablished by Bank as i';s "prime ute" and sc desiqnated, wheeha: 01: no\: 'Che Bank shall at times lend at lower rates 1:0 specific borrowers, rult:ln Bani( 1'r11118 Ratll on the dsee hereo~ ~s 8,50%, All incere8e rates 'o/Hl be computed on the basis of is 360 day year. 3. '1'I:1lM rive (5) years, 4, 1U:li'AYMENT In the event that any of t:he aforesaid payments or principal ~nd interest will bllcome cverdue fOI: a period :.n excesS of fifteen (1.5) daya, che BorroWer ."ill pay to the Bank II "late charge" of five cents ($,05) for each dollar so overdue. AS described above, depending on che ineerest rate chosen, !f a variable intel:est rate opeion is selecced. the Senk rr.ay. in its discl:ecion, require adjustment of the :conthly payment amount, from time eo time, so thec the ~erm Loan will be re?aid in substantially equal payments over the remaining portion of its original term. The Borrower will be notl.!iec1 in wrl.eing prior to ilny pllymllnt ac1jusement. pay:r.encs will be applied first to llccrueci :.nt..re&t and then tc principal, 5 . tEES A c!ocumentation fee or $50,00 loIill be paJ.d co the Bank a'; clcsing. 6 . li'REl'AYHZNT If a ~ix.d rate option is 5elecced for tr.e ~er.r. ~oan, a p~epa~ent fell Yill be charged if the Term ~oan is prep.id, in whole or in par~, during the !i~ed rate pe=iod, The fee Yill ce calculated at two percent (2%) of the principal amount prepaid. ~ prepayment fee will no~ be =~arged on any amount (uP to twenty percent (20%) of .:he original principal amount) prepaid within any :'oan year trom internally generated funds. The term "loan year" ilS defined as any period of one lcar co~mencinq on the closing cate or Bny anniversary dat:e thereof. exhibit B PAGE 2 5TH DOCUMENT of Level 1 printed in FULL format. PENNSYLVANIA ADVANCE LEGISLATIVE SERVICE STATENET copyright (cl 1996 by Information for Public Affairs, Inc. PENNSYLVANIA 100TH GENERAL ASSEMBLY -- 1995-96 REGULAR SESSION ACT 134 HOUSE BILL NO. 544 1996 Pa. ALS 134; 1996 Pa. Laws 134; 1995 Pa. HB 544 SYNOPSIS: AN ACT [D, Amending the act of August 26, 1971 (P.L.351, No.911, entitled "An act providing for a State Lottery and administration thereof; authorizing the creation of a State Lottery Commission; prescribing its powers and duties; disposition of funds; violations and penalties therefor; exemption of prizes from State and local taxation and making an appropriation," further providing for the powers and duties of the Secretary of Revenue and for assignability of prizes drawn; providing for a temporary PACE moratorium; and making a repeal, <DI [A, AMENDING THE ACT OF AUGUST 26, 1971 (P.L.351. NO.911, ENTITLED "AN ACT PROVIDING FOR A STATE LOTTERY AND ADMINISTRATION THEREOF; AtrIHORIZING THE CREATION OF A STATE LOTTERY COMMISSION; PRESCRIBING ITS POWERS AND DUTIES; DISPOSITION OF FUNDS; VIOLATIONS AND PENALTIES THEREFOR; EXEMPTION OF PRIZES FROM STATE AND LOCAL TAXATION AND MAKING AN APPROPRIATION," TRANSFERRING PROVISIONS RELATING TO THE STATE LOTTERY FUND; PROVIDING FOR PHARMACEUTICAL ASSISTANCE FOR THE ELDERLY, FOR TRANSPORTATION ASSISTANCE TO THE ELDERLY AND FOR PHARMACEUTICAL PURCHASING; CONFERRING POWERS AND DUTIES UPON THE DEPARTMENT OF AGING, THE DEPARTMENT OF REVENUE AND THE DEPARTMENT OF TRANSPORTATION; IMPOSING PENALTIES; MAKING EDITORIAL CHANGES; AND MAKING REPEALS. <A] NOTICE: [A, UPPERCASE TEXT WITHIN THESE SYMBOLS IS ADDED <A] [0, Text within these symbols is deleted <D) To view the next section, type .np* TRANSMIT. To view a specific section, transmit p* and the section number. e.g, p*l [A> TABLE OF CONTENTS <A] [A, CHAPTER 1. GENERAL PROVISIONS <AI [A, SECTION 101. SHORT TITLE. <A] [A, CHAPTER 3. STATE LOTTERY <AI [A, SECTION 301. STATEMENT OF PURPOSE. <A] [A, SECTION 302. DEFINITIONS. <AI Exhibit "B" PAGE 4 1996 Pa. ALS 134, . . 1996 Pa, Laws 134/ . 1995 Pa. HB 544 [A, SECTION 515. REIMBURSEMENT, <AI [A, SECTION 516. NONLIABILITY. <AI [A, SECTION 517. INCOME VERIFICATION, <AI [A, SECTION 518. CONTRACT. <AI [A, SECTION 519. THE PHARMACEUTICAL ASSISTANCE CONTRACT FOR THE ELDERLY NEEDS ENHANCEMENT TIER. <AI [A, SECTION 520. BOARD. <AI [A, SECTION 521. PENALTIES. <AI [A, SECTION 522. PRESCRIPTION DRUG EDUCATION PROGRAM. <A] [A, CHAPTER 7. PRUDENT PHARMACEUTICAL PURCHASING <A] [A, SECTION 701. DECLARATION OF POLICY. <AI [A, SECTION 702. DEFINITIONS. <AI [A, SECTION 703. REBATE AGREEMENT. <AI [A, SECTION 704. TERMS OF REBATE AGREEMENT. <AI [A, SECTION 705. AMOUNT OF REBATE. <AJ [A, SECTION 706. EXCESSIVE PHARMACEUTICAL PRICE INFLATION DISCOUNT. <AI [A, SECTION 707 LOWERED BEST PRICE. <AI [A, SECTION 708. EXEMPTION. <AI [A, SECTION 709. DISPOSITION OF FUNDS. <AI [A, CHAPTER 9. TRANSPORTATION SERVICES <AJ [R' SECTION 901. DEFINITIONS. <AI [A, SECTION 902, DEPARTMENT OF TRANSPORTATION. <AI [A, SECTION 903. COMMUTER RAIL FARE. <AI [A, SECTION 904. SHARED-RIDE TRANSPORTATION. <AI [A, SECTION 905. GRANTS. <AI [A, CHAPTER 21. MISCELLANEOUS PROVISIONS <AI [A, SECTION 2101. SAVINGS. <AI PAGE 13 1996 Pa. ALS 134, "I; 1996 Pa. Laws 134; 1995 Pa. HB 544 [A, (F) DEFINITION. -- AS USED IN THIS SECTION, THE TERM "PERSON" MEANS AND INCLUDES AN INDIVIDUAL, ASSOCIATION, CORPOP~TION, CLUB, TRUST, ESTATE, SOCIETY, COMPANY, JOINT-STOCK COMPANY, RECEIVER, TRUSTEE, ASSIGNE~, REFEREE, OR ANY OTHER PERSON ACTING IN A FIDUCIARY OR REPRESENTATIVE CAPACITY, WHETHER APPOINTED BY A COURT OR OTHERWISE, AND ANY COMBINATION OF INDIVIDUALS. THE TERM SHALL ALSO MEAN AND INCLUDE ALL DEPARTMENTS, COMMISSIONS. AGENCIES AND INSTRUMENTALITIES OF THE STATE, INCLUDING COUNTIES AND MUNICIPALITIES AND AGENCIES AND INSTRUMENTALITIES THEREOF. <AI [D, SECTION 8. ASSIGNABILITY OF PRIZES DRAWN. -- NO RIGHT OF ANY PERSON TO A PRIZE DRAWN SHALL BE ASSIGNABLE, EXCEPT THAT PAYMENT OF ANY PRIZE DRAWN MAY BE PAID TO THE ESTATE OF A DECEASED PRIZE WINNER, AND, EXCEPT THAT ANY PERSON PURSUANT TO AN APPROPRIATE JUDICIAL ORDER MAY BE PAID THE PRIZE TO WHICH THE WINNER IS ENTITLED. THE SECRETARY SHALL BE DISCHARGED OF ALL FURTHER LIABILITY UPON PAYMENT OF A PRIZE PURSUANT TO THIS SECTION. <DJ [A, SECTION 306. ASSIGNABILITY OF PRIZES DRAWN. <AI [A, (A) ASSIGNABILITY. -- THE RIGHT OF ANY PERSON TO A PRIZE DRAWN SHALL BE ASSIGNABLE UNDER THE FOLLOWING LIMITED CIRCUMSTANCES: <AI [A, (1) PAYMENT OF ANY PRIZE DRAWN MAY BE PAID TO THE ESTATE OF A DECEASED PRIZE WINNER. <AI [A, (2) PAYMENT OF ANY PRIZE DRAWN MAY BE MADE TO ANY PERSON PURSUANT TO AN APPROPRIATE JUDICIAL ORDER. <AI [A, (3) PAYMENT OF ANY PRIZE DRAWN MAY BE MADE TO ANY PERSON PURSUANT TO A VOLUNTARY ASSIGNMENT OF THE RIGHT TO RECEIVE FUTURE PRIZE PAYMENTS, IN WHOLE OR IN PART, IF THE ASSIGNMENT IS MADE TO A PERSON OR ENTITY DESIGNATED PURSUANT TO AN APPROPRIATE JUDICIAL ORDER OF THE COURT OF COMMON PLEAS LOCATED IN EITHER THE JUDICIAL DISTRICT WHERE THE ASSIGNOR RESIDES OR WHERE THE DIVISION'S HEADQUARTERS ARE LOCATED. UNDER THIS PARAGRAPH, THE COURT SHALL ISSUE AN ORDER APPROVING THE ASSIGNMENT AND DIRECTING THE SECRETARY TO PAY THE ASSIGNEE ALL FUTURE PRIZE PAYMENTS, IN WHOLE OR IN PART, IF: <AJ [A, (II THE ASSIGNMENT IS IN WRITING. EXECUTED BY THE ASSIGNOR AND SUBJECT TO THE LAWS OF THIS COMMONWEALTH; <AI [A, (II) THE ASSIGNOR PROVIDES A SWORN AFFIDAVIT TO THE COURT ATTESTING THAT THE ASSIGNOR IS OF SOUND MIND. IS NOT ACTING UNDER DURESS, HAS BEEN ADVISED REGARDING THE ASSIGNMENT BY HIS OR HER OWN INDEPENDENT LEGAL COUNSEL AND UNDERSTANDS AND AGREES THAT, WITH REGARD TO THE ASSIGNED PAYMENTS, THE COMMONWEALTH AND THE SECRETARY SHALL HAVE NO FURTHER LIABILITY OR RESPONSIBILITY TO MAKE SAID PAYMENTS TO THE ASSIGNOR; AND <AI [A, (III) THE PROPOSED ASSIGNMENT DOES NOT INCLUDE OR COVER PAYMENTS OR PORTIONS OF PAYMENTS ALLEGED TO BE SUBJECT TO OFFSET UNDER JUDICIAL ORDER, UNLESS APPROPRIATE PROVISION IS MADE IN THE ORDER TO SATISFY THE OBLIGATIONS GIVING RISE TO THE CLAIM FOR OFFSET, OR TO OFFSET UNDER ANY OTHER STATUTE. <AI [A, (B) DISCHARGE OF SECRETARY. -- THE SECRETARY SHALL BE DISCHARGED OF ALL FURTHER LIABILITY UPON PAYMENT OF A PRIZE PURSUANT TO THIS SECTION. <AI PAGE 14 1996 Pa. ALS 134, *1; 1996 Pa. Laws 134; 1995 Pa. HB 544 [A, (C) ENFORCEMENT. -- SOLICITING OR OFFERING RIGHTS TO LOTTERY PRIZEWINNINGS, EITHER BY ASSIGNMENT OR THROUGH PLEDGE AS COLLATERAL FOR A LOAN, SHALL NOT BE DEEMED SELLING OR OFFERING FOR SALE LOTTERY TICKETS OR SHARES UNDER THIS ACT. SELLING OR OFFERING FOR SALE ASSIGNED OR PLEDGED LOTTERY PRIZEWINNINGS SHALL NOT BE DEEMED SELLING OR OFFERING FOR SALE AN INTEREST UNDER SECTION 307. <AI [A, (D) FEES. -- THE SECRETARY IS AUTHORIZED TO ESTABLISH A REASONABLE FEE TO DEFRAY ANY ADMINISTRATIVE EXPENSES ASSOCIATED WITH ASSIGNMENTS MADE PURSUANT TO THIS SECTION, INCLUDING THE COST TO THE COMMONWEALTH OF ANY PROCESSING FEE THAT MAY BE I:.lPOSED BY A PRIVATE ANNUITY PROVIDER. THE FEE AMOUNT SHALL REFLECT THE DIRECT AND INDIRECT COSTS ASSOCIATED WITH PROCESSING THE ASSIGNMENTS. <AI [A> IE) DISCHARGE OF COMMONWEALTH. -- UPON A VOLUNTARY ASSIGNMENT PURSUANT TO APPROPRIATE JUDICIAL ORDER UNDER SUBSECTION (A) (3) OF PAYMENTS DUE TO A PRIZEWINNER UNDER A PRIVATE ANNUITY POLICY THAT HAS BEEN PURCHASED BY THE LOTTERY FOR THE BENEFIT OF A PRIZEWINNER, THE COMMONWEALTH AND THE SECRETARY SHALL BE DISCHARGED FROM ANY AND ALL LIABILITY FOR THE PAYMENTS OR PORTIONS THEREOF ASSIGNED AND, AS TO THE PAYMENTS OR PORTIONS THEREOF ASSIGNED, THE ASSIGNEE SHALL HAVE RECOURSE ONLY AGAINST THE PRIVATE ANNUITY PROVIDER AND ITS GUARANTORS AND SHALL HAVE NO FURTHER RECOURSE AGAINST THE COMMONWEALTH. <AI [A> IF) ASSIGNMENT LIMITATION. -- NOTWITHSTANDING ANY OTHER PROVISION OF THIS SECTION, NO PRIZEWINNER SHALL HAVE THE RIGHT TO ASSIGN PRIZE PAYMENTS UPON. <AI IA, (1) THE ISSUANCE BY THE UNITED STATES INTERNAL REVENUE SERVICE (IRS) OF A TECHNICAL RULE LETTER, REVENUE RULING OR OTHER PUBLIC RULING OF THE IRS IN WHICH THE IRS DETERMINES THAT, BASED UPON THE RIGHT OF ASSIGNMENT PROVIDED IN THIS ACT. A PENNSYLVANIA LOTTERY PRIZEWINNER WHO DOES NOT ASSIGN ANY PRIZE PAYMENTS PURSUANT TO SUBSECTION (A) (3) WOULD BE SUBJECT TO AN IMMEDIATE INCOME TAX LIABILITY FOR THE VALUE OF THE ENTIRE PRIZE RATHER THAN ANNUAL INCOME TAX LIABILITY FOR EACH INSTALLMENT WHEN PAID. <A] (A, 12) THE ISSUANCE BY A COURT OF COMPETENT JURISDICTION OF A PUBLISHED DECISION HOLDING THAT, BASED UPON THE RIGHT OF ASSIGNMENT PROVIDED IN THIS ACT, A PENNSYLVANIA LOTTERY PRIZEWINNER WHO DOES NOT ASSIGN ANY PRIZE PAYMENTS PURSUANT TO SUBSECTION (A) (3) WOULD BE SUBJECT TO AN IMMEDIATE INCOME TAX LIABILITY FOR THE VALUE OF THE ENTIRE PRIZE RATHER THAN ANNUAL INCOME TAX LIABILITY FOR EACH INSTALLMENT WHEN PAID. <AI [A, (G) FILING OF LETTER DECISION. -- UPON RECEIPT OF A LETTER OR RULING FROM THE IRS OR A PUBLISHED DECISION OF A COURT OF COMPETENT JURISDICTION, AS SPECIFIED IN SUBSECTION (F), THE EXECUTIVE DIRECTOR SHALL IMMEDIATELY FILE A COPY OF THAT LETTER. RULING OR PUBLISHED DECISION WITH THE SECRETARY OF STATE, IMMEDIATELY UPON THE FILING BY THE DIRECTOR OF A LETTER, RULING OR PUBLISHED DECISION WITH THE SECRETARY OF STATE, A PRIZEWINNER SHALL BE INELIGIBLE TO ASSIGN A PRIZE PURSUANT TO SUBSECTION IA) (3). <AI [D, SECTION 9. SALES OF TICKETS IN EXCESS OF REGULATED PRICE; SALES BY NON-LICENSED PERSONS; PENALTIES. -- IA) NO PERSON SHALL <D] [A, SECTION 307. TICKET SALES. <AI exhibit c "'-'.-':::J:1' 1~:~C~H rP"\....'. r...L..I,"".'Io _Wl'~ '. l..........,........ ""~ .:,w.g, "., COLLATERAL ASSIID.'MENT OF LOTIERY PRIZE PAYMENTS nus ASSIGNMENT is made this day of 1997 by and betWeen Todd A. Petty. an adult individual residing at 1520 Higbmeadow Lane, Mcchanicsburg. Pennsylvania 17055 ("Assignor") and Fulton BIIIk, a PeMsylvania blllking corporation having its principal office at One Penn Square, Lancaster, Pennsylvania 17602 (" Assignco"). WITNESSETH: WHEREAS, Assignor has been declared by the Executive Director of the Pennsylvania State Lottery as tho winner of the Super 7 super jackpot prize in the amount ofS7,024,522.70 in the drawing held on lamwy 20, 1988 (the "Lottery Prizc"); and WHEREAS, the Lottery Prize is payable to the Assignor in twenty-six (26) equal annual iDSUtl1ments of$270,173.95 cOll1lllencing on January 21, 1988 and continuing on or about the armiversary oftbat day each year through and including January 21,2013 (the "LOttefy Prize Payments"); WHEREAS, Assignee is willing to grant to Assignor a loan in the maximum principal amount ofSl,OOO,OOO.OO (herein, as may be amended. increased or extended from time to time, the "Loan") on the condition that the indebtedness outstanding under the Loan. as evidenced by a promissory note of even date herewith executed by Assignor in favor of Assignee (herein, as may be amended from time to time, the "Note"), shall be secured by an assignment of all of Assignor's right, title and interest in and to the Lottery Prize and the Lottery Prize Payments; and WHEREAS, in order to obtain the Loan, Assignor is wiDing to assign all oflts right, title and interest in and to the Lottery Priu and the Lottery Prize Payments to Assignee as collateral security for the indebtedness outstanding uoder the Loan and evidenced by the Note. NOW, THEREFORE. in consideration of these premises and for aood and valuable consideration and intending to be legally bound, Assignor and Assignee hereby agree as foUaws: 1. Assi~ent and Grant of Security Imerest, Assignor hereby assigns, transfers and grants a security interest in all of the right. title and interest of Assignor in and to the Lottery Prize and all present and future Lottery Prize Payments and all procccds thereof as coUateral security for the payment and pafonnance of all of Assignor's obligations, covenants and agreements under the Nate, this Assignment and all other documents executed in connection therewith. 2. AssiRllors Entitlement to Lotterv Prize Pavrnents. It is undemood and aglCCd between Assignor and Assignee, that Assignor shall, prior to the occurrence of a default or event of default under this Assignment, the Note, or any documents executed in connection therewith (an "Event of Default"), be entitled to receive the benefit ofthc Lottery Prize Payments, regardless of whether the Lottery Prize PaymCll1S are actU&I1y paid to AssIgnee, and Assianee agrees that lily Lottery Prize Payments received by Assignee prior to an '-Y""" 1 Exhibit "c" ,jJ.-,I-i::J::lI, l~t::J/"'f'l rl"\to.I'l r...L.lu.. ..........1. L.:......,.IIIU "'~ .:.t40, ....~ Event of Default sha11 be held for the benefit of Assignor and promptly delivered to Assignor. Should an Event ofDeflwll occur, Assignee may al any time or timea direct the party or parties obligated to make the LOIle!)' Prize Paymentllo pay any or all of the Lottery Prize Payments directly to Assianec and Assignee may apply the Lottery Prize Payments 10 the indebtedness owing under the Note. 3. R.eoresentatlons and WlIlI'anties of Assilll\or. Assignor represents and warrants to Assignee, both as ofthc dalc of this Assignment and conlinuing through the date of lermination of this Assignment, that: a. The Lottery Prize and the Lottery Prize Paymeoll are the property of Assignor and no other person or entily has any interest or claim therein; b. Auignor bas not sold, transferred, assigned or granted any scc:urity intercsu in the Lottery prize or the Lottery Prize Payments; c. Assignor has obtained all consents and approvaIJ ncccSSlJ)' to validly and cnforcubly assign the Lettery prize and Lottery Prize Payments, inchtding, without limitation, the approval of the Court of Common Pleas of County; d. Assignor voluntarily entered into this Assignment. Assignor is not acti."1& under dW'CS5, and Assignor has been represeated and advised by indepl:Ddent legal counsel of Assignor's choosing in connection with the Loan and the execution of the Note and thhl Assignment; e Assillllor has full power and authority to enter into the Loan and this Assignment. and this Assignment wm validly assign and transfer the Lottery Prize and Lottery Prize Payments to Assignee and create a lien on and in the Lottery Prize and Lottery Prize Payments not subject to any other sccurity interest, lieo, encumbrance or advllrSe claim. 4. Covenant. of Assilll\or. Assignor covenants and agrees that, until such time as all indebtedness evidenced by the Note has been paid and this Assignment is terminated: a. Assignor shaiI at any time and from time to time. at Assignor's expense, execute and deliver or cause to be C"caIled and delivered such security agreements, financing statements and other documents, and pelform or cause to be perfonned such other acts, as Assignee may request in order to perfect or maintain perfection o~ confirm the priority ot; terminate or enfoJ'te the assignment and security imerest in favor of Assignee created or granted herein; 1aaIry..... 2 ... "-, ..:J.:JI I.....,J,I" 1'1 '-I"\WiI '...'-1""",, ..._.to-.. lo._I>tIIJ"'h..1 L=r.:J ."'-0' ..... b. Assignor shall not sell, traIlIfer or assign, nor grant, create or pennit to exist any other security interms HIllIS or encumbrances in or to, the Lottery Prize or the Lottery Prize Payments; c. In the event, for any reuon whatsoever, any lotiOI)' Prize Payments lU'e paid prior to their respective scheduled payment dates or the Lottery Prize PaymcnU are accelerated, all such Lottery prize Payments shaI1 be received by, or immediately delivered to AJSignee as a ITIRn"R'Ory prepayment under the Note; d. Assignor shall pay and discharge all income and other tllXeJ, asses.wents and governmental charges of every nature which may be levied or assessed against the Lottery Prize or LottOI)' Prize Payments; and e, Assignor shall not change Assignor's addr~ or acquire any additional address without providing prior written notice of such change of address or additional address to Assignee. S. Power of Attomev. To the extent permitted by applicable law, Assignor irrevocably authorizes and appoints Assignee as Assignor's attorney-in-fact, with full power of substitution, to (i) execute and file on behalf of Assignor financing statemellts and amendments to financing statements in any public offices Assignee determines to be appropriate to pcrfi:ct or maintain perfection of Assignee's security interest in the Lottery Prize and the LottOl)' Prize PaymentS, and (u') execute, deliver and record, it appropriate, from time to time on beha1f of Assignor any instrumeuu or documents in connection with the LottOI)' Prize or the Lottery Prize Payments. 6. Exoenses. Assignor shall payor reimbune Assignee at any time upon demand the amount of any reasonable expenses, including attorneys' fees and oxpen&e8, incumd by Assignee in connection with the administration of this Assignment, the CU5tody, preservation, collection or realization of the lottOI)' prize and the Lottery Prize Payments, the exercise of Assignee's rights hereunder or the failure of Assignor to perfonn hereunder. All amounts advanced by Assignee for the fore&oing purposes shall be payable upon demand, bear interest from the date of advance at a rate equal to the rate of interest then in efFect under the Nole and be secured by this Assignment. 7. Waiver. If Assignee shall wai\'c any righ13 or remedies arising hereunder or under applicable law, such waiver sha1J not be demed to be a waiver upon the later oceurrcnce or recurrence of any such event. :-10 delay by Assignee in the exercise of any right or remedy shall under any circumstances constitute, or be deemed to be a waiver, cxprcsa or implied, of the same and no course of dealing between the parties hereto shall constitute a waiver of Assignee's righ13 or remedies. 8. Duration. This Assignment shall remain in full force and eWeet with respect to the 1.ottery Prize and the LottOl)' Prizc Payments until expressly released by Assignee. Assignee shall 1-,.- 3 r~' \', I , , f. , " c; ) f" r.,": OH Ul~ ~g~ !~:::: Po. > ..... r., ~-~ o <Xl ~~~ f>lffi~ ~~ H -" . ~ ~!.... '" .... >< 15m ~~ 8~~ : I ~ i:l H 0: E:: l:l Po. 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