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HomeMy WebLinkAbout03-1464Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO KEYSTONE FINANCIAL BANK, N.A., Plaintiff vs. COYLE LUMBER & MILLWORK, INC., KENNETH W. HEISER and M. LUCINDA HEISER, Defendants : Attorneys For: Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA : CIVIL ACTION -LAW NO. 03 _... /ZIL,c? : ASSIGNED TO: CONFESSION OF JUDGMENT Pursuant to the authority contained in the warrant of attorney in the Note and Guaranty, true and correct photostatic copies of which is attached to the Complaint filed in this action and which appear therein as Exhibits "A" and "B", I appear for Defendants COYLE LUMBER & MILLWORK, INC., KENNETH W. HEISER and M. LUCINDA HEISER and confess judgment in favor of the Plaintiff and against the Defendants in the sum of $27,123.90, plus the following amounts accruing after March 6, 2003: Interest at the rate of 5.25%per annum ($3.58 day). KOZLOFF STOUDT professional Corporation 7 f rry W Sa?telle, Esquire 'Atto eys for Defendant Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO KEYSTONE FINANCIAL BANK, N.A., Plaintiff vs. COYLE LUMBER & MILLWORK, INC., KENNETH W. HEISER and M. LUCINDA HEISER, Defendants Attorneys For: Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA CIVIL ACTION -LAW NO. U c? 1 l ASSIGNED TO: COMPLAINT IN CONFESSION OF JUDGMENT The Plaintiff, MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO KEYSTONE FINANCIAL BANK, N.A., files this Complaint pursuant to Pennsylvania Rule of Civil Procedure 2951(b) for judgment by confession and avers the following in support thereof: 1. The Plaintiff, MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO KEYSTONE FINANCIAL BANK, N.A. ("M & T"), is a New York banking corporation organized and existing under the laws of the State of New York and maintaining a place of business at 501 North Wyomissing Boulevard, Wyomissing, Berks County, Pennsylvania. 2. The Defendants are: a. COYLE LUMBER & MILLWORK, INC., a Pennsylvania business corporation maintaining its principal place of business and registered address at 231 East Old York Road, Carlisle, Cumberland County; and b. KENNETH W. HEISER and M. LUCINDA HEISER, adult individuals residing at 1000 Sand Bank Road, Mt. Holly Springs, Cumberland County Pennsylvania. 3. On April 23,1999, Defendant COYLE LUMBER & MILLWORK, INC. made, executed and delivered to Keystone Financial Bank, N.A., predecessor in interest to M & T, a promissory note (the "Note"), a true and correct copy of which is attached hereto, marked Exhibit "A" and incorporated herein by reference, to evidence a loan(the "Loan") made by Keystone Financial Bank, N.A. to Defendant COYLE LUMBER & MILLWORK, INC. 4. As security for the Loan, Defendants KENNETH W. HEISER and M. LUCINDA HEISER, on or about April 23,1999, executed and delivered to Keystone Financial Bank, N.A. their personal guaranty of the Loan (the "Guaranty"), a true and correct copies of which is attached hereto, marked Exhibit "B" and incorporated herein by reference. 5. In connection with the execution of the Guaranty, Defendants KENNETH W. HEISER and M. LUCINDA HEISER received, reviewed and executed Disclosures for Confession of Judgment, a true and correct copies of which is attached hereto, marked Exhibit "C" and incorporated herein by reference. 6. The Loan was in the principal amount of $25,000.00, with interest thereon pursuant to the terms of the Note, payable on demand, with accrued interest payable in monthly installments pursuant to the terms of the Note, commencing on May 23,1999 and continuing on the same day of each month thereafter. 7. Defendants are in default of their obligations under the Note and Guaranty because the payments of interest due on February 23, 2002 and monthly thereafter, are due and have not been paid, whereby the entire balance of principal and all interest due thereon have become due and payable forthwith, together with costs of collection and reasonable attorney's fees. 8. On March 6, 2003 demand was made upon the Defendants for payment in full of all sums due under the Loan and the Guaranty. A true and correct copy of the said demand is attached hereto, marked Exhibit "D" and incorporated herein by reference. 9. The following amounts are due on the Note: Balance of principal $24,521.55 Accrued but Unpaid Interest 150.19 Reasonable Attorneys Fees 2,452.16 TOTAL as of 3/6/2003 $27,123.90 Plus, the following amounts accruing after 3/06/2003: Interest at the Rate of 5.25% per annum ($3.58 day) 10. On or about August 21, 2000, the Note and the Guaranty were assigned by Keystone Financial Bank, N.A. to M & T in connection with the acquisition of Keystone Financial Bank, N.A. by M & T. 11. Judgment has not been entered on either the Note or the Guaranty in any jurisdiction. 12. Pursuant to the warrant contained in the Note and Guaranty, judgment may be entered for the M & T and against the Defendants in the sum of $27,123.90, as set forth above. WHEREFORE, pursuant to this Complaint, and in accordance with Pennsylvania Rule of Civil Procedure 2952(g), Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO KEYSTONE FINANCIAL BANK, N.A. demands judgment against the Defendants in the sum of $27,123.90, together with accrued interest, costs of suit and reasonable attorneys fees and demand for such judgment is hereby made. KOZLOFF STOUDT Professional Corporation Att?eys for Plaintiff Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO KEYSTONE FINANCIAL BANK, N.A., Plaintiff vs. COYLE LUMBER & MILLWORK, INC., KENNETH W. HEISER and M. LUCINDA HEISER, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA CIVIL ACTION - LAW NO. : ASSIGNED TO: VERIFICATION The undersigned, being the authorized representative of the Plaintiff in this matter, verifies that (s)he is authorized to execute this Verification on behalf of the plaintiff and further, having read the attached Complaint, hereby verifies that the within Complaint is based on information furnished to counsel, which information has been gathered by counsel in the course of this lawsuit. The language of the Complaint is that of counsel and not of the signer. The signer verifies that (s)he has read the attached Complaint and that it is true and correct to the best of the signer's information and belief. To the extent that the contents of the Complaint are that of counsel, the signer has relied upon counsel in taking this Verification. This Verification is made subject to the penalties of 18 Pa.C.S.A. Section 4904 relating to unsworn falsifications to authorities. cti? DATED: March 14, 2003 OCI-3-1-2002 11:53AM References in i FROM-M&T COM LOAN are Borrower: Coyle Lumber & Millwork, Inc. PO Box 67 Mt. Holly Springs, PA 17065 800-260-2443 PROMISSORY NOTE er's use only and do not limit the appliew Lender: KI CI Or Cz T-246 P.007/011 F-923 0000333368 000000050; 30a3-'L COYLE LUMBER MI ,!? a5, Boo Principal 'Amount: $2S,o00.00 Initial Rate: 8.75096 Rate of Note: April 23, 1999 PROMISE TO PAY. Coyle Lumber & Millwork, Inc. ("Borrower") promises to pay to KEYSTONE FINANCIAL BANK, N.A. ("Lender"), or order, In lawful money of the united States of America, on demand, the principal amount of Twenty Five Thousand & canoo Dollars ($25,000.09) or so much as may be outstanding, together with interest on the unpaid outstanding principal balance of each advance. Interest shall be calculated from the date of each advance until repayment of each advance. PAYMENT. Borrower wtil pay this loan Immediately upon Lender's demand. In addition, Borrower will pay regular monthly payments of all accrued unpaid interest due as of each payment date, beginning May 23, 1999, with all suAsequent interest payments to be clue on the same day of each month after that. The annual interest rate for this Note is computed on a 365/360 basis; that is, by applying the ratio of the annual interest rate over a year of 360 days, multiplied Dy the outstanding principal balance, multiplied oy the actual number of days the principal balance is outstanding. Borrower will pay Lender at Lender's address shown above or at such other place as Lender may designate in writing. Unless otherwise agreed or required by applicable law, payments will be applied first to accrued unpaid interest, then to principal, and any remaining amount to any unpaid collection costs and late charges. VARIABLE INTEREST RATE. The interest rate on this Note is subject to change from time to time based on changes in an independent index whicn is the Prime rate as published in the Wall Street Journal. When a range of rates has been pubtisned, the higher of the rates will be used (tne "index"): The Index is not necessarily the lowest rate charged by Lender on its loans. It the index becomes unavailable during the term of this loan, Lender may designate a substitute index after notice to Borrower. tender will tell Borrower the current Index rate upon Borrower's request. Borrower understands that Lender may make loans based on other rates as well. The interest rate change will not occur more often than each DAY. The Index currently is 7.750% per annum. The interest rate to be applied to the unpaid principal balance of this Note will be at a rate of 1.000 percentage point over the index, resulting in an initial rate of 6.750% per annum. NOTICE: under no circumstances will the interest rate on this Note be more than tno maximum rate allowed by applicable law. PREPAYMENT. Borrower may pay without penalty all or a portion of me amount awed earlier than It is Que. Early payments will not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments of accrued unpaid interest. Rather, they will reeuce the principal balance due. LATE CHARGE. if a regularly scheduled interest payment is 15 days or more late, Borrower will be charged 5.000% of the regularly scheduled payment. If Lender demands payment of this loan, and Borrower does not pay the loan within 15 days after Lender's demand, Borrower also will be charged 5.000% of the sum of the unpaid principal plus accrued unpaid interest. DEFAULT. Borrower will be in default if any of the following happens: (a) Borrower fails to make any payment when due. (b) Borrower breaks-arty promise Borrower has made to Lender, or Borrower fails to comply with or to perform when due any other term, obligation, covenant, or condition containea in this Note or any agreement related to this Note, or in any other agreement or loan Borrower has with Lender. (c) Any representation or statement made or furnished to Lender by Borrower or on Borrower's behalf is false at misleading in any material respect either now or at the time made or furnished. (d) Borrower becomes insolvent, a receiver is appointed for any pan of Borrower's property, Borrower makes an assignment for the benefit of creditors, or any proceeding is commenced either by Borrower or against Borrower under any bankruptcy or insolvency laws. (e) Any creditor tries to take any of Borrower's property on or in which Lender has a lien or security interest. This includes a garnishment of arty of Borrower's accounts with Lender. (f) Any guarantor dies or any of the other events described in this default section occurs with respect to any guarantor of to s Note. (g) A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or performance of the Indebtedness is impaired. (h) Lender in good faith deems itself Insecure. LENDER'S RIGHTS. Upon default, veneer may, after giving such notices as required by applicable law, declare the entire unpaid principal balance on this Note and all accrued unpaid interest immediately due, and then Borrower will pay that amount. Lender may hire or pay someone else to help collect this Note If Borrower does not pay. Borrower also will pay Lender trial amount. Tnis includes, subject to any limits under applicable law, Lender's attorneys' fees and Lenders legal expenses whether or not there is a lawsuit, Including attorneys' fees and legal expenses for bankruptcy proceeongs (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated postyudgmenf collection services, if not prohinitad by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by law_ It judgment is entered in connection with this Note, interest will continue to accrue on this Note after judgment at me interest rate applicable to this Note at me time judgment is entered. This Note has been delivered to Lender and accepted by Leader In the Commonwealth of Pennsylvania. It there is a lawsuit, Borrower agrees upon Lender's request to submit to the jurisdiction of the courts of Cumberland County, the Commonwealth of Pennsylvania. This Note shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania. RIGHT OF SETOFF. Borrower grants to Lender a contractual security Interest in, and hereby assigns, conveys, delivers, pledges, and transfers to Lender all Borrower's right, title and interest in and to, Borrower's accounts with Lander (whether checking, savings, or some other account), including without limitation all accounts rield jointly with someone else and all accounts Borrower may open in the future, exclueing however all IRA and Keogh accounts, and all trust accounts for which the grant of a security interest would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on this Note against any and all such accounts. LINE OF CREDIT. This Note evidences a revolving line of credit. Advances under this Note may no requested orally by Borrower or by an auihorizea person. All oral requests snail be confirmed in writing on the day of the request. All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority* Kenneth W. Heiser, President; and M. Lucinda Heiser, Secretary. Borrower agrees to be liable for all sums either: (a) advanced in accordance witn the instructions of an authorized person or (b) credited to any of Borrower's accounts with Lender. The unpaid principal balance owing on this Note at any time may be evidenced by endorsements an this Note or by Lender's internal records, including daily computer print-oufs. Lender will nave no ooligation to advance funds under this Note if: (a) Borrower or any guarantor is in default under the terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection wltn the signing of this Note; (b) Borrower or any guarantor ceases doing business or is insolvent, (c) any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor's guarantee of this Note or any other loan with Lender; (d) Borrower has applied funds provided pursuant to this Note for purposes other than tnose authorized by tender; or (e) Lender in good faith deems itself insecure under this Note or any other agreement between Lander and Borrower. EXHIBIT "A" OCT-31-2002 11:54AM FROM-M&T COM LOAN 800-260-2443 T-246 P.008/011 F-923 04-23-1999 PROMISSORY NOTE (Continued) Page 2 CROSS-COLLATERAILIZATION. The Financing Statements being held as security on this Loan are the same as those being Held as security on Loan #333368-501-30014; as filed with the Pennsylvania Departmet of State In Financing Statement #29251437 recorded August 7,1998; ana as 61oo with the Prothonotary of Cumberland County in Financing Statement #26--4696 recordea August 13, 1998. GENERAL PROVISIONS. This Note is payable on demand. The Inclusion of specific default provisions or rights of Lender shall not preclude Lender's right to declare payment of this Note on its demana. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any cringe in the terms of tnts Note, and unless otherwise expressly stated in writing, no party wro signs this Note, whether as maker, guarantor, accommodation maker or encorser, shall be released from liability. All such parties agree that Lenoer may renew or extend (repeatedly and for any length of time) this loan, or release any parry or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the coflateral; and taro any other action deemed necessary by Lenoer without the consent of or notice to anyone. All such parries also agree that lender may modify this loan witnout the consent of or notice to anyone blher than the party with whom the modification is made. If any portion of this Note is for any reason determined to be unenforceable, it will not affect the enforceability of any other provisions of this Note_ CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE, AND WITH OR WITHOUT COMPLAINT FILED, AS OF ANY TERM, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE: PRINCIPAL BALANCE OF THIS NOTE, ALL ACCRUED INTEREST, LATE CHARGES, AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE TOGETHER WITH INTERI=ST ON SUCH AMOUNTS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (149x) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT- AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT iN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE CA TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT, EXCEPT ANY NOTICE AND/OR HEARING REQUIRED UNDER APPLICABLE LAW WITH RESPECT TO EXECUTION OF THE JUDGMENT, AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALI-i-D THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL.. THE LIEN ARISING FROM ANY JUDGMENT CONFESSED OR ENTERED PURSUANT TO THE FOREGOING AUTHORITY SHALL NOT EXTEND TO ANY OF BORROWER'S RESIDENTIAL REAL PROPERTY AS THAT TERM IS DEFINED IN THE PENNSYLVANIA ACT OF JANUARY 30, 1974 (PA. LAWS 13, NO. 6), REFERRED TO AS THE LOAN INTEREST AND PROTECTION LAW, AS AMENDED, AND THE HOLDER OF ANY JUDGMENT CONFESSED OR ENTERED PURSUANT TO THE FORGOING AUTHORITY SHALL NOT, IN ENFORCEMENT OF ANY SUCH JUDGMENT, EXECUTE, LEVY OR OTHERWISE PROCEED AGAINST ANY SUCH RESIDENTIAL REAL PROPERTY; PROVIDED, HOWEVER, THAT THE LIEN OF SUCH JUDGMENT SHALL EXTEND TO SUCH RESIDENTIAL REAL PROPERTY AND THAT THE HOLDER THEREOF SHALL BE PERMITTED TO EXECUTE, LEVY OR PROCEED AGAINST SUCH RESIDENTIAL REAL PROPERTY FROM AND AFTER THE ENTRY OF A JUDGMENT AS CONTEMPLATED BY SECTION 407 OF SUCH LOAN INTEREST AND PROTECTION LAW AND RULES 2981 TO 2986 OF THE PENNSYLVANIA RULES OF CIVIL PROCEDURE, OR SUCCESSOR OR SIMILAR STATUTES AND RULES, NO LIMITATION OF LIEN OR ANY EXECUTION, LEVY OR OTHER ENFORCEME=NT CONTAINED IN THE IMMEDIATE=LY PRECEDING SENTENCE SHALL APPLY WITH RESPECT TO ANY JUDGMENT OBTAINED OTHER THAN BY THE FOREGOING AUTHORITY TO CONFESS OR ENTER JUDGMENT, PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE NOTE. THIS NOTE HAS BEEN SIGNED AND SEALED SY THE UNDERSIGNED. BORROWED(: Coyle Lu //ber &.Millwork n . :.,. By:. ,... } ay? 4 e eth "Heiser, President M. Ltt Inda laser, Secretary var,s0ie Ram ;-,ne of Oracia t.ASER FRO, Reg. us. Pat d T.M. Orr , ver. 3 26c lei ,See CFi ProServ,ces. ,no. An ngnrs reservae. IPA-020 F3.28D COY.LN Cz9.OV6.1 COMMERCIAL GUARANTY Principal Loan Date ( MaWrity Loan No Cat) Coflat al Account Officer Initials B H Sl=O 333368 K N 1 References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Borrower: Coyle Lumber & Millwork, Inc. Lender: KEYSTONE FINANCIAL BANK, N.A. PO Box 67 Carlisle High Street Office Mt. Holly Springs, PA 17065 One West High Street Carlisle, PA 17013 Guarantor: Kenneth W. Heiser and M. Lucinda Heiser 1000 Sand Bank Road Mt. Holly Springs, PA 17065 AMOUNT OF GUARANTY. The amount of this Guaranty is Unlimited. CONTINUING UNLIMITED GUARANTY. For good and valuable consideration, Kenneth W. Heiser and M. Lucinda Heiser ('Guarantor") absolutely and unconditionally guarantee and promise to pay, jointly and severally, to KEYSTONE FINANCIAL BANK, N.A. ("Lender") or its order, on demand, in legal tender of the United States of America, the Indebtedness (as that term is defined below) of Coyle Lumber & Millwork, Inc. ("Borrower") to Lender on the terms and conditions set forth in this Guaranty. Under this Guaranty, the liability of Guarantor is unlimited and the obligations of Guarantor are continuing. DEFINITIONS. The following words shall have the following meanings when used in this Guaranty: Borrower. The word "Borrower" means Coyle Lumber & Millwork, Inc.. Guarantor. The word "Guarantor" means Kenneth W. Heiser and M. Lucinda Heiser, who are signing this Guaranty jointly and severally. Guaranty. The word "Guaranty" means this Guaranty made by Guarantor for the benefit of Lender dated April 23, 1999. Indebtedness. The word "Indebtedness" is used in its most comprehensive sense and means and includes any and all of Borrower's liabilities, obligations, debts, and indebtedness to Lender, now existing or hereinafter incurred or created, including, without limitation, all loans, advances, interest, costs, debts, overdraft indebtedness, credit card indebtedness, lease obligations, other obligations, and liabilities of Borrower, or any of them, and any present or future judgments against Borrower, or any of them; and whether any such Indebtedness is voluntarily or involuntarily incurred, due or not due, absolute or contingent, liquidated or unliquidated, determined or undetermined; whether Borrower may be liable individually or jointly with others, or primarily or secondarily, or as guarantor or surety; whether recovery on the Indebtedness may be or may become barred or unenforceable against Borrower for any reason whatsoever; and whether the Indebtedness arises from transactions which may be voidable on account of infancy, insanity, ultra vires, or otherwise. Lender. The word "Lender" means KEYSTONE FINANCIAL BANK, N.A., its successors and assigns. Related Documents. The words "Related Documents" mean and include without limitation all promissory notes, credit agreements, loan agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, and all other instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness. NATURE OF GUARANTY. Guarantor's liability under this Guaranty shall be open and continuous for so long as this Guaranty remains in force. Guarantor intends to guarantee at all times the performance and prompt payment when due, whether at maturity or earlier by reason of acceleration or otherwise, of all Indebtedness. Accordingly, no payments made upon the Indebtedness will discharge or diminish the continuing liability of Guarantor in connection with any remaining portions of the Indebtedness or any of the Indebtedness which subsequently arises or is thereafter incurred or contracted. The obligations of Guarantors shall be joint and several. Lender may proceed against any of the Guarantors individually, against any group of Guarantors, or against all the Guarantors in one action, without affecting the right of Lender to proceed against other Guarantors for amounts that are covered by this Guaranty. Any inability of Lender to proceed against any Guarantor (whether caused by actions of a Guarantor or of Lender) will not affect Lender's right to proceed against any or all remaining Guarantors for all or part of the amounts covered by this Guaranty. DURATION OF GUARANTY. This Guaranty will take effect when received by Lender without the necessity of any acceptance by Lender, or any notice to Guarantor or to Borrower, and will continue in full force until all Indebtedness incurred or contracted before receipt by Lender of any notice of revocation shall have been fully and finally paid and satisfied and all other obligations of Guarantor under this Guaranty shall have been performed in full. If Guarantor elects to revoke this Guaranty Guarantor may only do so in writing. Guarantor's written notice of revocation must be mailed to Lender, by certified mail, at the address of Lender listed above or such other place as Lender may designate in writing. Written revocation of this Guaranty will apply only to advances or new Indebtedness created after actual receipt by Lender of Guarantor's written revocation. For this purpose and without limitation, the term "new Indebtedness" does not include Indebtedness which at the time of notice of revocation is contingent, unliquidated, undetermined or not due and which later becomes absolute, liquidated, determined or due. Notice of revocation shall be effective only as to the particular Guarantor providing the notice, and shall not affect the liability of other guarantors. This Guaranty will continue to bind Guarantor for all Indebtedness incurred by Borrower or committed by Lender prior to receipt of Guarantor's written notice of revocation, including any extensions, renewals, substitutions or modifications of the Indebtedness. All renewals, extensions, substitutions, and modifications of the Indebtedness granted after Guarantor's revocation, are contemplated under this Guaranty and, specifically will not be considered to be new Indebtedness. This Guaranty shall bind the estate of Guarantor as to Indebtedness created both before and after the death or incapacity of Guarantor, regardless of Lender's actual notice of Guarantor's death. Subject to the foregoing, Guarantor's executor or administrator or other legal representative may terminate this Guaranty in the same manner in which Guarantor might have terminated it and wkh the same effect. Release of any other guarantor or termination of any other guaranty of the Indebtedness shall not affect the liability of Guarantor under this Guaranty. A revocation received by Lender from any one or more Guarantors shall not affect the liability of any remaining Guarantors under this Guaranty. It is anticipated that fluctuations may occur in the aggregate amount of Indebtedness rovered by this Guaranty, and it is specifically acknowledged and agreed by Guarantor that reductions in the amount of Indebtedness, even to zero dollars ($0.00), prior to written revocation of this Guaranty by Guarantor shall not constitute a termination of this Guaranty. This Guaranty is binding upon Guarantor and Guarantor's heirs, successors and assigns so long as any of the guaranteed Indebtedness remains unpaid and even though the Indebtedness guaranteed may from time to time be zero dollars ($0.00). GUARANTOR'S AUTHORIZATION TO LENDER. Guarantor authorizes Lender, either before or after any revocation hereof, without notice or demand and without lessening Guarantor's liability under this Guaranty, from time to time: (a) prior to revocation as set forth above, to make one or more additional secured or unsecured loans to Borrower, to lease equipment or other goods to Borrower, or otherwise to extend additional credit to Borrower; (b) to alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for payment or other terms of the Indebtedness or any part of the Indebtedness, including increases and decreases of the rate of interest on the Indebtedness; extensions may be repeated and may be for longer than the original loan term; (c) to take and hold security for the payment of this Guaranty or the Indebtedness, and exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any such security, with or without the substitution of new collateral; (d) to release, substitute, agree not to sue, or deal with any one or more of Borrower's EXHIBIT "B" -. nom, 04-23-1999 COMMERCIAL GUARANTY Page 2 (Continued) sureties, endorsers, or other guarantors on any terms or in any manner Lender may choose; (e) to determine how, when and what application of payments and credits shall be made on the Indebtedness; (f) to apply such security and direct the order or manner of sale thereof, including without limitation, any nonjudicial sale permitted by the terms of the controlling security agreement or deed of trust, as Lender in its discretion may determine; (g) to sell, transfer, assign, or grant participations in all or any part of the Indebtedness; and (h) to assign or transfer this Guaranty in whole or in part. GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants to Lender that (a) no representations or agreements of any kind have been made to Guarantor which would limit. or qualify in any way the terms of this Guaranty; (b) this Guaranty is executed at Borrower's request and not at the request of Lender; (c) Guarantor has full power, right and authority to enter into this Guaranty; (d) the provisions of this Guaranty do not conflict with or result in a default under any agreement or other instrument binding upon Guarantor and do not result in a violation of any law, regulation, court decree or order applicable to Guarantor; (e) Guarantor has not and will not, without the prior written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer, or otherwise dispose of all or substantially all of Guarantor's assets, or any interest therein; (f) upon Lender's request, Guarantor will provide to Lender financial and credit information in form acceptable to Lender, and all such financial information which currently has been, and all future financial information which will be provided to Lender is and will be true and correct in all material respects and fairly present the financial condition of Guarantor as of the dates the financial information is provided; (g) no material adverse change has occurred in Guarantor's financial condition since the date of the most recent financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (h) no litigation, claim, investigation, administrative proceeding or similar action (including those for unpaid taxes) against Guarantor is pending or threatened; (i) Lender has made no representation to Guarantor as to the creditworthiness of Borrower; and (j) Guarantor has established adequate means of obtaining from Borrower on a continuing basis information regarding Borrower's financial condition. Guarantor agrees to keep adequately informed from such means of any facts, events, or circumstances which might in any way affect Guarantor's risks under this Guaranty, and Guarantor further agrees that Lender shall have no obligation to disclose to Guarantor any information or documents acquired by Lender in the course of its relationship with Borrower. GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor waives any right to require Lender (a) to continue lending money or to extend other credit to Borrower; (b) to make any presentment, protest, demand, or notice of any kind, including notice of any nonpayment of the Indebtedness or of any nonpayment related to any collateral, or notice of any action or nonaction on the part of Borrower, Lender, any surety, endorser, or other guarantor in connection with the Indebtedness or in connection with the creation of new or additional loans or obligations; (c) to resort for payment or to proceed directly or at once against any person, including Borrower or any other guarantor; (d) to proceed directly against or exhaust any collateral held by Lender from Borrower, any other guarantor, or any other person; (e) to give notice of the terms, time, and place of any public or private sale of personal property security held by Lender from Borrower or to comply with any other applicable provisions of the Uniform Commercial Code; (f) to pursue any other remedy within Lender's power; or (g) to commit any act or omission of any kind, or at any time, with respect to any matter whatsoever. Guarantor also waives any and all rights or defenses arising by reason of (a) any "one action" or "anti-deficiency" law or any other law which may prevent Lender from bringing any action, including a claim for deficiency, against Guarantor, before or after Lender's commencement or completion of any foreclosure action, either judicially or by exercise of a power of sale; (b) any election of remedies by Lender which destroys or otherwise adversely affects Guarantor's subrogation rights or Guarantor's rights to proceed against Borrower for reimbursement, including without limitation, any loss of rights Guarantor may suffer by reason of any law limiting, qualifying, or discharging the Indebtedness; (c) any disability or other defense of Borrower, of any other guarantor, or of any other person, or by reason of the cessation of Borrower's liability from any cause whatsoever, other than payment in full in legal tender, of the Indebtedness; (d) any right to claim discharge of the Indebtedness on the basis of unjustified impairment of any collateral for the Indebtedness; (e) any statute of limitations, if at any time any action or suit brought by Lender against Guarantor is commenced there is outstanding Indebtedness grower to Lender which is not barred by any applicable statute of limitations; or (f) any defenses given to guarantors at law or in equity other than actual payment and performance of the Indebtedness. If payment is made by Borrower, whether voluntarily or otherwise, or by any third party, on the Indebtedness and thereafter Lender is forced to remit the amount of that payment to Borrower's trustee in bankruptcy or to any similar person under any federal or state bankruptcy law or law for the relief of debtors, the Indebtedness shall be considered unpaid for the purpose of enforcement of this Guaranty. Guarantor further waives and agrees not to assert or claim at any time any deductions to the amount guaranteed under this Guaranty for any claim of setoff, counterclaim, counter demand, recoupment or similar right, whether such claim, demand or right may be asserted by the Borrower, the Guarantor, or both. GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and agrees that each of the waivers set forth above is made with Guarantor's full knowledge of its significance and consequences and that, under the circumstances, the waivers are reasonable and not contrary to public policy or law. If any such waiver is determined to be contrary to any applicable law or public policy, such waiver shall be effective only to the extent permitted by law or public policy. LENDER'S RIGHT OF SETOFF. In addition to all liens upon and rights of setoff against the moneys, securities or other property of Guarantor given to Lender by law, Lender shall have, with respect to Guarantor's obligations to Lender under this Guaranty and to the extent permitted by law, a contractual security interest in and a right of setoff against, and Guarantor hereby assigns, conveys, delivers, pledges, and transfers to Lender all of Guarantor's right, title and interest in and to, all deposits, moneys, securities and other property of Guarantor now or hereafter in the possession of or on deposit with Lender, whether held in a general or special account or deposit, whether held jointly with someone else, or whether held for safekeeping or otherwise, excluding however all IRA, Keogh, and trust accounts. Every such security interest and right of setoff may be exercised without demand upon or notice to Guarantor. No security interest or right of setoff shall be deemed to have been waived by any act or conduct on the part of Lender or by any neglect to exercise such right of setoff or to enforce such security interest or by any delay in so doing. Every right of setoff and security interest shall continue in full force and effect until such right of setoff or security interest is specifically waived or released by an instrument in writing executed by Lender. SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the Indebtedness of Borrower to Lender, whether now existing or hereafter created, shall be prior to any claim that Guarantor may now have or hereafter acquire against Borrower, whether or not Borrower becomes insolvent. Guarantor hereby expressly subordinates any claim Guarantor may have against Borrower, upon any account whatsoever, to any claim that Lender may now or hereafter have against Borrower. In the event of insolvency and consequent liquidation of the assets of Borrower, through bankruptcy, by an assignment for the benefit of creditors, by voluntary liquidation, or otherwise, the assets of Borrower applicable to the payment of the claims of both Lender and Guarantor shall be paid to Lender and shall be first applied by Lender to the Indebtedness of Borrower to Lender. Guarantor does hereby assign to Lender all claims which it may have or acquire against Borrower or against any assignee or trustee in bankruptcy of Borrower; provided however, that such assignment shall be effective only for the purpose of assuring to Lender full payment in legal tender of the Indebtedness. If Lender so requests, any notes or credit agreements now or hereafter evidencing any debts or obligations of Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and shall be delivered to Lender. Guarantor agrees, and Lender hereby is authorized, in the name of Guarantor, from time to time to execute and file financing statements and continuation statements and to execute such other documents and to take such other actions as Lender deems necessary or appropriate to perfect, preserve and enforce its rights under this Guaranty. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty: 04-23-1999 COMMERCIAL GUARANTY Page 3 (Continued) Amendments. This Guaranty, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Applicable Law. This Guaranty has been delivered to Lender and accepted by Lender in the Commonwealth of Pennsylvania. If there is a lawsuit, Guarantor agrees upon Lender's request to submit to the jurisdiction of the courts of Cumberland County, Commonwealth of Pennsylvania. This Guaranty shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania. Attorneys' Fees; Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, including attorneys' fees and Lender's legal expenses, incurred in connection with the enforcement of this Guaranty. Lender may pay someone else to help enforce this Guaranty, and Guarantor shall pay the costs and expenses of such enforcement. Costs and expenses include Lender's attorneys' fees and legal expenses whether or not there is a lawsuit, including attorneys' fees and legal expenses for bankruptcy proceedings (and including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collection services. Guarantor also shall pay all court costs and such additional fees as may be directed by the court. Notices. All notices required to be given by either party to the other under this Guaranty shall be in writing, may be sent by telefacsimile (unless . otherwise required by law), and, except for revocation notices by Guarantor, shall be effective when actually delivered or when deposited with a nationally recognized overnight courier, or when deposited in the United States mail, first class postage prepaid, addressed to the party to whom the notice is to be given at the address shown above or to such other addresses as either party may designate to the other in writing. All revocation notices by Guarantor shall be in writing and shall be effective only upon delivery to Lender as provided above in the section titled "DURATION OF GUARANTY." If there is more than one Guarantor, notice to any Guarantor will constitute notice to all Guarantors. For notice purposes, Guarantor agrees to keep Lender informed at all times of Guarantor's current address. Interpretation. In all cases where there is more than one Borrower or Guarantor, then all words used in this Guaranty in the singular shall be deemed to have been used in the plural where the context and construction so require; and where there is more than one Borrower named in this Guaranty or when this Guaranty is executed by more than one Guarantor, the words "Borrower" and "Guarantor" respectively shall mean all and any one or more of them. The words "Guarantor," "Borrower," and "Lender" include the heirs, successors, assigns, and transferees of each of them. Caption headings in this Guaranty are for convenience purposes only and are not to be used to interpret or define the provisions of this Guaranty. If a court of competent jurisdiction finds any provision of this Guaranty to be invalid or unenforceable as to any person or circumstance, such finding shall not render that provision invalid or unenforceable as to any other persons or circumstances, and all provisions of this Guaranty in all other respects shall remain valid and enforceable. If any one or more of Borrower or Guarantor are corporations or partnerships, it is not necessary for Lender to inquire into the powers of Borrower or Guarantor or of the officers, directors, partners, or agents acting or purporting to act on their behalf, and any Indebtedness made or created in reliance upon the professed exercise of such powers shall be guaranteed under this Guaranty. Waiver. Lender shall not be deemed to have waived any rights under this Guaranty unless such waiver is given in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lender's right otherwise to demand strict compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender, nor any course of dealing between Lender and Guarantor, shall constitute a waiver of any of Lender's rights or of any of Guarantor's obligations as to any future transactions. Whenever the consent of Lender is required under this Guaranty, the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender. CONFESSION OF JUDGMENT. GUARANTOR HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR GUARANTOR AFTER A DEFAULT UNDER THIS GUARANTY, AND WITH OR WITHOUT COMPLAINT FILED, AS OF ANY TERM, CONFESS OR ENTER JUDGMENT AGAINST GUARANTOR FOR THE ENTIRE PRINCIPAL BALANCE OF THIS GUARANTY, ALL ACCRUED INTEREST, LATE CHARGES, AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE INDEBTEDNESS TOGETHER WITH INTEREST ON SUCH AMOUNTS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS GUARANTY OR A COPY OF THIS GUARANTY VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS GUARANTY TO CONFESS JUDGMENT AGAINST GUARANTOR SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS GUARANTY. GUARANTOR HEREBY WAIVES ANY RIGHT GUARANTOR MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT, EXCEPT ANY NOTICE AND/OR HEARING REQUIRED UNDER APPLICABLE LAW WITH RESPECT TO EXECUTION OF THE JUDGMENT, AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO GUARANTOR'S ATTENTION OR GUARANTOR HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. THE LIEN ARISING FROM ANY JUDGMENT CONFESSED OR ENTERED PURSUANT TO THE FOREGOING AUTHORITY SHALL NOT EXTEND TO ANY OF GUARANTOR'S RESIDENTIAL REAL PROPERTY AS THAT TERM IS DEFINED IN THE PENNSYLVANIA ACT OF JANUARY 30, 1974 (PA. LAWS 13, NO. 6), REFERRED TO AS THE LOAN INTEREST AND PROTECTION LAW, AS AMENDED, AND THE HOLDER OF ANY JUDGMENT CONFESSED OR ENTERED PURSUANT TO THE FORGOING AUTHORITY SHALL NOT, IN ENFORCEMENT OF ANY SUCH JUDGMENT, EXECUTE, LEVY OR OTHERWISE PROCEED AGAINST ANY SUCH RESIDENTIAL REAL PROPERTY; PROVIDED, HOWEVER, THAT THE LIEN OF SUCH JUDGMENT SHALL EXTEND TO SUCH RESIDENTIAL REAL PROPERTY AND THAT THE HOLDER THEREOF SHALL BE PERMITTED TO EXECUTE, LEVY OR PROCEED AGAINST SUCH RESIDENTIAL REAL PROPERTY FROM AND AFTER THE ENTRY OF A JUDGMENT AS CONTEMPLATED BY SECTION 407 OF SUCH LOAN INTEREST AND PROTECTION LAW AND RULES 2981 TO 2986 OF THE PENNSYLVANIA RULES OF CIVIL PROCEDURE, OR SUCCESSOR OR SIMILAR STATUTES AND RULES. NO LIMITATION OF LIEN OR ANY EXECUTION, LEVY OR OTHER ENFORCEMENT CONTAINED IN THE IMMEDIATELY PRECEDING SENTENCE SHALL APPLY WITH RESPECT TO ANY JUDGMENT OBTAINED OTHER THAN BY THE FOREGOING AUTHORITY TO CONFESS OR ENTER JUDGMENT. EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS GUARANTY AND AGREES TO ITS TERMS. IN ADDITION, EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AND DELIVERY OF THIS GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE MANNER SET FORTH IN THE SECTION TITLED "DURATION OF GUARANTY." NO FORMAL ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY EFFECTIVE. THIS GUARANTY IS DATED APRIL 23, 1999. THIS GUARANTY HAS BEEN SIGNED AND SEALED BY THE UNDERSIGNED. GUARANTOR: 0d-23-9 COMMERCIAL GUARANTY Page 4 '79 , (Continued) LASER PRO, Reg. U.S. Pat. & T.M. Off., Ver. 3.26c (c)1999 CFI ProServices, Inc. All rights reserved. (PA-E20 F3.26b COY.LN C23.OVL] DISCLOSURE FOR CONFESSION OF JUDGMENT Principal $25,OQ4.(30 Loan date 04-23-1999 Maturity loan No 5Q1-3t1Q22 Call Cot( Wal BB SEG :. Accourt# Officer Initials 333368 ' K.N1 References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Borrower: Coyle Lumber & Millwork, Inc. Lender: KEYSTONE FINANCIAL BANK, N.A. PO Box 67 Carlisle High Street Office Mt. Holly Springs, PA 17065 One West High Street Carlisle, PA 17013 Guarantor: Kenneth W. Heiser and M. Lucinda Heiser 1000 Sand Bank Road Mt. Holly Springs, PA 17065 DISCLOSURE FOR CONFESSION OF JUDGMENT I AM EXECUTING, THIS ? S DAY OF _ A-T / , 19?, A GUARANTY FOR AN UNLIMTED AMOUNT A. I UNDERSTAND THAT THE GUARANTY CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE GUARANTY, WITHOUT ADVANCE NOTICE TO ME AND WITHOUT OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST ME UNDER THE GUARANTY, I AM KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDI G ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND I EXPRESSLY AGREE AND CONSENT G D ENT AGAINST ME BY CONFESSION AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT TO LENDER'S ENTERrl?,:'?' PROVISION. INITIALS B. I FURTHER UNDERSTAND THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST ME WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY ALSO CONTAINS LANGUAGE THAT WOULD PERMIT LENDER, AFTER ENTRY OF JUDGMENT, TO EXECUTE ON THE JUDGMENT BY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. HOWEVER, LENDER MUST PROVIDE NOTICE TO ME UNDER APPLICABLE LAW IN EXECUTING ANY CONFESSED JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDG ENT, I AM ON WINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS, AND I EXPRESSLY AGREE AND CONSENT 0 EN ?S EXECUTING ON THE JUDGMENT, IN ANY MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW. INITIALS li C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, AND BY PLACING MY INITIALS NEXT TO EACH STATEMENT WHICH APPLIES, I REPRESENT THAT: INITIALS 1. 1 WAS REPRESENTED BY MY OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE GUARANTY. 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY TO MY ATTENTION. D. I CERTIFY THAT MY ANNUAL INCOME EXCEEDS $10,000; THAT THE BLANKS IN THIS DISCLOSURE WERE FILLED IN WHEN I INITIALED AND SIGNED IT; AND THAT I RECEIVED A COPY AT THE TIME OF SIGNING. THIS DISCL SURE HAS BEEN SIGNED AND SEALED BY THE UNDERSIGNED. AFFIANT: X (SEAL) Kennettr W. Heiser X `- (SEAL) ucinda Heiser LASER PRO, Reg. U.S. Pat. & T.M. Off., Ver. 3.26c (c) 1999 CFI ProServices, Inc. All rights reserved. IPA-D30 F3.26 COY.LN C23.OVLI EXHIBIT "C" MM&TBank James T. Grady Vice President Special Assets Department Telephone 610.373.3996 Facsimile 610.373.0606 E-mail: ig?mandtbank com March 6, 2003 Coyle Lumber & Millwork, Inc Mr. Kenneth W. Heiser, President Mrs. M. Lucinda Heiser, Secretary 1000 Sand Bank Road Mt. Holly Springs, PA 17065 RE: Manufacturers and Traders Trust Company Account No. 333368-30022 Original Principal Amount: $25,000.00 To Whom It May Concern: NOTICE I am the loan account officer at Manufacturers and Traders Trust Company (the "Bank"), handling your account with respect to-your obligations under a commercial loan Promissory Note dated April 23, 2000 in the original principal amount of $25,000.00 as referenced above. Terms of the Promissory Note provide that payment in full is due immediately upon demand. This letter constitutes notice to you that the Bank hereby demands immediate payment of the entire balance due under the subject Promissory Note as follows: Principal $24,521.55 Interest 150.19 Total Due as of March 6, 2003 $24,671.74 Per diem after March 6, 2003 $3.58 4 ? 1f, EXHIBIT "D" Manufacturers and Traders Trust Company • 501 North Wyomissing Boulevard, Wyomissing, PA 19610 9 (610 373-8807 March 6, 2003 PAGE TWO Payment should be made directly to the Bank at: Manufacturers and Traders Trust Company, ATTN: James T. Grady, 501 N. Wyomissing Boulevard, Wyomissing, PA 19610. If payment in full is not received within the time provided, the Bank may exercise its legal rights ai-,d remedies to enforce collection against you, or against the collateral pledged as security for your obligations. The Bank's rights include entry of judgment by confession against you. In the event the Bank exercises any of its remedies, legal fees and costs will be incurred for which you will be liable under the terms of the loan documents. The Bank reserves the right to accept partial payment, payment on account or payment of some or all of the interest due following the date of this Notice. However, no payment accepted by the Bank shall constitute a waiver of this declaration of default, acceleration and demand for payment in full unless expressly agreed by the Bank in writing. This Notice is being provided to Kenneth and M. Lucinda Heiser, since both of you are jointly and severally liable for the debt under the terms of the note and loan documents. Very truly yours, MANUFACTURERS AND TRADERS TRUST COMPANY ames T. Grady---? Vice President Special Assets Via Regular and Certified Mail, Return Receipt Requested OFFICE OF PROTHONOTARY COURT OF COMMON PLEAS OF CUMBERLAND COUNTY READING, PENNSYLVANIA TO : DATE : March 28, 2003 Coyle Lumber & millwork, Inc. ' 231 East Old York Road RE: MANUFACTUERS AND TRADERS TRUST COMPANY, Carlisle, PA 17013 SUCCESSOR TO KEYSTONE FINANCIAL BANK, N.A. Kenneth W. Heiser M. Lucinda Heiser Plaintiff (s) 100 Sand Bank Road Mt. Holly Springs, PA 17065 vs. COYLE LUMBER & MILLWORK, INC., KENNETH W. HEISER AND M. LUCINDA HEISER Defendant(s) No. A.D. No. LT. D. You are hereby notified in accordance with Pennsylvania Supreme Court Rule 4236 and that judgment has been entered on a: ( ) Final Order* ( ) Decree Nisi* ( ) Verdict* ( ) Viewers Report ( ) Default ( ) Assessment of Damages ( ) Arbitration Award (XXXX) Confession of Judgment and entered to No. 03 .. (: & at ( J. D . against Coyle Lumber & Millwork, Inc., Kenneth W. Heiser & M. Lucinda Heiser , X1R1AXMX4X XXX(XDefendant (s) , concerning Civil Suit No. A.D. on 3 ' in the sum of $ 27,123.90# plus costs. *Plus the following amounts accruing after March 6, 2003: Interest at the rate of 5.25% per annum ($3.58). **And that a Certificate has been filed indicating that each of the parties have been notified of the intention to file said judgment by the Attorney for the Plaintiff(s) Defendant(s). PROTHONOTARY File Deputy Prothonotary Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO KEYSTONE FINANCIAL BANK, N.A., Plaintiff VS. COYLE LUMBER & MILLWORK, INC., KENNETH W. HEISER and M. LUCINDA HEISER, Defendants Attorneys For: Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA CIVIL ACTION - LAW NO. ?3 -- /y`y (2i. ? C`7i;?rq ASSIGNED TO: CERTIFICATION OF ADDRESSES I, Barry W. Sawtelle, Esquire, do hereby certify that the addresses of the following parties are as set forth below: Plaintiff: Manufacturers and Traders Trust Company c/o Barry W. Sawtelle, Esquire 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 Attorney for Plaintiff Defendants: Coyle Lumber & Millwork, Inc. 231 East Old York Road Carlisle, PA 17013 Kenneth W. Heiser M. Lucinda Heiser 100 Sand Bank Road Mt. Holly Springs, PA 17065 KOZLOFF STOUDT Professional Corporation 7 -- ry e?le, Esquire Att eys for Plaintiff Dated: March 14, 2003 0 C7- ?? .d; R7 '-m3 ?Sl `) -C Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 : Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO KEYSTONE FINANCIAL BANK, N.A., Plaintiff VS. COYLE LUMBER & MILLWORK, INC., KENNETH W. HEISER and M. LUCINDA HEISER, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA : CIVIL ACTION -LAW NO. 03 al-VZC-? ASSIGNED TO: PRAECIPE TO THE PROTHONOTARY: Kindly enter judgment in favor of the Plaintiff, MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO KEYSTONE FINANCIAL BANK, N.A., and against the Defendants COYLE LUMBER & MILLWORK, INC., KENNETH W. HEISER and M. LUCINDA HEISER in the sum of $27,123.90, plus the following amounts accruing after 3/ 6/ 2003: Interest at the rate of 5.25 %per annum ($3.58 per day) upon the Complaint in Confession of Judgment and Confession of judgment filed herewith. KOZLOFF STOUDT Professional Corporation B" W. elle, Esquire Atto 'eys for Plaintiff Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO KEYSTONE FINANCIAL BANK, N.A., Plaintiff VS. COYLE LUMBER & MILLWORK, INC., KENNETH W. HEISER and M. LUCINDA HEISER, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA : CIVIL ACTION - LAW NO. 03 -- `ql_ C;u : ASSIGNED TO: AFFIDAVIT COMMONWEALTH OF PENNSYLVANIA COUNTY OF BERKS ss. Before me, the undersigned authority, personally appeared Barry W. Sawtelle, Esquire, who being duly sworn according to law, doth depose and say, pursuant to Rule 2951, Pa. R.C.P., that the judgment entered by confession in the above-captioned matter is not entered against a natural person in connection with a consumer credit transaction. KOZLOFF STOUDT Professional Corporation Sworn to and su? cribed be ore me thi day of ? 4,, 2003. ry awtelle, Esquire Atto evs for Plaintiff ARY PUBLIC NOTARIAL SEAL JOLENE F. MOSER, Notary Public Wyomissing, Berks County My Commission Expires 12-2-2006 ? ?_ ?, c; :.?? ?3`?; ???? -r -? z' ?.? cf; ? , =` __ '? _ ??`-. r • • --i ?? ?: r.:y? MANUFACTURES AND TRADERS : IN THE COURT OF COMMON PLEAS TRUST COMPANY, Successor to : CUMBERLAND COUNTY, PENNSYLVANIA KEYSTONE FINANCIAL BANK, N.A., : CIVIL ACTION - LAW Plaintiff No. 03-1464 Civil Term vs. COYLE LUMBER AND MILLWORK, INC., KENNETH W. HEISER and M. LUCINDA HEISER, Defendants PRAECIPE TO WITHDRAW APPEARANCE TO THE PROTHONOTARY: Please withdraw the appearance of Barry W. Sawtelle, Esquire of the law firm of Kozloff Stoudt, as attorney for Manufactures and Traders Trust Company, in the above- captioned matter. Date: '2005 2640 West View Drive P.O. Box 6286 Wyomissing, PA 19610 KOZLOFFSTOUDT (? ??z ? ? _f"I ?-- ci ?? ._.?, {'.l;' ? ???: ? G:: ""t: _ '?. C': C., '; ?- 7 MANUFACTURES AND TRADERS TRUST COMPANY, Successor to KEYSTONE FINANCIAL BANK, N.A., Plaintiff vs. COYLE LUMBER AND MILLWORK, INC., KENNETH W. HEISER and M. LUCINDA HEISER, Defendants IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW No. 03-1464 Civil Term PRAECIPE FOR ENTRY OF APPEARANCE TO THE PROTHONOTARY: Please enter the appearance of Marc A. Hess, Esquire of the law firm of Henry & Beaver LLP, whose address is 937 Willow Street, P.O. Box 1140, Lebanon, Pennsylvania 17042-1140, as attorney for Manufactures and Traders Trust Company, the Plaintiff in the er. above-cap tio ed matt Date:, 2005 1.U. FFJJ / /4 "r -: _ C_.. i1 MANUFACTURES AND TRADERS : IN THE COURT OF COMMON PLEAS TRUST COMPANY, Successor to : CUMBERLAND COUNTY, PENNSYLVANIA KEYSTONE FINANCIAL BANK, N.A., : CIVIL ACTION - LAW Plaintiff VS. COYLE LUMBER AND MILLWORK, INC., KENNETH W. HEISER and M. LUCINDA HEISER, Defendants No. 03-1464 Civil Term AFFIDAVIT OF SERVICE COMMONWEALTH OF PENNSYLVANIA : COUNTY OF LEBANON SS. I, Lisa I. Fox, of the law firm of Henry & Beaver LLP, do hereby certify that I forwarded a true and correct copy of the Notice Under Rule 2958.1 of Judgment and Execution Thereon - Notice of Defendants' Rights by First Class United States Mail, Certified, Return Receipt Requested, on September 20, 2005 to Defendants as follows: Name Address Coyle Lumber and Millwork, Inc. 231 East Old York Road Carlisle, PA 17013 Mr. Kenneth W. Heiser 1000 Sandbank Road Mount Holly Springs, PA 17065 Mrs. M. Lucinda Heiser 1000 Sandbank Road Mount Holly Springs, PA 17065 Said Notices were received by Defendants on September 21, 2005. Attached hereto and made a part hereof is the United States Postal Service Domestic Return Receipts and Receipts for Certified Mail. I x LYSA FOX Sworn and subscribed to before me this a; ptember, 2005. E Pu is I NOTARIAL SEAL h ,L Bahmy, No" PW* anon, Lebaon Camly pha Nov.29, 2008 151esione, MANUFACTURES AND TRADERS : IN THE COURT OF COMMON PLEAS TRUST COMPANY, Successor to : CUMBERLAND COUNTY, PENNSYLVANIA KEYSTONE FINANCIAL BANK, N.A., : CIVIL ACTION - LAW Plaintiff No. 03-1464 Civil Term vs. COYLE LUMBER AND MILLWORK, INC., KENNETH W. HEISER and M. LUCINDA HEISER, Defendants F NOTICE UNDER RULE 2958.10 JUDGMENT AND EXECUTION THEREON NOTICE OF DEFENDANTS' RIGHTS To: Coyle Lumber and Millwork, Inc. 231 East Old York Road Carlisle, PA 17013 Mr. Kenneth W. Heiser 1000 Sandbank Road Mount Holly Springs, PA 17065 Mrs. M. Lucinda Heiser 1000 Sandbank Road Mount Holly Springs, PA 17065 A judgment in the amount of. JUDGMENT AMOUNT - $27,123.90 has been entered against you and in favor of the Plaintiff without any prior notice or hearing based on a confession of judgment contained in a written agreement or other paper allegedly signed by you. The Sheriff may take your money or other property to pay the judgment at any time after thirty (30) days after the date on which this notice is served on you. You may have legal rights to defeat the judgment or to prevent your money or property from being taken. YOU MUST FILE A PETITION SEEKING RELIEF FROM THE JUDGMENT AND PRESENT IT TO A JUDGE WITHIN THIRTY (30) DAYS AFTER THE DATE ON WHICH THIS NOTICE IS SERVED ON YOU OR YOU MAY LOSE YOUR RIGHTS. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER. GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. IF YOU CANNOT AFFORD TO HIRE A LAWYER. THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. Lawyer Referral Services Court Administrator 4'' Floor, Cumberland County Courthouse Carlisle, PA 17013 (717) 240-6200 HE By P.O. Box 1140 Lebanon, PA 17042-1140 (717) 274-3644 Attorney for Plaintiff 937 Willow Street W-14Cbmplete Raft 1, 2, and 3. Aiso complete Item 4 if Restricted Delivery Is desired. IrPrYrt your name and address on the reverse e so that we can return the card to you. ¦ Attach this card to the beck of the maliplece or on the front N apace permn3-1 L4 (o 1. Article Addressed to: Coyle Lumber & Millwork Inc. 231 East Old York Road Carlisle PA 17013 3. service lype UCertilled Mall O Express Mall O Registered 0 Return Roos" for Mact rMke ? Insured Mall ? C.O.D. 4. Restricted! DMNr1R (Extra Fee) 0 yes 2. ArsdeNumber 7005 0390 0000 1231 9590 manstar tom service ftosi PS Form 3811, February 2004 Domestic Retum Recelpt 102595m4k1540 CERTIFIED MAIL.,, RECEIPT (Domestic Mail Only; No Insurance Coverage Provider M rA 1P7Uh r9 1704 Postage $ $0.37 P M `•,. y - C3 certified Fee C3 7S Q Return Receipt Fee $1,75 (Endorsement RequW) '(5 G Resmotad r 1- Fas I), (111 )) Q R Er (EMOreemaeq rem U Total postage a Fees $ , 211 ' Un O o y . r` Sheet I I ?Pwwc R C Apel - -.-..-.---.r=t:c----.--.-.._------------------------------' o iw"Niil rPD9arNO.-- X31--apt ?-a--- - -?k ?-!'rP--d---------•-- R 11 1_ ¦ Complete items 1, 2, and 3. Also complete hern 4 If Restricted-Delivery Is desired. ¦ Prttt your wain snd address on the reverse so that we can return the card to you. ¦ Attach We card to tt? back a the meilpiece or on the front H apace Pa 118 b. -? 1. Article Addressed W. A. X D. b delMry a"sea diffew from ?tam __ir M. ender delNey address below: Kenneth W. Heiser e? ?l L ! 1000 Sandbank olly Road TA 1-1, ?, Mount Holly Springs, PA I 1?.V7 17065 3. sendce type 45 oerdMed Mail O F3 press Mdl ? Repbtww 13 Return Racelpt for Medtand•s ? Insured Mall l3 C.O.D. 4. Restdded Delivery? IExta Fee) 0 yes 2. ("Article Onsi"amber 7005 0390 0000 1231 9606 (Mrm/er eon, aervke law PS Form 3811, February 2004 Domestic Return Receipt 102595-021uas40 D M M0 *L' S PtI P r9 postage $ $0.37 0 C3 canned Fee a M Reuss Reselpt Fee -75 (Endomement Required) Reatrk[ed Delivery FeB 1. 1. m (Endwsamen)Requted) O $4 ¢? Total Postage 8 Fees $ U-) r3 o 0 )a i Postmark I "ere ?ti: s.. y. r CESplete Koms 1, 2, and 3. Also complete a Rem 4 If Restricted Delivery Is desired. X ¦ PtYtE F end address on the reverse at we can wr rteRlereturn the card to ytw:'" 4...`."... g. '* Att leech this card to the back of the mallpiece, or on the frond H apace permits. (r), - I i L - d 1. Article Addressed to: ucinda Heiser Sandbank Road 1d M/9elnt Holly Springs, PA 165 D. Is delNry eddrees dXFrent from Item 1? Magee If YES. Order delhWY address below: 3. Service Type ®Cervied Mad 0 e p eas mail 0 Registered 0 Rehm Receipt for Merchandise 0 insured Mad 0 C.O.D. 4. Restricted DelNry? (lore Fee) 0 we 2. Articr 7005 0390 0000 1231 9613 (frensforter he Jamn Service MW PS Form 3811, February 2mm Domestic Raeun Receipt 102595024A-1640 CERTIFIED MAIL,., RECEIPT (Domestic Mail Only; No Insurance Coverage Providec r-q M0 Lf F P1 5L S N rR Postage $ $0 37 - . C3 • 3- Certeled Fee C3 pu P Rotten Receipt Fee $1.75 c? 811 Rem (Endorsement Requled) ^ C3 Restricted Delivery Fee 50.0fl Er (Endommem Required) M C3 Total Pas" s Frees $ 54' 4? 41 OS Ln -- C3 Sent To ---- ----------- --------------- --- ---------------------- wP09a.Ab. ------------------------------------ Cily. state,--1 11t 1 ll ro 4'y cry C/? _? ^r CJ 7K =? i n? Barry W. Sawtelle, Esquire Attorney No.: 42936 KOZLOFF STOUDT 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys for Plaintiff MANUFACTURERS AND TRADERS IN THE COURT OF COMMON PLEAS TRUST COMPANY, : OF CUMBERLAND COUNTY, Plaintiff PENNSYLVANIA : CIVIL ACTION -LAW vs. COYLE LUMBER AND MILLWORK, CASE NO: 2003-1464 INC. and KENNETH W. HEISER and M. LUCINDA HEISER., Defendants PRAECIPE TO THE PROTHONOTARY: Kindly enter the judgment in favor of Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY and against Defendants COYLE LUMBER AND MILLWORK, INC., KENNETH W. HEISER, and M. LUCINDA HEISER in the above- captioned action as SATISIFIED AND PAID IN FULL upon payment of your costs. Kindly enter the above-captioned action as SETTLED, DISCONTINUED AND ENDED. KOZLOFF STOUDT W. ,54w-fe-Ile, Esquire No.: 42936 iev for Plaintiff 2 GL9 iiAY -t, i 11 2; 5L,,