HomeMy WebLinkAbout01-0952 FX
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COMMERCE BANKIHARRISBURG,
N.A.,
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
Plaintiff
CIVIL ACTION - LAW
v.
DENNIS E. SHOCKLEY,
Defendant
DOCKET NO. tJ I - 15;;J.,
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NOTICE
YOU HAVE BEEN SUED IN COURT. If you wish to defend against the
claims set forth in the following pages, you must take action within twenty (20)
days after this Complaint and Notice are served, by entering a written
appearance personally or by attorney and filing in writing with the Court your
defenses or objections to the claims set forth against you. You are warned that if
you fail to do so the case may proceed without you and a judgment may be
entered against you by the Court without further notice for any money claimed
in the Complaint or for any other claim or relief requested by the Plaintiff(s).
You may lose money or property or other rights important to you.
YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF
YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR
TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU
CAN GET LEGAL HELP.
Cumberland County Bar Association
2 Liberty Avenue
Carlisle, PA 17013
(717) 249-3166
(800) 990-9108
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COMMERCE BANK/HARRISBURG,
N.A.,
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
Plaintiff
CIVIL ACTION - LAW
v.
DOCKET NO.
DENNIS E. SHOCKLEY,
Defendant
NOTICIA
LE HAN DEMANDADO A USTED EN LA CORTE. Si usted quiere
defenderse de estas demandas expuestas en 1as paginas siguientes, usted tiene
viente (20) dias de plazo al partir de la fecha de la demanda y la notificacion. Usted
debe presentar una apariencia escrita a en persona 0 par abogado y archivar en la
corte en forma escrita sus defensas 0 sus objeciones alas demandas en contra de su
persona. Sea avisado que si usted no !le defiende, la corte tomara medidas y puede
entrar una orden contra usted sin previo aviso 0 notificacion y por cualquier queja 0
alivio que es pedido en la peticion de demanda. Usted puede perder dinero 0 sus
propiedades 0 otros derechos importantes para usted.
LLEVE ESTA DlEMANDA A UN ABODAGO INMEDIATAMENTA. SI
NO TIENE ABOGADO 0 SI NO TIENE EL DINERO SUFICIENTE DE PAGAR
TAL SERVICIO, VAYA EN PERSONA 0 LLAME POR TELEFONO A LA
OFICINA CUYA DIRECCION SE ENCUENTRA ESCRITA ABAJO PARA
AVERIGUAR DONDE SE PUEDE CONSEGUlR ASISTENCIA LEGAL.
Cumberland County Bar Association
2 Liberty Avenue
Carlisle, PA 17013
(717) 249-3166
(800) 990-9108
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COMMERCE BANK/HARRISBURG,
N.A.,
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYL VANIA
Plaintiff
v.
CIVIL ACTION -LAW
DOCKET NO. ol-9Sd.- c...;.;J /1.N-
DENNIS E. SHOCKLEY,
Defendant
COMPLAINT
AND NOW, Plaintiff, COMMERCE BANKIHARRISBURG, N.A., through its
counsel, Mette, Evans and Woodside, brings this Complaint before the Court, in
support of which it avers as follows:
1. Plaintiff is Commerce Bank/Harrisburg, N.A. (hereinafter "Commerce
Bank"), a national banking association with an office at 100 Senate Avenue, Camp
Hill, Pennsylvania 17001-8599.
2. Defendant Dennis E. Shockley is an adult individual who resides at
923 Greenbriar Road, York, Pennsylvania 17404.
3. On March 31,1999,4 NU Marketing, Inc. (hereinafter "NU
Marketing"), upon information and belief a Pennsylvania business corporation with
an office at 1600 Pennsylvania Avenue, Cyber Center, York, Pennsylvania 17404,
executed and delivered to Commen:~ Bank a pro'missory note (hereinafter "Note")
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evidencing its obligation to Commerce Bank under a Business Loan Agreement
dated March 31,1999 (hereinafter "Agreement") pursuant to which NU Marketing
obtained a revolving line of credit from Commerce Bank. True and correct copies
of the Note and the Agreement are attached hereto, respectively, at Exhibits "A"
and "B."
4. Commerce Bank advance the sum of $125,000 to NU Marketing under
the Note.
5. Pursuant to the Note, NU Marketing covenanted and agreed that it
would pay the indebtedness as provided in the Note and that the whole principal
sum and interest would become due at the option of Commerce Bank in the event
that it failed to keep, observe or perform any of the covenants, conditions or
agreements contained therein.
6. Specifically, pursuant to the Note, "[u]pon default, Lender 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." (See Exhibit "A" under heading
"Lender's Rights.")
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7. NU Marketing has defaulted in the performance of its obligations
under the Note by failing to pay, inter alia, the monthly installments of principal
and interest due as required under the Note.
8. By notice dated September 28, 2000, Commerce Bank provided NU
Marketing with written notice of its default. A true and correct copy of the written
notice is attached hereto at Exhibit "c" and incorporated herein by reference.
9. NU Marketing has failed and refused to cure its default under the
Note.
10. On the same date as the Note and Agreement (Le., March 31,1999),
Defendant Dennis E. Shockley executed a Commercial Guaranty (hereinafter
"Guaranty") pursuant to which he "absolutely and unconditionally guarantees and
promises to pay to Commerce Bank * * * 100% of the Indebtedness * * * of 4 NU
Marketing, Inc. * * * on the terms and conditions set forth in this Guaranty." A true
and correct copy of the Guaranty is attached hereto at Exhibit "D" and
incorporated herein by reference.
11. Specifically, pursuant to the Guaranty, "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
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within the limits set forth in the preceding section of this Guaranty. This Guaranty
covers a revolving line of credit and Guarantor understands and agrees that this
Guarantee shall be open and continuous until the line of credit is terminated and
the Indebtedness is paid in full, as provided below." (See Exhibit "D" under
heading "Nature of Guaranty.")
12. By notice dated December 8, 2000, Commerce Bank provided
Defendant Dennis E. Shockley with official notice that the Note was in default and
that Commerce Bank, under the terms and conditions of the Guaranty, was
"making a demand upon [him] for repayment of the loan obligation." A true and
correct copy of the official notice is attached hereto at Exhibit "E" and incorporated
herein by reference.
13. Commerce Bank advised the Defendant that he had "ten days from
the date of[the notice] to contact [Commerce Bank] to discuss the possible terms of
loan repayment." (See Exhibit "E.")
14. Defendant Dennis E. Shockley received notice that the Note was in
default on December 9,2000. True and correct copies ofthe U.S. Postal Service
Certified Mail Receipt (Article No. 7099 3400 0001 4127 7781) and PS Form 3811
evidencing receipt are attached hereto at Exhibit "F."
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15. Defendant Dennis E. Shockley has failed and refused to contact
Commerce Bank "in order to discuss the possible terms ofthe loan repayment" or
otherwise act in accordance with his duties under the Guaranty by curing the
default of NU Marketing under the Note.
16. Commerce Bank has called the Note and declares that the unpaid
principal balance, together with accrued interest, attorney's fees and costs as
provided therein to be immediately due and payable by Defendant Dennis E.
Shockley pursuant to the terms and conditions of the Guaranty.
17. The following amounts are currently due and owing Commerce Bank
on the Note:
Unpaid Principal Balance
$90,152.37
Interest Accrued and Unpaid as
of February 13, 2001 ($26.29 per diem)
(To be further calculated at the time
of complete payment or collection)
$6,541.06
Late Fees as of February 13, 2001
(To be further calculated at the time
of complete payment or collection)
$4,727.90
Attorneys' Fees and costs of suit
To be determined
TOTAL:
$101,421.33
(As of February 13, 2001)
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WHEREFORE, Plaintiff respectfully requests that judgment be entered in its
favor and against Defendant Dennis E. Shockley in the amount of $101,421.33 plus
interest thereon of $26.29 per diem plus attorneys' fees, costs and other charges as
provided in the Note and Guaranty, and awarding Commerce Bank such other
relief as is just under the circumstances.
Respectfully submitted,
METTE, EVANS & WOODSIDE
By:
P. Beneventano, Esquire
Sup. Ct. LD. #43107
3401 North Front Street
P.O. Box 5950
Harrisburg, PA 17110-0950
Attorneys for Plaintiff
Commerce Bank/Harrisburg, N.A.
Date: 2 - /5' t? /
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Borrower: 4 NU MIIrketlng, Inc:::. (TIN: 232915785)
1SOD PenMylVllnl8 Avenue
York, PA 17404
Lender: Commerce BankIHlIlrlloburg. NIUon8I AuocIIllon
Mlln 0ffIeeIC0mmercJ1 Colt Centw
P.O. Box 8599
1DO SMale Avenue
Camp Hill, PA 17001__
Prlnclpol Amount: $125,000.00 Inlllol Rote: 10.000'" Dote 01 Note: Morch 31, 19914:
PROMISE TO PAY. 4 NU Marketing, Inc. (-Borrower-) promises 10 pay 10 Commerce BanklHarrlsburg, National Association (-Lender-), or","",-
order, In laWful money of the Unlled States of America, the prinCipal amount or One Hundred Twenty Five Thousand & 001100 Dollars-.:::
(1125,000.00) or so much 81 may be ouwtandlng, together wtIh Interest on the unpaid ouIItandlng principal balance of each advance. Interest r:::
shall be calculated from Ihe dale of each advance unUI repayment of each advance.
PA1MENT. Borrower will pay this loan on dem8nd, or If no demand Is made, In one payment of .11 outstanding principal p1UI III accrued':::
unpaid Interest on March 31, 2000. In addllJon, Borrower will pay regular monthly payments of accrued unpaid interest beginning April 30, ~
1999, and all ,ubsequent Interest payments are due on the same d'Y of each month after thaL The annuaIlnIen:1st rate lor this Note is computed t"-'
on a 3B5136O basis; that Is, by applying the ratio of the BMUBllnlerest rate over a year of 380 days. multiplied by the ouIsIandblg pfincip81 balance, *"'l
multiplied by the actual number of days the principal balance Is outstanding. Booowef wlU pay Lender all.ende(s addrfts shown 8bov& ar al such ;s:::
other place as Lender may designate in writing. Unless otherwise agreed ar required by applicable law, payments wID be applied filst to accrued ri..
unpaid InIeresI. then to plinclpal, and any remaining amount 10 any unpaid collection costs and lele charges. ' '"
VARIABLE INTEREST RATE. The Interest rale on this Nole Is subjOCl: to change from time to time based on changes In an Index which III the j
-COMMERCE BANK/HARRISBURG, NATIONAL ASSOCIATION RETAIL PRIME RATE" (the "Index"). The Convnerce BanlcIHarri$burg, Nlllkinai:S
AssocIation Relall PrIme Rate, hereinafter referred to as -commerce Bank Prime- sh8U be that rate which Lender esl8bllshes 8111& Prime Rate, whether cr
or not published. The establishment and publication of Commerce PrIme Rate by lAnder shall r10Iln any way preclude or IIrNt Lender from landing to -
certain borrowers, from time to lime, at a ral8 of inlerestless than the Commerce Bank Prfme RllIe. The Applicable Rate 01 Interest shaU change onlhe t-
dale on whlc:h any change in tha COmmerce Bank/Harrisburg, NaIionaI Assoclatian RataR PrIme Rate shall become effective. When said trterest rate .::.!;'
changes on a day other than a payment due date under this Note, lRterut 8haIl be calcu\ated an B. per diem basis tar such monI\. To \he ex\9n\ t"\
penniUed by Pennsylvania law, Interest shall be calculated by the method known as Ih8 -Banker's Rule- using the actual days Iha principal balance Is .
outstanding hereunder divided by 360 days and mulllplfed by the then applicable rate of Inlerest described heteIn; provided, however. that to the extent
such calculalion Is not permitted by Pennsylvania law, Interest hereunder shall be calcUlated on the basis of 8 365 or 36EI day year, as the case may be. "
lender will UlIl Borrower the current Index rate upon Borrower's request Borrower understands that Lender may make loans based on other rates as b.:.
well. Tha inlerest rate change will not occur more oIten than each day. The Index currenuy Is B.5DO% per aMum. The Interest rate to be ,pplied
to the unpatd principal balance of this Nole will be at a rate or 1.500 percentage points over the Index, resulting In an !nIDal f'81e or 10.000% per ~
annum. NOTICE: Under no circumstances wDl the Interest rata 00 this Note be more than the maximum rate allowed by applicable law. v .
PREPAYMENT. Borrowar may pay without penalty all or a portion of the amounl owed earfier than 0 Is due. Early payments will not. unless agreed to ~
by lender in Wfl1lng, Telieve 8orToww 01 Bonower's o'bligation to continue to make paymen'ls 01 accrued unpaid inlerest Reiher, they will reduce the lJ..
principal balance due. t:::J
LATE CHARGE. If a payment is 15 days or more late, Borrower wil be charged S.oDO% 01 the f'88UIarIy lCf'teduled paymenL
DEFAULT. Borrower wid be in defaull "any of the following happens: (a) Borrower falls to malte any payment when tfue. (b) Borrower breaks any
promise' Borrower has made to Lende~, or Borrower falls to comply with or to perl'onn when due any other term, obIiQ81lon. covenant, or condltlon
conlained In this Nole or any agreemenJ rela~ to thIs Note, or In any other agreement or loan Borrower has with Lender. (c) Borrower defaults under
any loan, extension of crectO, security agreement, purchase or sales agreement. or Bny other agreement, In favor of any other creditor or pelIOl1 that
may materfaUy affect any of Borrower's property or Borrower's &bIlly to repay this Note or perform 80rr0wer's obIlgation$ under this Note or any of the
Related Documem. (d) I-nt repr9Sef\'ation or statement made or fumlshed \0 I..endeJ by Borrower or on Bonowar's behalf Ia f828e or m1s1eadIng in any
material respect either now or at the time made or furnished. (e) Bonowar becomes Insolvent, a receiver Is appointed for any part of Borrowar's
property, Borrower makes an assignment for the beneffl of creditors, or any proceeding is ~,_,l8llC9d ellher by Borrower or against Borrower under
any bankruptey or Insolvency laws. (f) Any credllor tries 10 take any of Borrower's properly on or in which Lender has 8 lien or security lntarest. This
lncIUdes a gamlshment of any of Borrower's accounts with lender. (g) Any guarantor dies or any of the other events de8cnbed In this defaull sactlon
occurs with respect to art)' guarantor ollhis Note. (h) A material adverSe Change occurs In Sorrower's flnanciaI condition, or Lender believes the
prospect of payment or performance of the Indebtedness Is impaired. (I) FailUf8 to meet the deadlines required In the Year 2000 Compliance
Agreement to be Year 2000 CompIianl or a reasonable likelihoOd that Borrower cannot be Year 2000 Compliant on or before December 31,1999.
II sny default, other than a default in payment, Is curable and if Borrower has not been given a notice 01 a breach 01 the same provision of this Note
within lhe preceding lwaIVe ('2) months, il: may be cured (and no event of default will have occurred) If Borrower. alter receiving written noIIce from
Lender demanding cure 01 such default (a) cures the default wllhln ten (10) days; or (b) iflhe cure requireS more than !en (10) days, Imrnedlately
initiates steps which lender deems In Lender's sole discretion to be suffICient to cure Ihe <fefaun and thereafter conIinues and completes aU reasonable
and necessary Slaps sufficient to produce compliance as soon as reasonably practical,
l'ENDEW& A'GHTS. Upon delault. l,.ender may, after giving such notices as requlred by appl\catlle taw, declare the entlre unpaid principal b8lance 00
thIS Note and aR accrued unpaid Interest lnvnedIately due, and then Borrower will pay that amount. Upon defauh, including laIIure 10 pay upon fln8l
maturity, Lender, silts option. may also, If permilled under applicable law, Increase the variable Interest rate on this Note to 3.soo percentage points
over the IndeJr. The Interest rate will nol exceed the maxImum rale permitted by applicable law. lender may hire or pay someone eI8e to help eoIlOCl:
this Note" Borrower does not pay. Borrower atso wDI pay Lender that amount. This Includes. s~ to tJ1rf IImiIs under appIicatlIe law, Lender's
auomeys' tees and Lender's legal expenses whather or not there Is a lawsuit, including attorneys' fees and legal expens. for bankruptcy proceedings
(inCluding efforts to modify Of vacele any automatic stay or Injunction), appeals, and any arrticIpated posl-Juctgment collection services. If not
prohibited by applica'ble law, Borrower also will pay any court costs, in addition to all other sums provided by law. If judgn1enIls entered In connection
with this Note. Interest wDl continue 10 accrue on this Note after fudgmertI at the Irder8st rate appIicabfe to this Note at the lima Judgment Is entered.
This Note hat been <leIWefed to Lendet and a=epIed by Lendw '" \he CommarwteaIU\ of PennayMmIL <<...... tawsuI\, Bonower ...
upon Lender's request to submll to the Jurisdiction of the courts of Cumberland County, the Commonwealth of Pennsylvania. Lender and
Borrower hereby waIve the right 10 any jury trial In any action, proceeding, or counterclaim brought by either Lender or Borrower against tha
otl1er. Thlt Note shall be gavemect by and construed In accordance with the laWI of the Commonweallh of Pennsylvania.
DISHONOREo rrEM Fee. Botfowet' will pay a fee to lender of $10.00 if 8cmower mak'8S a p&ym8nt an 80n0we(8 loan arv::I the ehec* 01'
preauthortzed charge with which Borrower pays Is later dishonored.
RIGHT OF SETOFF. Bonower grants to Lender a contractual security interest In, and bereby assigns, corweys, delivers, pledges, and transfers to
Lendsr sll Borrower's right, tIDe and Interest In and to, BoITOW6r'S acc:ounIS with Lender (whether checking, savings, or soma other BClCClOOI), Including
wlthcut Umltation all accounts held joIOI1y with someone else e,rwj all e.ccounta ~ may open in the Iuture. flIKCt\ldlnla hawevef an IRA. end Keogh
accounts, and alllrust sccounts for which the granl of a security intarmlt would be prohibited by law. Botrower authOrIzes Lender, to the extant
permitted by applicable law, to charge or setoff all sums owing on this Note against any and all such 1lCCCll,I'dS.
COllATERAL ThIs Note Is secured by a Mortgage from Grantor to Lender dated March 31. 1999 00 property known as loIl24. Fairway Drive, West
Manchester Township, York, Pennsylvania; a 1st lien prIoriIV security Interest in an business assats of tha Borrower 81 more luIIy set forth In the
Commercial security Agreement of even date herewith and to be perfected by UCC.1 Financing Statement; Assignment of Lire InsUf8l1C8 pledged by
Jerome E. Kubicki; Personal Guarantees of Jerome E. Kubicki, Stephanie A. Kubicki, Brent L CalT1'8n, Marty L TrInmer and DennIs E. Shockley.
UNE OF CREDIT. this Note evidences a revolving line of credit. Advances under !his Note may be requested orally by Borrower or by an authorized
person. Lendar may, but need not, requite that all oral requests be conIIrrned In writing. All COfmI\I1ication, i'Illructlons, or dIrecIions by telephone or
otherwise to Lender are to be dtrectad to Lender's office Shown above. 1b8 foIlot1mg paTty or parties are authcIrtzed to request Bdvances under the line
of credO untO lender receives from Borrower at lender's addtes$ shown above written notice of revocation of their authorily: .IerOma E. KubJckl,
President; and Brent L Carman, Vice PresldenL Borrower agreeS to be IiabIt for all sums either. (8) advancad In accordance with tha Instructions of
an au\horized person or (b) cr9dlI9d \0 8l"rf ot Bormwer's accounts w\\h Umder. The unpaid prlnclpaI batance ow\ng an this Note at ant tme may be
evidenced by endorsements an this Note or by Lender's Intemal records, including daDy CClrJ1)Ul8r prInt-outs. lender wi! have no obIigatloo to
advance funds under this Note if: (a) Borrower or any gualllntor Is In defaull under the terms of this Note or any agreernant that Borrower or any
guJrBntor has with lender, Including any agreement made in connection with the .Ing 01 this Note; (b) Borrower or any CPJ8I8nIOr ceases doing
business or Is Insolvent; (c) any QUBlllfltor seeks, claims Of otherwise attemplS to limit. modify or revoke such guarantor's guarantee of this Note or any
other loan wl1h lender; or (d) Borrower has appfled funds provlded pursuant to this Note for purposes olhar than those auIhorIzed by Lender.
ANNUAL PAYOUT PERIOD, Borrower shan be required 10 reduce the outstanding principal balance under this Une of Credit to zero for a thirty (30)
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03-31.1999
Loon No 2805450
PROMISSORY NOTE
(Continued)
Page 2
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consecutIVe day petiod during each year of the LIne of Credit
GENERAL PROVISIONS. This Nolo is payable on demand. The 1ncIU81on of apecffic default provisions or rIghIs of L.endBr shall not preclude Lender's
right to deClare payment at \t1\s Note on i\s demand. \.8nder may delay or forgo enforcing any oIlls rightS or remedIeS under this Note wilhout losing
them. Borrower and any other person Who sip. guarantees or endorses this Note, 10 the extent aI\OW8d by law. waive presentment, demand for
payment, protest and noUce of dlshono1. Upon any change i1 the terms of this Note, and unless otherwise expt8SS/y stated In writing. no party who
S91s this Note, whether as maker, guarantor. acconvuodation nailer or endOrSer, shaD be released from 11ablI1ly. All such partieS agree Ihal: Lender
may renew or exteNt (repeatedly and lor any Jength of lime) this loan. Of release any party or guarantor or collateral; or ~Ir, faJ 10 reauze upon or
pedect L.erGef'& security Interest In \he ooIla\efaI; and take any dhef action deemed necesaary ~ lender wi1hoo\ 1h& cansent ot Of notice to anyone.
All such parties also agree that lender may modify this loan without: the consent ot or notice to anyone other than the party with whom the modification
Is made. "any portion of this Note Is for any reason determined 10 be 1BWlforceabJe. It wID not affect the enforceablllty of any other provisions of this
N....
CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY
OR ClERK OF ANY COURT IN THE COMMONWEAtTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER
A DEFAULT UNDER THIS NOTE, AND WfTH OR WITHOUT COMPlAINT FILED. AS OF ANY TERM, CONFESS OR ENTER, JUDGMENT AGAINST
BORROWE~ FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE. ALl ACCRUED INTEREST. LATE CHARGES, AND ANY AND AU AMOUNTS
EXPENDED OR ADVANCED BY LENDER RElATING TO ANY COUATERAL SECURING THIS NOTE TOGETHER WITH INTEREST ON SUCH
AMOUNTS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAl
IlALANCE AND ACCR\lE1) INTEREST FOR COllECTION, BUT IN Am EVENT NOT lESS THAN FIVE HUNDRED DOlURS ($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 SHAU B~ SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT
AGAINST BQRROWER SHAlL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BVT SHALL CONTINUE FROM TIME TO TIME AND
AT AU TIMES UNTIL PAYMENT IN FUU O~ AU AMOUNTS DUE UNDER THIS NOTE. BORROWER HER,~ WAIVES ANY RIGHT BORROWER
MAY HI\Ve 'TO NOnCE OR 'TO A HEARING tN CONNECTtON 1MTH HolY SUCH CONFESSION oF JUDGMENt, EXCEPT fI,NY NOTtCE ANCfOR
HEARING REQUIRED UNDER APPUCABLE LAW WITH RESPECT TO EXECUTION OF THE JUDGMENT, AND STA1ES THAT EITHER A
REPRESENTATIVE OF LENDER SPECIFICALLy CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR
BORRoweR HAS BEEN REP~ESENTED BY INDEPENDENT LEGAL COUNSEL
PRIOR TO SIGNING THtS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PRoVfSIONS OF THIS NOTE, INCWDING THE VARIABLE
lNTEREST RA~ PROVISIONS. BO'RROWER AGREeS TO 'THE TERMS OF 'THE HOTE AND ACKNOWLEDGES RECEKiT OF A COMPLETED
COPY OF THE NOTE.
THIS NOTE HAS BEEN SIGNED AND SEALED BY THE UNDERSIGNED.
BOAROWER~
4 NU MlrkeUng. Ine.
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E. KubIcki, President
ATTE~T'
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SecretarY. slslam SecteIary
VeoIableRate. unlolClldlL lASER PRO. Reo. U.s. PIt. & T.M. 011.. VII". 3261(ll)1999CFIPIoSIrtiCII.Inc. N1llgt1l1l1S1M1d.lpM)20F3.26034NU9.LNC21.OVLI
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BUSINESS LOAN AGREE"cNT
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Borrower: 4 NU Marketll1g. IRe. (T1N: 232915785)
1600 Pen~ylVanla Avenue
York, PA 17404
Lender: Com~ BankltlerrtsbW'g, NatIonal AaocIllUon
Main OffIceICommerc!a1 Cost Cent<<
P.O. Box 8599
100 senate Avenue
Camp Hili, PA 17001..a599
THlS BUSINESS LOAN AGREEMENT between 4 NU Marketing, Inc. ("Borrower-) and Commerce BankIHarrisburg, National Association
(MLender") Is made and executed on the following terms and condltians. Borrower has received prior commercial loans tnnn Lender or has
applied to Lender' for a commercial loan or loans- and other ttnanclal accammodatiOns, tncludlng thole WhIch mey be ctescrlbed on any exhibit
or schedule attached to thls Agreement All such loans and financial accornmodltlon., together with all future -loans and financial
accommodations from Lender to Borrower. are referred to In this Agreement Indlvld~ally .. the MLoanM and collei:rttvety as the MLoans. M
Borrower understands and agrees that: (a) in granting. renewing, or extending any Loan. Lender Is relying upon 80rr0wer's representations.
warranuea, and agreements, as set forth In this Agreement; (b) the gnmtlng. renewing. or 8XIencIIng of any LCHIn by 1Jtnder at all times .hall
be subfeCt to Lender" sole ludgment and discretion; and (c) all auch LoIIn. thall be and shall remain subleC:t to the follOwing terms and
conditions of this Agreement
TERM. This Agreement shall be effective as of March 31, 1999, and shall continue thereafter until all Indebtedness of Borrower to Lender has been
performed in full ancI the partieS terminate this Agreement In writing.
DEFlNmONs. The fo/lOWing words shalt have the followlng meanings when used in this Agreement. Terms not otherwise defined in this Agreement
shall have the meanings attributed to such terms in the Uniform Comrnerelal Code. All references to dollar amounts shall -mean amounts in lawful
money of the United States of America.
Agreement The word "Agreement" means this Business Loan Agreement, as this Business Loan Agreement may be arriended or_modlfl8d from
time to time, togetner with all e)(hfbits and schedules attached to this Business Loan Agreement: frOm time to time.
Borrower. The word ~Borrowe"" means 4 NU Marketing, Inc.. The word -sonowet" also Includes, as applicable, all subsld1arie$ and affiliates of
Borrower as provided below in the paragrapl'l tiDed MSubsidiaries and Affiliates"
CERCLA. The worr:l -cERCLA" means the Comprehensive Environmental Response, Compensation, and Uablllty AI;ft of 19SQ, as arnenQed.
CoII,teraJ. The word "Collateral" means and includes without limitation all property and assets granted as c011aterai security for a Loan, whether
real or personal property, whettler granted diTeclIy or inr:tirec:lly, whether granted now or In the tuture, and whether granted 1n1he torm D1 a s~
interest, mortgage, deed of trust, assignment, pledge, chattel mortgage, chattel trust, factor's lien, equipment trust, conditional sale, trust receipt,
lien, charge, lien or tiDe retentiOn contract, lease or consignment intended as a security device, or any other security or lien interest whatsoever,
wheltler created by law, contract, or otherwise.
ERISA. The word "ERISA" means the Employee Retirement Income Security Act of 1974, as amended.
Event of Default The words "Event of Default" mean and include without limitation any of the Events of Default set forth belOw in the section tilled
"EVENTS OF DEFAULT.'
Grantor. The word "Grantor" means and includes without lJm/tation each and all of the persons or entities granting a Security Interest in any
Collateral for the Indebtedness, including without limitation all Borrowers granting such a SecL.rity Interest
GUllf8ntor. The word "Guarantor" rJ'l8o/lS and includes without limitation each and all of the guarantors, sureties, and accommodation parties in
connection with any Indebtedness.
Indebtedn.... The worcl "Indebtedness' means and includes wiIhoutlimitation all Loans, together with all other obligations, debts and liabilities
of Borrower to Lender, or any one or more of them, as well as all claims by Lender against Borrower, or any one or more of them; whether now or
hereafter existing, voluntary or involuntary, due or not due, absOlute or contingent, nquidated or unliquidated; whether Borrower may be frable
indivldually or jointly with others; whether Borrower may be obllgal6d as a guarantor, surety, or otherwiSe; wnether r8COVElry upon such
Indebtedness may be or hereafter may become barred by any statule of limitations; and whether such Indebtedness may be or hereafter may
become otherwise unenforceable.
Lender. The word "Lender" means Commerce BanklHal'risburg, National Association, its successors and assigns.
Loan. The word "Loan" or "Loans' means and includes without limitation any and all commercial loans and financial accommodationS from
Lender to Borrower, whether now or heleafler eldsting, and however evidenced, includlOQ wllho1Jl limitation those loans and financial
accommodations described herein or described on any exhibit or schedule attaChed to this Agreement from time to time.
Note.. The wotd "Note" means and includes without limitation Borrower's promissory note or notes, if any. evidencing Borrower's Loan obligations
in favor of Lender, 8S well as any substitute, replaeement or refinancing note or notes therefor.
Permitted Liens. The words "Permitted liens' mean: (alliens and security Interests securing Indebtedness owed by Borrower to Lencler; (b)
Hens for taxes, assessments, or similar charges either not yet due or being contested in good faith; (c) llens of materialmen, mechanics,
wa~ousemen, or carriers, or other like liens arising in the ordinary cour$e of business and securing obligations which ara not yet delinquent; (d)
purchase money liens or purchase money secunty interests upon or in any property acq\rired or held by BolWHer in the Ofdina'Y CO\lTSe 01
business to secure Indebtedness outstanding on the date of this Agr&elTlEltlt or pennitted to be incurred under the paragraph of this Agreement
titled "Indebtedness and Uens"; (e) liens and security interests which, as of the date of this Agreement, I18ve been disclosed to and approved by
the Lender in writing; and (1) those liens IlI'Id security interests which in the aggregate constitute an immaterial and insignificant monetary amount
with respect to the net value of Borrower's assets.
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 8)(lsting, 9Xec\lted in conne(:tiQn wUh 1M tM9bt9dness.
Security Agreement The words "Security Agreement' mean and include without limitation any agreements, promises, covenants, arrangements,
understandings. or otheI' agreement\>, wh9ther cruted by law, contract, or othelwis9, ev~, govemir\g, representing, or crea.ttno a security
Interest.
Security Inter-.t. The words "Security Interest" mean and inctude without IimiIation any type of coIla.t8ral security, whether in the form of a lien,
charge. mortgage, deed of trust, assignment, pledge, chattel mortgage, chattel trust, factor's lien, equipment trust, concIitionaI sale, trust receipt,
lien or title retention contract. lease or consignment Intended as a security device, or any other security or lien Interest whatsoever, whether
created by law, contract, or otherwise.
SARA. The word ~SARA. means the Superfund Amenclmeots and Reauthorization Act of 1986 as now or hereafter amended.
CONOmONS PRECEDENT TO EACH ADVANCE. Lender's obligatiOn to make the initial Loan Advance and each subsequent Loan Advance under
this Agreement shall be subject to the fulfillment to Lender's satisfaction of all of the conditions set forth in this Agreement and in the Related
Documents.
Loan Documents. Borrower shall provide 10 Lender in fOrm satisfactol'y to Lender the following documents for the Loan: (a) Ihe Note, (b)
Security Agreements granting to Lender security In'lerests in the Collateral, Ie:) FInanCing $mtements perfecting Lender's Security \ntere$ts; (d}
evidence of insurance as required below; and (e) any other documents required under thiS Agr6ElfT!8nt or by Lender or Its COl.I'IS8I, including
wllhout limitation any guaranties describElcl below.
Borrower's Authorization. Borrower shall hav9 provldElcl in form and subStanCe satisfaCtory to Lender properly certlIied l'8tIOIutionS. duly
authoriZing the execution and delivery of this Agreement, the Note and the Related DocumentS, and such other authoriI8tions and other
documents and instruments as ~er 9f its counsel, In their sOlt discretion, may require.
Payment of Fees and Expenses. Borrower shall have paid to Lender all fees. charges, and other expenses whiCh are then due ancI payable as
specified in this Agraemem or any Related Document.
Representations and Warranties. The representations and warrantieS set forth in this Agreement, in the Related DocumentS, and In any
document or certificate delivered to Lender under Ihls Agreement are true and correct.
No Event of Default. There shall not exist at the time of any advance a condition which would COl1StiIuIe an Event of Defaun under this
Agreement.
REPRESENTATIONS AND WARRANTIES. Borrower represents and warrants to Lender. as of the date of this Agreement. as of the dale 01 each
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03-31-1999
Loan No 2805450
BUSINESS LOAN AGREEMENT
(Continued)
Page 2
disbutsement of Loan proceeds, as of the date of any renewal, extsn&ion or modif.catio., of any \..Oan, and at all times any Indebtedness exists:
Organlzltkm. Borrower is a eotpCII8lion which Is duly organized, validly existing, and in good standing under the laws of the Commonwealth of
Pennsylvania. and is- vaIidty exlstinQ and In good aumlng in aft etate6 In which Borrower Is dolng business. Bonower ha$ \he full power and
authority to own it& propertieS and to transact 1he buslntSSeS In Which it Is presently engaged or presently proposes to engage. Borrower also is
duly qualified as a forelgn corponItIon and Is in good standing In all states in which the failure to so qualify would have 8 material adverse effect on
its businesses or financial condiOOn.
Authorfzatlon. The execution, delivery. and performance of this Agreement and all Related Documents by Borrower, 10 the extent to be executed,
del\'lel'ed or performed by Borrower, have been duly auth0ri2:ed by all necessary action by 8omJwer; do not require 1he consenI: 01 approval at
any other person, regulatory authority or govemmental body; and do not conflict with, result in a violation of, or consti1u18 a defaun under (a) any
provision of lis tlrticIes of Incorporation or organization, or bylaws, or any agreement or other instrUment binding upon Borrower or (b) any law,
governmental regulation, court decree, or order applicable to Bolrower.
Flnanclallnfonnatlon. Each financial statement of Borrower supplied to !.ender truly and completely disclosed Borrower's financial condition as
ollhe date of the statement, and th9l"e has been no material adVerse ct1ange in Borrower's flll8l1CiaI concIiIlon subsequent to ttle date of the most
recent flnanclal statement supplied to lender. Borrower haS no material contirlgent OOIlgations except as disclosed in such financial statements.
Legal Ettect. This Agreement constitutes, and any Instrument or agreement required hereunder to be given by Borrower when derIVerad' will
constitute, legal, valid ancI binding obligations of Borrower enforceable against Borrower In accordar1ce with their respective terms.
PropertIeS. Except as contemplated by 1his Agreement or as previously disclosed In Borrower's financial statements or in writing 10 Lender and as
aocepted by Lender, and except for property tax liens for taxes not presently due and payable, Borrower owns and has good title to all 01
Borrower's properties free and clear of all Security Interests, and has: not executed any security documents or financing statements rel8ting to such
ptOp8ftieS. All of Borrower's properties 81'8 titled In Borrower's I8gaI name, and Borrower has not used, or flIed a financing statement under, any
other name for alleast the Iasl five (6) years.
Hazantoua; SUbstances. The terms "hazardous waste; "hazardous substanCe; -disposal; -release: and "Itlreatened release: as used in !his
Agreement, shall have the same meanings as sat forth in the .CERCLA." "SARA.. the Hazardous Materials Transpor:tation Act. 49 U.S.C. Section
1801, et seq., 1he Resource conservation and ReI::overy Act, 42 U.S.C, Section 6901, at seq., or other applicable state or Federal laWS, rules, or
regulationS adopted pursuant 10 any of the foregoil'lg. Except 8$ disclosed to and admowledged by, Lender in writing, Borrower represents and
warrants that (8) During the periOd of Borrower's ownership of the properties, there has been no use, generatiOn, matLUfacture, storage,
treatment, disposat, I'Q{ease or threatened release of e.rfy MzaR:ious waste or $ublrtBnce by any person on, under, about Of 1rom any of the
properties. (b) BarrowEll' has no knowledge of, or reason to believe that there has been (I) any use, genemtion, manufaclure, stora9S', treatment.
disposal, release, or threatened reIeaS8 of any haZardoUS waste or substanc:$ on, under,. about 1JI' from the properties by any prior owners or
occupants of any of the properties, or (Ii) any actUal or threatened Illigalion or daims of any kind by any person lftUing '10 SUCh matters. Ie)
Neither Borrower nor any tenant. contractor, agent or other authorized user of any of the properties shall use, generate, rnanufaClure, store, treat,
dispose of, or release any hazardous waste or substance on, under, about or frOm any of the properties; and arry such activity shall be conducted
in complianCe with all applicable federal, state, and IOC8f laWs, regulations, and ordinances, including wiIhouIlirnitation thOSe laws, regulations and
ordinances described above. ~ authorizes Lender and lis agents to entEll' uJ)On the properties to make such inspections and tests as
l.endef may deem appropriate to dQteml.ine compIlanee of the PfOPEHties with this- section of the Agreement. My inspec:tIoos or tests made by
Lender shall be at Borrower's expense and for Lender's purposes only and shall not be construed to create any responslbUIIy or liabUIIy on the part
of Lender to Borrower or to 8l1Y other person. The representations and warranties c:ontained herein are based on Bonower's due dUigence in
investigating the propenies for hazardous wasta and hazartlous substances. Borrower hereby ta) releases and waives any tuture claims against
l.er1der for indemnity or contribution in the event Borrower becomes liaI:lIe for cleanup or other costs under any such laws, and (b) agrees to
indemnify and hold harmless Lender against any and all claims, losses, liabilitieS, damages, penaltieS, and expenses which Lender may direclly or
indirectly sustain or suffer resulting from a breach of this section of the Agreement or as a consequence of any use, generation, manufaeture,
storage, disposal, release or thrENllened release 01 8 haZardous waste or substance on the properties. The provisions of this section of the
1\grgement, lr.c\udirIg the obllg8.tion to indemnity, shall SUMve the payment of the Ir.debt9dness and the terminatiOn Of expiration of thls
Agreement and shall not be affected by Lencfe(s aCQUisition of any interest in any of the properties, whether by foreclosure or otheI'wise.
LItigation and Ctalma. No litigation, clalm, ~ admlnistrative proceeding or $imW action (including those for unpaid taxes) against
Borrower is pending or threatened, and no other event has occurred which may materially advelSely affect Borrower's financial condition or
properties, other than litigation, claims, or other events, If any, that have been diSClosed to and acknowledged by Lender In writing.
Taxes. To the best of Borrower's knowledge, all tax retums and reports of Borrower thBt 81'8 or were required to be flied, have been filed, ancI all
taxes, assessments and other govermnental charges have been paid in full, except thoSe presently beIng or to be contested by Borrower in good
taith in th& 0 'dInary course at buSiness and for which adequate feseNes have been provk1ed.
LIen Priority. Unless otherwise previously disclosed to Lender In writing, Borrower has not enterecl into or granted any Security Agreements, or
permiltedthe flUng or atta.chmentof~ Securtty Intetestsonor affectlngam/ of the COlIatefal directly or indirectly securing repayment of
Borrower's Loan and Note, that would be prior or that: may In any way be superior to Lender's Security Interests and rightS in and to such
Col-.J.
Binding Effect. This Agreement, the Note, all Securtty Agr8emeOtS directly or Indirectly securing repayment of Borrower's l.oaIl and Note and all
of Ule Related Documents 81'8 binding upon Borrower as well as uporl Borrower's successors, representatives and asslgnS, and are legally
en10rteable in accorDance wilh their 'espectNa terms.
Commercial Purposes. Borrower intends to use the Loan procaeds solely for bUSiness or commercial related purposes.
Employee BenefIt Plans. Each employee benefit plan as to which Borrower may have any liability compiles In all material respects with all
applicable requirements of law and regulations, and (i) no Reportable Event nor Prohibited Transaction (as defined in ERISA) has occ:urred with
<<ISp8Ct to any $UCh pIarl, (ll) Bermwet' has not withdrawn from any such pI8n 01' Initiated steps to do so, (IiQ no steps have been taken to
terminate any such plan, and (Iv) there are no unfunded liabilities other thIIn those previOusly disclosed to Lender in writing.
Location of Borrower's Offices and RecordI. Borrower's place of business, or Borrower's Chief executive office, If Borrower has more than one
place of buelness, is located at 1600 Pennsylvania Avenue, York, PA 17404. Unless Borrower has designated otherwise in writing thiS locatiOn Is
also the office.or offices where Borrower keeps lis records concerning the Collateral.
Informatiorl. All jnformation heretofore or contemporaneouslY herewith fumlshed by Borrower to Lender for the purposes of or in connection with
this Agreement ar any tr8l1saction contemplated hereby is, and all Information hereafter furnished by or on behalf of Borrower to Lender wUl be,
true ana ao.::ul'8.te in fNery material respect on the date as of which such information is dat8d. or certiftEld; and none of such Information Is or will be
Incomplete by omitting to state III1Y material fact necessary to make such information nol misleading.
Survival of Representations and Warranties. Bonower understands and agrees that LendEll', without independent investigation, is relying upon
the lIbove representations and warranties in extending Loan Advances to Borrower. Borrower further agrees that the foregoing representa~s
and warranties shall be continuing in nature and shall remain in full force ancI effect until such lime as Borrower's Indebtedness shall be paid In
full, or untiI1his Agteemaf'lt shall be tarmina\ed in '\he manner prov\ded alxNa, wh\Ch&V&I' is th& last to occur.
AFFlRMAnve COVENANTS. Borrower covenants and agrees with lender Ihllt, whHe this Agreement is in effect, Borrower wUI:
UUgatlon. promptiy infOrm Lender In writing of (a) all materiallldverse changes in Bonowet's financial condition, and (b) all &xisti~ and all
threatened litigatiOll, claimS, investigations, administrative proceedings or similar actions affecting Borrow8f' or any Guarantor which could
materially affectthe financial condition of Borrower or1he financial oandiIion of any Guarantor.
Financial Records. Maintain its bookS and records in accordance with generally accepted accounting prinCiples, applied on a consistent basis,
and permit Lencler 10 examine and audit Borrower's boOks and records at all reasonable times.
Financial Statements. Furnish Lender with, as soon as 8vaUable, but i(l no event later than ninety (90) days after the end of each flscaI year,
Borrower's balance sheet and Income statement for tI'Ie year ended, reviewed by 8 certified public accountant satisfactory to Lender. .AI1 financial
,."..,. requl...lll be __ undertIUs Agreement shoJI be......... In sc=dsr<e _ _y _ sccounting.......... """led on
a consistent: basis, and certified by Borrower as being true and cotrecl
AdcIIIionmIlnformation. Furnish sucll addltlonaI infOrrnatiOl'I and statemen'ls, lists of 888ets and 118blIItIes, agingS of I'8C9N&tIle8 and payables,
inventory scheduleS, budgets, torecasts, tax returns, and other reports wiIh RISf'ecI to Bonower's flnanclaI condlllon and businesS operations as
Lender may request from time to time.
Insurance. Maintain fire and other riSk Insurance, public liability insurance, and such other insurance as Lender may require with respect 10
Burrower's propertieS and operations, in form, amourrts, coverages and with insurance companies reasonably acc:ept8ble to Lender. Borrower,
uprorequest of Lender, will deliver to Lender from time to time the policieI or cerlificates of insurance in form satistactory to \.8rlOer, Including
stipuJations that coverages will not be cancelled or diminished wIIhout at least thirty (30) dayS' prior written l'1CltiGe to Ulnder. Each Insurance
policy also shall include all endorr.~~ providing that coveraQa in favor of Lender ~I not?~red in any ~ay by any act, ~ or defavlt
of Borrower or any other oerson. ~JoonnectiOfl with all policies oovering assets m whrt~"-1mder holds or IS offered a security interest for the
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03-31-1999
Loan No 2805450
.'
"",,;
BUSINESS LOAN AGREEiki:*
(Continued)
Page 3
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Loans, Borrower will provide Lender with such loss payable or other endor&ements as Lender may require.
IntUrance Reports. Fumish 10 lender,. upon request of Lender, reports on each exIsIfng Insurance polley showing &uch informatioo as lender
may f88SOf18b/y reql&t, including witholll: limitation th.e following: (a) the name of the Insurer, (b) 1he risks Insured; (c) the amcutt of the policy;
(et) the propert85 insured; (EI) 1h& then current ~ values on the baSls of which Insurance has been obtained, aocI the manner at
determining those values; and (I) the expiration dale of the policy. In adcIItion, upon request of Lender (however not d'lOl8 GIIen than annually).
Bonaover wUI have an independent IlPPfBlser sallsf8CtOty to Lender determine, as 8PCliJcable. the actual cash value or I'fJCJIllCement cost of any
CollateraJ. The cost of SUCh appraisaJ shall be paid by Borrower.
Guaranties. Prior to disbursement of any loan Proc:eeds, furnish executed guaranties of the I.oans In favor of lender. ElX8CIIt8CI by the guarantors
named below, on lender's forms, and in the arnourrts and LIOder the condlllons Spelled out in those guaranties.
Guarantors Amounts
Jerome E. Kubtcld 100.000% of $125,000.00
Stephanie A. Kubicki 10D.000"4 of $126,000.00
Brent L Cannan 100,000% of '125,DOO.OO
MorIyL TrImmer '00._01$1_00
llennis E. _ '0ll.000% 01 $..........
Other Agreements. Comply with all terms and conditions of all other agreements, whether now or hereafter existing, between Borrower and any
other party and notify lender immediately In writing of any default In connection wtth ally ather sldt agreements.
Loan Proceeds. Use all l.oan proceeds solely tor Borrower's bUSiness operations, unless specifically consented to the contrary by Lender in
writing.
Taxes, Charges and Uena. Pay and discharge when due aU of its IndebtecItIess and obIigBtil:lnfi, including wIIhouI: IImiIatlon aU assessments,
taxes. governmental charges, levies anc:Iliens. at every klnd and nature, Imposed upon Borrower or its pr0pertie6, Income, or profits, prior 10 the
date on Which penalties would attach, and all lawful claims that. If unpaid, might become a lien or charge upon any at Bonower's properties,
Income, or profits. Provided however, Borrower will not be requlredto pay arxl discharge any such assessment, tax, char:ge, 1eVy,Iiefl orclairn so
long.. (e.)...iegaIilyaf.........hallbeccnteo1a<lln__by____,""" (b)____onils
books adequate reserves with respect to such contested B8S888ment. tax, charge, levy, Den, or claim In aOCOldance with generally accepted
accounting practices. Borrower. upon demand of Lender, will furnish to Lender evidence at payment of the assessments, taxes, charges. levies,
liens and daims and will authori2:e 1he appropr\Bte governmental oIficiBI to deliver to l.ender at any time a written statemenI: of any 8$'vassments,
taxes, charges, levieS, liens and c/aims against Borrower's pn:lp8ItieS, Income. or profltS.
PerlOfTIlanC8" Perform and comply 'IriUl all tenns. condi1Ions, and prtMs\l:In5 set forth In this Aweem8nt and In the Related Documents in a timely
manner, and pfOl'l'll'llY noIIfy Lender If Borrower learns of the occurrence of any event which constnutes an Event of Default under this Agreement
or under any at the Related Documents.
OpendIans. Maintain executive and rnan&gemenI personnel with substantially the same quallfIc8tions and experience as the present executive
and management pel'8Ol1nEll; provide wrItI8n notice to lender of any change In executiVe and management personoeI; COIlCIuct lIS busIneSs affairs
in a reasonable and prudent manner and in compliance with alf applicable federBI, state and muniCipal laWs, ordlnances, ru/eS and regulations
respec:tJng its properties, charters, businesses and operations, fncJumng without limitation, compliance with the Americans With Disabilities Act and
with wi rninimum funding standards and other requirements of ERISA. and other laws applIcabte to Borrower's emplOyee benefit. pans.
Inspection. Permit employees or agents of Lender at any reasonable time to Inspect any and wi C011ateraI for the loan or I.cans anc/ Borrower's
other properties and to examine or audit Borrower's books, accounts, and records and to make copies and memoranda of Borrower's boOks,
accounts, and records. 'I Borrower now or at any time hereafter matntalns any records (including wfthout limitatIOn computer generated records
and computer software programs for the generation of such recordS} In the possession of a thlrd party, Borrower, upon request of Lender, shall
notify such p$t)' to permil. L&ndeT ~ ~ to such lecords at aIIl88&Ol'l8ble times and to prtMde Lender wlth ctIpie& 01 '"" JeconS$ 1\ may
request, aU at Borrower's expense.
Compliance Certltlcate. Unless. waived In wnting by Lender, pnw\de Lender at lea&t ~ and at the lime of each d\sbUfsement of Loan
proceeds with a certificate executed by Borrower's chief financial offic6r, or other officer or person acceptable to lender, certifying that the
representatlon8 and warranties set forth In this Agreement are true and colTElCt as 01 the date of the certlficate and furlhet certifying that, as of the
date of the certificate, no Event of Default exists under this Agreement.
Envlronmenlll Compliance .nd Aeporto, Borrower shall comply in all respects with wi envlronmentBl protection federal, state and local laws,
statutes, regulations and ordinanoes; not cause or permit to exist. B$ a result Of an intentional or unint8nticwIaI actiOn or omisslon 00 Its part or on
the part of any third party, on property ownecl ~or occupied by Borrower, any environmental actIvily Where damage may result to the
environment, unless such environmental activity is pursuant to and ifl compliance with the conditions of a permit issued by the appropriate federal,
state or local governmentaIllUIhofities; shall furnish to L.endEIr promptly and In any event within thirty (30) dllys aftSr reoe/pl: thereof a copy 01 any
notice. summons, lien, citation, directive, letter or other communication from any govemrnentBI agency or InstrumentBlity concerning any intentional
OJ' unint8ntional action or omlssiOn on Sonowets pert: in ccnnectIon wIlh any environmental activI\y whether or not 1here IS damage to the
environment and/or other natural resources.
Addit\onal Asaurancea. Make, execute and delHer to l.enOeJ such promissory notes, mortgage&, deeds (It INst, securi\y agreements, financing
statements, instruments, doCuments and other agreements as lender or ItS attorneys may reasonably rec;uest to evidence and secure the loans
and to perfect wI Security Interests.
RECOVERY OF ADDmONAL COSTS. If the ImposIUon of or any change In any law, rule. regulation or guiiellne, or the inIerptetatIon or application at
any thereof by any court Dr administrative or govemmental authority (including any request or policy not having the force at law) shall Jn1xlse, mocIiIy or
make applicable any taxes (except U.S. federal, state or ~ income or franchise taxes lmpOSecI on Lender), reserve requiretnentB, capitaJ adequacy
requirem&nt$ or other obligations WhIch would (8) increase the cost to Lsnder for extending or matntairllng the credit facilities 10 which this Agreement
reIa.tes, (b) reduce the amounts payabte to Lender under this Agreement or the Related Documents. or (e) reduce the rate at return on lender's capital
as a consequence of 1.ender's obligations with respect to the credit facUlties to which this Agreement relates, then Borrower agrees to pay lender such
additional amounts as wUI compensate Lender therefor, within five (5} days after Lender's wtItten demand for sUCh payment, which demand shall be
accompBJlied by an explanation of such imposition or charge and a calcnAation in J88IOI"l8bte delaU of the addl1IonaI amounts peyatIle by 8mcwer.
which explanation and calculations shall be conclusive In the absence at manifest error.
NEGA lNE COVENANT$. BortoweT covenants and agrees with LendeJ ht while 1h\S AgJeemen\ Is in ehct, Borrower shall net, wUho\.lt t\e prior
written consent of L.ender.
bldebtedneu and Uena. {a} ~ for trad& debt \nCImed 1r.1he ncrmaI course of bualnes$ ana \ndebtednes.a to 19ndtU contempIa\ed. by this
Agreement. create, incur or assume indebtedness for bon'owed money, including capital leases, (b) except as alloWed as a Permittec:I Uen, sell,
transfer, mortgage, assign, p1ec1ga, lease, grant a security interest In. or encumber arty 01 Borrower's assets, or (C) ee11 with recourse B/ly of
Borrower's accounts, except to Lender. .
COntInuity of 0perItI0n.a. (a) Engage in any business actIvIIIes substantially different than those in which Borrower Is presentJy engaged, (b)
cease operations, liquidate, merge, tJansf$r, acquire or consolidate wlIh any oIher enlity, changt ownersnip, Change Il8 name, dlndve or transfer
or sell Collateral out at the ordinary course 01 business, (c) pay any dividends on Borrower's stock (oIher than dMdend8 payable kilts stock).
provided.. howev8f that notwtIhstandlng the foreg:Iing. bUt only so tang u no Event of Default haS occurred and Is continuing or would I'8StIIt from
the payment of dividends, If Borrower is a -Subchapter S Corpondiorl- (as defined in the lntemaIi=levenUEl COde 011988, B8 amendecI), 8orJower
may pay cash dividends on lIS stock to its shareholderS fJom time to time In amoIIr1IS necessary to enable the sh8rehaIdeJS to pay Income taxes
and make es1Irnated income 'tax paymen'IS to 8BIis1y their llatllllties UI'lder fedeJaI and ala1e law whIeh arise aoIeIy tI'(lI1l: 1heir status as Sharet1dder5
of a SubChapter S Corporation because of their OWI'I8J&hIp of shares 01 stock 01 Bcxrower, or (d) JlUl'Ch8S8 or retire any of Sonower's outstanding
shares or alter or amend Bormwer's capital structure.
Loans. Acqulsltians and QuaranUes. (s.) Loan, invest In or advar'ICe money or assets, (b) purchase, C18llte or acquire any lnt8rest in any OIher
enterpriSe or entity, or (e} Incur any obligation as sW'8Iy or guarantorolherlhan In the onfmary course of buair'Iess.
CESSATION OF ADVANCE$. If Lender has made any cornrnIIrnent to make any L.oan to Bon'owet, whether under this Agreement or WJdet any other
agreement, Lender shall have no obligation to make Loan AdvanceS or to disbwse Loan proceeds It (a) Borrower or any Guarantor is In default under
the terms of this Agreement or any of the Related Documents or any oIher agreement that Borrower or any Guarantor has wllh Lencter; (b) Borrower or
any Guarantor becomes inSOlvent. files a petfticln In bankruplCy or slmIIat proceedings, or Is adjudged a batlkrupt; (c) there occurs a l1llaterIBI adverse
change In Borrower's financial conc:Iilion, In the financial concIition of any Guamntor, or in the vwue of any Collateral secuttng In{ LaBn; or (d) errv
Guararttor seeks. claims or otherwise attempts to limit, modify or revoke such GuarantoJ's guaranty of the lAan or any ofte1loan wiIh 1MKJer.
ANNUAL PAYOUT PERIOD. Borrower shall be requlrecl to reduoethe outstanding principal baIanc8 lmder this LIne of CredIt to zero for a thirty (30)
consecutive day periOd during each year of the Ute of Credit.
COMMITMENT LETTER COMPUANCe. This loan is contingent upon Borrower's compliance with all of the terms and conditions contained In the
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03-31-1999
Loan No 2805450
BUSINESS LOAN AGREEMENT
(Continued)
Page 4
corrvnilment letter Issued by Lender to Borrower on or about March 30, 1999. Upon breach of any term or condition contained therein, Lender shall
have the lir,td: to declare this loan in default and demand payment in full of the princlpal balance remaining unpaid, together with all interest which shall
have accrued thereon.
POST CLOSING COMPUANCE. Borrower agrees to execute, re-execute, cause any Guarantor(s) or otIwr third party(ies) involved in the loan
transaction to execute andfor re-execute and to deliver to Lender or Its legal counsel, as may be deemed appropriate, any document or instrument
signed in connection with the loan which was Incorrectly drafted andfor signed, as well as any document or In$trument which should have been
signed at ar ~ to '\he eIoslng of '\he ltIan, but which was not 80 Signed aro delivered. Borrower agrees to COI1'lpty with any written requ$St by Lender
within ten (10) days after receipt by Borrower of sUCh request FaDure by Borrower to so comply shall, at the option of Lender, upon notice to Borrower,
constitute an event of default under the Loan.
PUBUCITY. The Lender, at its option, may announce and publicize the source of the financing gnmted hereunder, by means and media selected by
the Lender. The Lender, at itsoptiorl, may detiv9rto any property(ies) pIedgEld as seculi\y for the repayrnenl. of the loan sign$1or display lndicating \hat
the Lender Is providing the financIng for the premises. If such sign Is provided by the Lender, Borrower agrees to cause the sign to be displayed in
such place by suitably affixing the sign to a structure on the site, and to maintain the display of such sign for the duration of the Loan.
LEASEG. All leases pursuant to which Borrower shall lease to third parties portions of any property(ies) pledged as security for the repayment of this
loan shall be subject to prior written approval by the Lender (0 as to form and content and (It) as to the identity and financial condItk:m 01 leaSeS.
AE-APPRAlSALS. In the event that during the term of this IotV1 ar any extension thereof, Lender shall deem It necessary to obtain a current appraisal
of any property(ies) pledged as security for the repayment of ttliS loan, Lender shall engage the seNices of an appraiser acceptable to It and Borrower
agrees to pay the fee charged by such appraiser in providing the current appraisal.
FEDERAL TAX IDENTlFICATtON NUMBER. Borrower shall pl'0'I1de lender >Wh Bonower's Federal employer's 1d81I1ifK.atioi, number.
RIGHT OF SETOFF. Borrower grants to Lender a contractual security h1terest in, and hereby assigns, con\fEIYS, delivers, pledges, and transfers to
Lender all Borrower's right, tide and Interest In and to, Borrower's accounts with Lender (whether cheCking, savings, or some other account), including
wtIhouIlimitation all accounts held jointly with someone else and all accounts Borrower may open in the future, 8XCIuding hoW9Yer all IRA and Keogh
accounts, and all trust accounts for which the grant of a security interest would be prohibited by law. BomJwer ~ Lender, to the ex.tEmt
permitted by applicable laW, to charge or setoff all swns owing on the Indebtedness agalt1St any and 811 such accounts.
EVENTS OF DEFAULT. Each of the following shall constitute an Event of Oefaun under this Agreement:
Default on Indebtedness. Failure of Borrower to make any payment when due on the Loans.
0Iher Defaults. Failure of Borrower or any Grantor to comply with or to perform when due any. other term, obligation, covenant or condition
contained in thiS Agreement or in any of the Related Doouments, or failure of Borrower to comply with or to perform any other term, obligation,
covenant or condition contained 10 any other agreement betWeen Lender and Borrower.
Default In Favor of Third PartieS. Should Borrower or any Grantor default under any loan, extension of credit, security agteement, purchase or
sales &g<<lement, or any other agreement, in favor at any O\her creditor or p&m)n 1hat may materially affect any of Borrower's property OJ
Boncwer's or any Grantor"s &bUity to repay the Loans or perfonn their respective obligationS under tI1ls Agreement or any of the Related
Documents.
False Statements. Any warranty, representation or statement made or fumlshec:l to Lender by or on behalf of Borrower or any Grantor under this
Agreement or the Related Documents is false or misleading in any material respect at the time made or fumi:Shed, or becomes false Of misleading
at any time thereafter.
DefectIve Collaterallzatlon. This Agreement or any of the Related Documents ceases to be in futl force and effect (Including faUure of any
Security Agreement to create a valid and perfected Security Interest) at any time and for any reason.
Insolvency. The dis$Olutioo or tennina1looof Borrower's ex\s\enc& as a going business, \he \nsONency at Bonowel', \he appoin\mel4 at a receiver
for any part 01 Borrower's property, any assIgnment for the benefit of creditors, any type of creditor worKout, or the commencement of any
proceeding under any bankruptcy or insolvency laws by or against Borrower.
Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeitUre proceedings, whether by judicial proceeding, Self-help,
repossession or any other method, by any creditor of Borrower,lmj creditor of any Grantor agairIStlmj ccIIateral securingtt\e Indebtedness., or by
any governmental agency. This includes a gamlshment, attachment, or levy on or of any of Borrower's deposit accounts with Lender. However,
this Event 01 Default shall not apply If there is a good faith dispute by Borrower or Gmntor, as the case may be, as to the validity or reasonableness
of the cIalm which is the basis of the crecfltor or forfeiture Proceeding, and if Borrower or Grarttor gives Lender written notice of the creditor or
forfeiture proceeding and fumlshes reserves or a surety bond for the creditor or forfeiture proceeding satisfactory to Lender.
EvedS Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the Indebtedness or any Guarantor dies
or becomes incompetent, or revokes or disputes the validity of, or liability under, any Guaranty of the Indebtedness. Lender, at its option, may, but
shall not be required to, permit the Guarantor's estate to assume unconditionally the obligations arising under the guaranty in a manner satisfactory
to Lender, and, in doing so, cure the Event of Default.
Change In OWnership. Any change In ownership ot twenty-live percent (25%) or more of lhe common stock of Borrower.
Adverse Change. A material adverse change occurs in Borrower's ffnancial condition, or Lender believes the prospect of payment or
performance of the Indebtedness is impaired.
Year 20CIG Compliance Failure. Failure to meet the deacIIines required in the Year 2000 Compliance Agreement to be Vear 2000 Compliant or a
reasonable likelihood that Borrower cannot be Vear 2000 COmpliant on or before December 31, 1999.
Right to CUre. If any default, other than a Defauit on Indebtedness, is curable and if Borrower or Grantor, as the case may be, has not been
given a notice of a similar default within the preceding twelve (12) monthS, it may be cured (and no Event of OSfauit Will have OCCUlTed) if Borrower
or Grantor, as the case may be, after receiving written notice from Lender demanding cure of such default (a) cures the default within ten (10)
days; or (b) If 1he cure requires more 1han ten (10) days, irrrnedlately initiates steps which Lenl;ler deemS in Lende(s sole discretion to be
sufficient to cure the default and thereafter continues and completes all reasonable and necessaJY steps sufficient to produce compliance as soon
as reasonably practical.
EFFECT OF AN EVENT OF DEFAULT. If any Event of Defaun shall occur, except where otherWise provided in this Agreement or the Related
Oocuments, all commitments and obligations 01 lender under this Agreement or the Related Documents Of any other agreement lmmediatel'J will
terminate (Including any obligation to make Loan Advances ar disbursements), and, at Under's option, all Indebtedness immediately will become due
and payable, all without notice of any kind to Borrower, except that in the case of an Event of Default of the type described in the "Insolvency.
subsection above, such acceleration shall be automatic and not optionaI. III addition, Lender shall have all the rights and remedies provi~ in the
Related Documents or available at law, in equity, or otherwise. Except as may be prohibited by applicable law, aU of Lender's rights and remedies shall
be C\lTTIU\ative and may be exercised singularly or concurren'4y. Election by Lender to pursue any remedy shall not exclUde pursun 01 a~ other
remedy, and an election to make expenditures or to take action to perform all obligation of Borrower or of any Grantor shall not affect 1.ender"s nght to
deGlare a defaun and to exerciSe its lights and remedies.
MISCEUANEOUS PROVISIONS. The following miscellaneous provisions are a part of ttlls Agreement:
Amendments. This Agreement, together with any Related Occ:uments, constitutes the entire understanding and agreement of the parties as to the
matters set forth in this Agreement No alteration of or amendment to this Agreement 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 Agreement hu been delivered to Lender and accepted by Lender In the Commonwealth of Pennsylvsnl.. If there Is
a tawsut\, Borrower agrees upon Lender's request to submit \0 the jurIadlctlon of the courts 01 CumDel'\and County, \he commonweann
of Pennsylvania. Lender and Borrower hereby waJve the right to any jury trial In any action, proceeding, or counterclaim brought by
either Lender or Borrower agaJnst the other. This Agreement shall be governed by and construed In accordance with the laws of the
Commonwealth of Pennsylvania.
Caption Headings. Caption headings In this Agreement are for convenience purposes only and are not to be used to inte~ Of define the
provisions of this Agreement.
Mutupte Parties; Corporate Authortty. AU obIlgetlons of Borrower under this Agreement shall be joint and seve~, ~ aI.1 ~ to Borrower
shall mean each and every Borrower. This means that each of the persons signing below Is responsible for all obligatIOns In this Agreement
Consent \Gl.oan Par\lCipatIon. Borrower agrees and eon&9nts to L.ender's sale or trans.ter, whetheI' now Of le.tet, of one Of 1'nOr9 participation
inter~ts in the Loans to one or more pun::hasefs, whether related or unrelated to Lerlder. Lender may provide, without any limitation whatsoever,
to anY one or more purchasers, or potential Purch8ser&, any information or knowledge Lender may hava about Borrower or about any ~ matter
relating to lhe Loan, and Borrower, ~ waives any rightB to privacy it may have with f<<'l~ to s~ ~tters. Borrower additionally wawes any
and all notices of sale of particip.: . ... :.Interests, as w.ell as aD ~ of any repurchaSe '.~",:-~h ~~tion ,~en:-"~' ~~e! al.~ ~~ ~~t
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03-31-1999
Loan 110 2805450
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BUSINESS LOAN AGREEi~;:NT
(ConUnuecl)
Page 5
,-
fights granted under the partlclpatlcn agreement or agreements govemfng !he sale of such particlpation Ir\telests. Bonower furIh6r waNes all
rights of offset or counterclaJm 1hat It may have now or later against Lender or against any purchaser of such a participation interest and
uncond/liOnaJly agrees. thai eIIt1er Lender or such pun::haS81 may enforce Borrower's Obligation under the Loans lrmspective of the faiure or
insdvencly at any holDer of any interest in 1h& loans. Bilnower tul1her agrees that thEl purchaser Of any such partielpatian interestJ may enforce its
interests Irrespective of any pe18Ol'Illi daims or defenses that Borrower may have against Lender.
C08l8 and Expenses. 80n0wer agrees to pay upon demand an of Lender's expenses, including without f1mltation attorneys' fees. inturred in
connection wiItl the preparation, executiOn, enforeement, rnodification and coPection of this Agreement or in connection with the Loans made
pursuant to this Agreement. Lender may pay someone ewe to help collect: the Loans e.nc1 to ~ 1hIs Agreement. aM. Bcmowet will pay \hat
amount. ThiS InCludes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or not there is a
lawsuit. inCluding attorneys' tees for bankruptcy proceedings (inclP.lCling efforts to modify or vacate any automatic stay or irllJ1Ctlon), appeals, and
any anticipated post-judgment collection eeMces. Borrower also wllI pay any court costs. In addition to all other sums provided by law,
Notices. All notices required to be given lJJ'Ider this Agreement shall b6 given In writing, may be sent by telefacslmHe (unless otherwise required
by lawl, and shall be effectiVe when actual1y delivered or when deposited with a nationally recogniZed: overnight: courier or deposited in the United
States mall, first class, postage prepaid, addressed: to the party to whom the notice is to be given at the address shown above. Any party may
"-"""'" for.-..- WIder'" Agreement by gMng_"- _"'..._ po..... opacifying....... P\lTIlC08ot...notice ~
to change the party's address. To the extent pennlttecl by applicable law, If there is more than one Borrower, notice to any Borrower wHl constitute
notice to ail Borrowers. For notice purposes, Bonower will keep LBnder infon'ned at an times of Bonower's current addressees).
SeverabJllty, If a court of competent jurisdiction finds any provision of this Agreement to be invalid or unenforoeabIe as to any person or
cireumstance, such finding shall not render that provision Invalid or unenforceable as to any other p81801lS or circumslances. If feasible, any sl,ICh
offending provision shall be deemed to be modffied to b6 within the limits of enfotceabDily or validity; however, If the offending provislon camet be
so modlfl6d, It shall be stricken and all other provisions of this Agreement In all other rel!lpects shall remain valid and enforceable.
SUbsidiaries and Alftliates of Bcmower. To the extent the context of any provisions of this Agreement makes It appropriate, i1CIuding withouI:
limitation any representation, warranty or covenant, the wotcI "Bonower" as used. hetein shall include all subsidiaries and affiIlatea of Borrower.
NotMth&1anding th& torego\ng however, under no c1rcumstar'1C9S shall thIS AgTeement be toI'llmHId to require Lender to ma)le any Loan or cHher
financial accommodatiOn 10 any subsidiary or affiliate of Borrower. "
Succeuora and Autgna, All covenants and agreement& eontained by or on b8haIt of'Borrower shaD bind Its successors and assigns and shall
inure to the benefit of Lender, Its successors and assIgnS. Borrower shall not, however, have the right to assign its rignts under this Agreement or
any interest therein, without the priOr written consent of Lender.
SUrvtvaI. All wSrranti9S, representatiOns, and covenantB made by EIarMwer in this AQri:lement qr In any oertificate or other InStnment delivered by
Borrower to Lender under Ihis Agreement shafI be cot1Slderec1 to have been rellect upon by Lenaet and wm survive 1M making of the Loan aM
delivery to l.erlchir of the Related Documents. regardlesS of any Investigation made by Lender or on Lender's behalf.
nme Is of 1IIe Essence.. Time is of the essence in the perfolTl'l8l'lCe of this Agreement.
Waiver. Lender shall not be deemed to have waived any rights under this Agr8ement unless such waiver Is given in writing and signed by
Lencier. No delay or omission on ttl8 part of lender in exercising any right shall operate as 8 waiver of such right or any other right. A waiver by
Lender of a provision of this Agreement shall not prejudice or constitute a waiver of Lender's right otherwise to demand strICt compliance with thai
provision or any other provislon of this Agreement. No prIOr waiver by Lender, nor any course of deellng between lender and Borrower. or
between Lender and any Grantor, shall constitule a waiver of any of Lendefs rights or of any obligations of Borrower or of any Grantor as to any
future transactions. Whenever the consent of Lender is reql,lirecl under this Agreement, the granting of such conaent by Lender In any instance
shall not constitute continuin.g consent in subsequent instances where such consent Is feqUired,. and in all cases such consent t'I'Ill1J be granted or
withheld in the sole discfetjon of Lender.
BORROWER ACKNOWLEDGES HAYJNG READ ALL THE PROVISIONS OF THIS BUSINESS LOAN AGREEMENT. AND BORROWER AGREES TO
rrs TERMS. THIS AGREEMENT IS DATED AS OF MARCH 31. 1199.
THIS AGREEMIENT HAS BEEN SIGNED AND SEALED BY THE UNDERSIQNED.
BORROWER:
4 NU Marketing, Inc.
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( Corporate Seal )
lASER PRO, fIesl. U.s. Pat. & T. . 011" r. 3280. Ie) 1999 CFI P1aSeMC8lI, Inc:. All ri;hIs r8SlIl\/8d.IP~ F326034NU9.t.N C21.Cl\Il.J
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Commerce
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September 28, 2000
4 NU Marketing, Inc.
Account No. 280540
4 NU Marke';ing, Inc.
140 Roosevelt Ave., Suite 209
York, PA 17404
Dear Sirs,
This loan is past due for payments for July 30, 2000, August 30, 2000. You were sent
timely notice of these payments.
The bank is hereby demanding payment in full on this loan by 3:00 p.m. on October 10,
2000. This is your final notice.
Through September 27,2000, the indebtedness that you owe the bank is $92,382.08
plus any attorneys' fees and other costs of collection. Such $92,832.08 is computed as
follows:
Principal through 9/27/00
Interest through 9/27/00
Late fees th:ough 9/27/00
Total
$90,152.37
2,591.89
87.82
$92,832.08
Interest continues to accrue currently on such indebtedness on a per annum basis at
Commerce Bank/Harrisburg, NA Prime Rate plus one and one-half percent per annum,
on a f10atinn basis. Currently this equals eleven and one-half (11.50%) percent The
current per diem accrual is $28.80. Any attorneys' fees and collection costs will also
accrue.
Commerce Bank, N.A.
P.O. Box 8599
100 Senate Avenue
Camp Hill, Pennsylvania 17001.8599
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You should contact me in person or by telephone at (717) 975-5630 to determine the
exact payoff amount. If the indebtedness that you owe the bank is not paid in full on or
before October 10, 2000 we will instruct our attorneys to proceed immediately against
you and your property in order to collect the indebtedness. Such action will include
among other things the entry of judgment by confession against you.
Very truly yours,
Q!.~doo
Vice President/Asset Quality
DCA
cc; G. Beneventano, Esq.
Jerome Kubicki
Stephanie Kubicki
Dennis Shockley
Marty Trimmer
Brent Carman
ROiler Guttridge
Via Regular U.S. Mail
Via Certified Mail, return receipt requested
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COMMERCIAL GUARA(;jY
COIllflltN'Ce BanktHamsburg, N.llonal AuocJaUan
Main CfflcelCommercIal Cost Center
P.C. Box 8S9I
100 Senate Avenue
Camp HI", PA 17061-8599
Guarantor: Dennl, E. Shockley
923 Greenbriar Ro8cl
York, PA 17404
AMOUNT OF GUARANTY. this I, . gu.ranty of payment of too.OOO% 0' the Note, Including without IImltaUon the prlndpal Note amount of One
Hund.... T_ five Tho....... & OCI/l00 Dollars (Sl25.aoo.oo~
GUARANTY. For good .nd valUlble consideration, Dennis E. Shockley (.Guarantor.) .blolutely and uncondlUonally guarantees and promises
to PlY to Commerce BanktHarrlsburg. National Assoclallan (-Lender") or Its order, on demand, In legallendel" of the United States 0' America,
100.QQQ% of the tndebtednen (al that term Is defined below) of 4 NU Mukettng, Inc. (-Borrower-) to \.ender 0tI the terms and conditions set
forth In thl. Guaranty. Guarantor agrees that Lend_, In Its: sole discretion, may determine which portion of Borrower's Indebtedness to
Lender Is covwed by Gtl8ranlor', percentage gu.raniy.
DEFlNmONs. The followlrlg words shall have the foUowing meanings when uslJd in this Guaranty:
80rrower. The word "Borrower" means 4 NU Mark~lng, Inc..
Guarmlor. The word "Gwu6hlOr" means Oennls E. Shockley.
Guaranty. The word "Guaranty" means this Guaranty made by Guarantor for the benefil of Lender dated March 31, 1999.
Indebtedness. The word "Indebtedness. means the Note, Including (a) aU ptIncipal, (b) all interest, (c) aD lale charges, (d) all loan fees and
loan charges, and (e) all collection costs and expensell relating 10 the Note or 10 any collateral for the Note. Collection costs and expenses
Include wlthoul \Imi\atIon all of Lender's attomeys' fees and Lendllf's legal expenses, whelher or not sull is lnstil:uted, and attorneys' lees and legal
expenses lor bankruptcy proceedings (includIng ,fforts to modily or vacate any automatic slay or inJunction), appeals, and any anticipated
postiudgment collection services.
Lender. The word "Lender" means Cor'rnI8roe Bankfliarrisburg, Nalionlll Association, Its successors and assigns.
Note. The word "Nol'" means the promissory nole or credit agreement dated March 31, 1999, In the original prlncl~ amounl 01 $125,000.00
from Bol'rower 10 lender, together with all renewals of, extensions 01, modifications of, rerlnlU'lClngs of, consoIlclations of, and substitutions for the
promissory note or agreemenL Nollee to Guarantor: The Note evIdenC81111 revolving line of cred" 'rom Lender to Borrower.
Related Documents. The words -Related Documents" mean an1 Include without limitation all promissory noles. credit agreements. loan
agreements, environmental agreements. guaranties, security agraements, mortgages. deeds of !rust. and all other instruments. agreements and
dOCuments, whether now or hereafter existing, executed In connection wIlh the fndebtedness.
MAXIMUM UABIUTY. The maximum liability of GUllrJnlor under this Guaranty shall not exceed alany one IIme100.00Q% 01 Ibe amounl of the
Indebtednes. described above. plus all costa and expenses 01 (.) enIOrc8men' of this Guaranty and (b) collection and sale of any collateral
securing this Guaranty.
The above Ilmitallon on IIabnlty Is not a restriction on the amount of the Indebtedness 01 Borrower to lender either in the aggregate or at any one time.
" Lender presen\ly holds 008 or more guaranties, or hereaftet' f9C8NP additiCnaI guarantle& from Guarantor, the rights at Lender undeI' all guaranties
shall be cumulalive. ThIs Guaranty shall not (unless specifically provided b6Iow to the contrary) affect or invalidate any such other guaranties. The
liability 01 Guarantor wDI be lt1e aggregate liability 01 GUlllllrltor under the tann& of this Guaranty and any such other unterminated guarantIes.
NATURE OF GUARANTY. GU8t1Ultor Intends to guarantee at all tImes the performance and prompt payment when due, whether at ITIlIturlty or earlier
by reason of acceleration or otherwiSe, 01 a111nd9btadness wilhln ,thellmils set forth in the preceding section of this Guaranty. This Guaranty covers 8
revolving Hne of credit and guarantor undentands tmd agrws that thiI guarantee shaH be open and contlnUOU$ umll the line of cred\\ Is
terminated arid thelndebtedn..s Is paid In full, as provided below.
DURA110N OF GUARANTY. ThIs Guual\ty wtQ take Gffect when received by Lender without lhe necesstty of any acceptance by Lender, or any nolice
to Guarantor or to Borrower I and wlH continue In full force unW all Indebtedness shall have been fuUy and Iil'ldlly paid and sallsfllJd and all other
obligations of Guarantor under this Guaranty shall have been performed In lull. Release of any other guarantor or termination of any other guaranty of
the Indeb\edneSs shall not affect the IIabIII\y of GulVantor lKlder this GuBr6n\y. A f9'IOC8,tion receiv9d by lender from 8rrI one or mo\'9 Guarantors shall
not affect the IlabBlty 01 any remaJolng GlI8rantor'S uncI<< this Guaranty. this Guaranty covers a revolving line of credit and It Is specifically
snUclpaled that lIuctuaUons will occur In the aggreple amount of Indebtedness owing from Borrower to Lender. GUllrantor specillcally
8CknOWledges and agrees thai fluctuatlGns In Ihe amount oIlndebtedn..... even to zero dona... (S 0.00), nn not constitute a termination of
this Guaranty. Guarantor's liability under thlt QUlllllnty shall terminate only upon (.) fermlnatlon In wrIUng by Borrower and Lender 01 thellne
of Credit, (b) P'lyment of the Indebtedness In full In legal tender, and (c) p,lym&nlln full In feg.11endel' of all other obtlgallons.of GUIlranlor
under this Guarllnty.
GUARANTOR'S AUTltORltAnON TO LENDER. Guarantor aulhor1zes Lender, wlthoul nollce or chHnand and without lessening Guarllntor's
n'bDlty under this Guar.nty, lrom time 10 time: "ta) 10 make one or more additi0nai securecl or unsecured 108M to Bonower, to ,.....
equipment or other goods 10 Borrowet, or otherwlso to extend additional erOO" to Borrower; (b) to atler, compromise, renew, extend,
,cceler.... or otherwise change one or more Urnes the time 'or paymenl or other IermII of Ibe Indel:ltedn... or any pari 01 Ihe Indebtednns,
Incllldlng 1ncrt8S81 and decreaseS of the rate of. Interest on the Indebtedness; extensions may be repeated and may be lor longer thin the
orlgln.1 loan term; (e) to take 8f1d hokJ security tor Ibe payment of this Guaranty or the Indebtedness, and exdNllnge, enforce, waive,
subordlnate. fall-or deckle not to perfect, and releale any such security. with or without the substitution of new col.,.....I; (d) to release,
.uballhlte, agree not to sue. or dul with anyone or mont of Borrower's surelles, enclorsers, or other guarantors on any terms or In any
mann.. LtII'Id<< may choose; (e) to determine how, when and what application of payments and crecllIs shall be made on the Indebtedness;
(f) 10 apply such .-mty snd dIreCt \he order or manner 01' sate thereaf. including wtthout limitation. any nonjUdicial sale permllled by the
term. 01 the COntrolling security agreement or deed of trust, as Lend. In lis discretion may determine; (9) to sell, transfer, a.slgn, or grant
parllclpaUonI In all or any plrt 01 the Indebtedness; and (h) to asatgn or transfer this Guaranty In whole or In part.
GUARANTOR'S REPRESEtlTAnoNS AND WARRANTIES. Guarantor represents and warrants to Lender that (a) no representations or agreements
of any kind have been made to Gl,W&ntor which would UrriI or qualiry In any way tha terms of this Gua~nly; . (b) lt1is Gwranly is ex~,uted at
Bonower's rtlqU8llt and not at the request at L9nder. (c) GU8I'arttor has 1ulI power. rtgl'lt and aulhortty to enter mto this Guaranty; (dllhe ptOVlSiOr'IS of
this Guaranty do not conflict with or result In a default under any agreement or other InslrumBnt bInding upon Guarantor and do not result In a violation
of any law, regulation, court decree or order applicable 10 Guarantor, (e) Guarantor has not and will not, without the prior written consent of Lender.
sell, lease. assign, enclKnber, hypothecate. transfer. Of o1herWlsedlspose'Ol alios $ubsbm\ial\y all at GIJ8rar.tor's assets. or any \ntereSttIW~ln; (0 ':lPOl'I.
Lender"s request. Guarantor wil provide to lender financial and credillnfOTmation In form acceptable 10 Lender, and all such flnanclalll1lonYllllion
which olJrrenUy has been, and all futul'e financlBllnformatlon which wHI be ~ed 10 ~er Is a~ will be lrU8 and correct in all material respects and
fairly present the financial condlllon of Guaranlor as ollhe dates lhe IInanciallnlormalion IS provided; (g) no melerial adverse change has occuned In
Guarantor's financial condlllon since lhe date of lhe most recent IInanclal sllllemenls provided to Lender and no evetlt has occurred which may
materiaUy adversely affect Guarantor's final1CIal cQlldlllon: {hI no Hllgalion, claim, InvestIgation, administrative proceeding or sjmijar actlon (Including
those for unpaid taxes) ,gainst Guarantor is pending or threatened; (I) LendEN' has made no representation to Guarantor as to the credJlWOrthlness of
Borrower: and ID Guarantor has established adequate means of obtaining from Borrower on a continuing basiS informallon regarding Borrower's
finanCiat ~ Guarantor agrees 10 keep adequately informed from such means ot any fact1, events. Of ctrcumstances which might In any way
affect Guarantor's risks under this Guaranty, and Guarantor turth&/' agrees that Lender shall have no obligation to diSClose to Guatanlor any information
Of docurnent8 acquired by lander in the course of its relalionstllp wilh Borrower.
GUARANTOR"S WAIVERS. Except as prohibited by applicable law, Guarantor waives any right 10 require Lender (a) to eontlnue lendIng money or 10
extend other credit to Borrower; (b) to make any presenlment, protest. demand, or nolice of any kind, including nolice of any nonpaymenl of the
Indebtedness or oJ any nonpayment relaiedlo any eolIateral, Of notice of any action QI' nooactloo on the partot 8om:lwer,l.endec.anv surely, endOrSer,
or other guarantor In connection with the 1ndebtadn8SS or i1 connection with the creallon of new or additional loans or obIlgatiorlS: (0) 10 resort fO(
payment or 10 pn:ceed directly or a' once ,galnsl any person. inclUding Borrower or any olhsr guarantor, (d) to proceed direclly against or exhaust, any
collateral held by Lender from Borrower, any oIher guarantor. or any o\Iler person; (e) to give nolIc8 at 1he terms, time, and pace 01 any publIC or
private sale 01 personal property security held by Lender from Borrower or to comply with any other applicable provisions of the Uniform Commercial
r"'0d'" IfI'n r"'Jrsue !llW othM rPmIO(tv wj'hin ll'>r:1t1"!r's rower: r')r 10\ 10 ComfT'Ilt '!r>v "r.t"r "....;"''''i",... "I """ vi",; M "I ..,..." .,_'" ."''"' ._~_A~' ,- u"
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00-81-1999 '
Loon No 2805450
COMMERCIAL GUARANTY
(ConllnuBd)
Poge 2
"... whatsoeYer.
If now or here8fIer eaJ Borrowet aheII be or become lnsoIvent, ancI (b) the Indebla4.....a shan not 81 all limes untU paid be fully secured by collateral
pIecIgBd by Borrower, Guarantor hereby forever waives and relinquishes In favor of Lender and Borrower, and their rHpecUve 8UCCeSSOI8, any cIaJm or
~ 10, p8ymlInI Guarantor may now have or hareafter have 01 acquire against Borrower, by subrogation or otherwise so that at no lime shall
Quanmtor be or beccm8. -creditor- of 8onower wlIhiIlhe meaning 0111 U.S.C. section 547(b), or any successor provision' of the Federal bankruptcy
~....
Guarantor also waives any and all rights or defenses arising by reason 01 (a) any -one action" or "antk:leficlency- law or any other law which may
prevent Lender from bmgIng any action, Incfucfing 8 claim for deficiency, agalnsl Guaranlor, before or after Lender's commencement or completion of
any forecIo$ure acdon, either Judicially or by exercise ,ct 8 power of sale; eb) any election of remedfes by Lender which destroys or otherwise adveriely
affects Guarantor's subrogation rights or Guaranlor's rights to proceed agafnsl Borrower for reimbursement, Indudlng w:lthout IlmItatlon any loss of
r\'NS Guaranlor may, sutler by I'88SOO 01 any law IImItfng. qualifying, or discharging the Indebtedness; {cJ any dlsablllty or other d8f8nse 0' Bonower of
any other guarantor, or of any other pefI(lrI, or by reason 01 the cessation of Bonower's llabiIlty horn any cause whatsoever, oDler than payment 1n',uU
1n,legaI tender, ctlhe Ir~_; (d) any right to claim dlsc:ha1w of the Indebtedness on the basis of Unjustified IrripaInnent of any collateral follhe
1,.cIebldclnGss; (e) any statute 01 nrnltatlO,lS, If al any time any aclfon or'sult brought by Lender against Gua~ Is c:ommenced there Is OUlslandlng
IndebIednesa: of Bonawer 10 Lender whlQh Is not barred by any appIlcabfe statute of Ilmitatlans; or (I) any defenses given to guarantors at law or In
equity other than actual ,~yment and peiform&nce of the Indebtedness. Sf payment Is made by Borrower, whether voluntarily or otherwise, or by any
thbd party, on the IndebtBdness and thereafter Lender Is forced to remit the armunt of thai paymenl to Borrower's trustee In bankruptcy or to any
slmllar person under any federaf or state bankruptcy law or law for the relief of debtors, the Indebtedness shaD be considered unpaid for the purpose of
enforcem9nlof thIs'Quaranty.
Gusrantot further waives and 8Ql'89S not to assert or claim al any time any deductions to the amount guaranteed under this Guaranty for any claim 01
setoff, counterclaim, counter demand, recoupmenI or similar ril1lt. whether such claim. d9mlll'1d or right may be asserted by the 8cmovH!r, the
Guarantor. or both.
, GUARANTOR'S ~DER.STANDING WITH RESPECT TO WANER$. Guarantor warrants m:ad agrees .lt1at each of the waivers set forth above is made
'with GuBranIQr'1 full ~9dgeof", significance andconseqU81'1C8S and thst. under the cltcumstances. the waIvers.are reasonable and not contrary to
puI:IIJC policy or law. If any $UGh waiver Is detennlnecl to be conlrary to any apPlicable law or public policy, such waiver shall be effective only to the
~perrriltectbylaworpublicpolicy.
; L~OER'S RlGtfI' OF SETOFF. In addlllon to all liens upon and rights 01 setoff against the moneys, sacurities or other property of Guarantor given to
: Lender by taw, Lender shall have, with respect to Guarantor's obllgallofis to Lender under this Guaranty and to the extent permIIted by law, a
coi'ltracIuaI securuv-Interest In and allghl of setoffagalnsl, and Quarantor hereby assigns, conveys, delivers, ptqes, and transfers to Lender all of
Guaranlor's right. ,title and interest In and to, aD daposlts, moneys, securities and other property of Guarantor now or hereafter In the possession 01 or
,on deposlt wIIh Lender, whether held In a general or ~ account or deposit, whether held jolnUy with someone' else, or whether held for
safekeeping or otherwise. excludlng ~ all IRA, Keogh, and truSt accounts. Every such security Interest and right 01 ,setoff may be exercised
wIIhouI demand upon or notice to Guarantor, No security Interest or right 01 setoff shall be demn9d to have been waived by any act or conduct 00 the
P8!1 Clf L8nder or by any neglect to exercise such rfltltof setalt or to enforce such security Interest or by any delay In so dOIng, Every right 01 setoff and
security Interest shall, continue, In lull force and effect unlD such righI of setall or security interest Is speclflcaUy waived or released by an Instrument in
wrillngexecuted by Lender.
SUBORDJNAnON OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees thai the Indebtedness Clf Borrower to Lender, whether now
ex\Sting or hereafter created, Shall be prior to any claim thai Guarantor may now have or. hereafter acqulte againsl Borrower, whether or not Borrower
~ Insolvent 'Guarantor here:by expressty subordinates any claim Guarantor may ,have against Sornwfer, UJXlI'l any account whatsoevet, to any
claim that Lender may now or hereafter have against Borrower. In the event of, i~VfilJlq' and const:lQU8nt liquidation of the assets,.Clf' Borrower,
through bankruptcy, by an assignment lor the benefit Of creditors, by voluntary ~lIquidatlori, or' oth9fWise, 'the assets of Borrower appIlcable to the
payment Clf the claims Clf both Lender and Guarantor shall be paid to Lender and shall be first applied by Lender 10 the Ind$tedn8SS of ,Borrower 10
Lender. Guaranlor, does hereby as~i(p11o Lender all claims whlctt it may have or acquire aQaInst Borrower or against any a~ or InIstee in
bankruptcy Clf Borrower; provided however, thai such assignment shall be effective only for the purpose Clf assuring to Lender full paymant In legal
Ierider Clf th9'I~ebtednElS;S. If'Lender 80 rGqutSfS, any notes or credit agreements ,now or hereafter evidencing any debts or obligations Clf Bortower 10
G~1or shall be n'Illrked with 8 legend thai the same are subject 10 this (luaranty and, shall be delivered 10 Lender. GuaranIor .grees, and ,Lender
hereby Is aUthorized, In the name of Guarantor, frQm time to lime to execute and IDe fInahcIng statements and conUnuallon stalemenls ai'ld to execuIe
such other documents and to lake such oIher actions as Lender deemS necessary or appropriate 10 perfect, preserve and enforce lis rights under thls
Guaranty.
MISCELLANEOUS PROVISIONS. The following mlsceIlar ,eous JlrovIslons are a part of IhIs Guaranty:
Amendments. 1'hI8 Guaranty, togeIher with anv Fle1ated Documents, constitutes the entire understanding Md agreement at the parties 88 to \he
matIer8 ntlorth'ln this Guaranty. No alteration of or amendment to thIS Guaranty shall be effective unless given in wtIIIngand signed by the party
or parties sought 10 be charged or bound by the aUeralion 01 amendmenL
Applicable Law, This Guaranty has been delivered to Lender and accepted by Lender in the Commonwealth Clf Pennsylvania. II there Is a
Iswsuil, Guarantor agrees upon l.encIer's request to submit 10 the jurisdiction Clf the courts Clf Cumbertand County, Commonwealth of
Pennsylvania. Lender and Guarantor hereby waive the right to any jury trialln,any action, proceeding. or COUliterctalm Ilrooght by either ~er or
Quarantor against the other. 1hI8 Guaranty shaD be governed by and construed In accordance wlth the laws of the Commonwealth of
~
Attorneys' Feel; Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, Including attomeys' fees and Lender's
legal expenses,lncurted In connection wittl the entorcement Clf IhIs Guaranty. l.8rlQer may 'pay someone else to help enIorce'lhIs Guaranty', and
GuarantOr shaD pay the coSts, and expenses of such enIorcernenl Costs and 8l;lpenses Include Lender's atlOm8yS' fees and legaI,expenses
whether or not there is 8 lawsuit, including attorneYs' lees and legal expenses for bankruptcy proceedings (and including efforts to modify or
vacate any automatic'stay or InJunclIon), appeals, and any 8nticlpated posI-Judgmenl collection services. Guarantor also shall pay all court costs
and such addlUonal fees as may'be directed by ~ court.
NoUces. All notices required to be given by either party to the other under this Guaranty shaD be In Wlillng, may be sent by telefacsimlle (unless
otherwise required by law)" and shall be effecIive when actually deUvered or wh~, d9p:1slted with a nationally recognized' overnight courier, or
when deposited. In the United Slates maD, first etass poslage prepaid, addressed to the party to whom the nolice Is to be given et !he address
shown above or'to.sUch other addresses as atther party may des!gnaJe to the other In wrlUng. If there Is more than one Guarantor, notice to any
Guarantor wBl constitUIe notk::e to all Guarantors. For notfce purposes, Guarantor agrees to keep Lender Infonn9d at all limes of GuaranlOr's
current address.
lnterpnIatIon. In all cases where there Is more than one Bon'0W8r or Guarantor" then all words used In this Guaranty In the singular shall be
deemed to have been used In the p1l,l181 where the context and conslructlon SO requli'e: and where there is more than ooe Borrower. named In this
Guaranty or when this Guaranty Is 8Jlecul8d'by more than one Guarantor, the wordB"Borrower" and "Guarantor" r&:SpecUveIy shall mean all and
any one or m:n of them. The WOldS "Guarantor: "Borrower: and "Lends" Inclutle the heirs, successors, assigns, and '1rBnst'ere&l! Clf each, of
them. CaptkJn headfngs in this Guaranty are' lor convenience purposes only and.are not to be used 10 lnterprel or dellne the provisions of IhIs
Guaranty II a ~ 01 CCITlJ)8lenI: turIscfIctIon finds any-prov!slon of thls,Guaranty to be invalid or unenforceable as k:l ~ person 01 cIrcurr8tance,
such ftnding shaH not render that provision invalid or unenIOrceabIe as to any other persons or circumslai'1ces, and,a11 piovislons 01 this G~
In au other respects shaD remain valid and ei1foroe$Ie. If any one or more Clf Borrower or Guarantor are ~ or Jl8flnershlps, It IS not
necessary for Lender to inquire Into.the powers of Borrower or Guarantor or Clf the officers, directors, partners, or agents acting,or purporting to act
on their behalf, and any Indebtedness made or created in rellance 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 s~ed by Lender.
No delay or omIsaiOn on the part Clf Lender In exercising any right shall operate as a waiver of such right or any other right. A ~ver by ~r 01
a povisIon of Ihfs Guaranty shall not preJudice or constituIe a waiver of Lender's right OIhetwise to ~emand strict compliance With thai provISion or
any other povisIon of this Guaranty. No prior waiver by Lender, nor eRv course Clf dealln{l beIw88n !,.ender and Guarantor, shall ~ a
waiver of any of Lender's rights or of any of Guaramor's obIlgalfons as to any fuIure transaCUons. Whenever the ~ent of l.ender IS required
under !his GuarantY, the granting of such consent by Lender In any Insl8nC8 shall nol' conslltul8 contIn~ consent to subsequenllnstances
whefe such consent: Is required and In aU cases such consent: may be'granted or withheld In the sofe dlscreliOn Clf Lender.
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03-31-1999
LOBn No 28!lS450
@
COMMERCIAL GUARAt>:;t
(ConUnuod) '~",
PBge 3
CONFESSION OF JUDGMENT. GUARANTOR HEREBY IRR~OCA9lY. AYTHORIZES AND. EMPOWERS ANY ATrORNEV OR THE
_ PROTHONOTARY OR ClERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR eLsewHERE, TO APPeAR AT ANY TIME FOF
GUARANTOR AF11!R A DEFAULT UNDER THIS O~, AND WITH OR WITHOUT COMPlAINT flLEO, AS OF AN'( TBlM, COllFESS 01'
ENTER JUDGMENT AGAINST GUARANTOR FOR THE ENTIRE PRINCIPAL BALANCE OF ntlS GUARANTY, AU. ACCRUED INTEREST, LATr
CHAROES. AND AN'( AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER Rf!IATlNO TO ANY COUATERAL SEGURIN/3 T>fe
INDEBTEDNESS TOOETHER WITH INTEREST ON SUCH AMOUNTS, TOOETHER WITH COSTS OF SUIT. AND AN ATTORNE'I'S COMMISSION OF
TeN PERCENT (10%) OF TIlE UNPAID PRINCIPAL IlAI.ANCE AND ACCRUED INTEResT FOR oou.EC'lION. BUT IN ANY EWNT NOT lESS T>fil'
FlYE HUNDRED DOI.lARS ($SOO) ON WHICH JUOOMENT 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 sumCIENT WARRANT. THE AUTHORIT'
GRANTED IN THIS GUARANTY TO CONFESS JUDGMENT AGAINST GUARANTOR SHAU NOT BE EXHAUSTED BY ANY EXERCISE OF THA"
AUTHORITY, BUT SHAU. CONT1NUE FROM TIME TO TIME AND AT AU. T1MES \JNllL PAYMENT IN F~ OF AU. AMOUNTS DUE UNDER THIS
GUARANTY. GUARANTOR HEREBY WAIVES ANV RIGHT GUARANTOR MAV HAVE TO NOTICE OA TO A HEARING IN CONNECTION WITH AN'
SUCH CONFeSSION OF JUDGMENT. EXCEPT ANY NOTICE AND/OR HEARING. REQUIRED UNQER APPUCASlE LAW WITH ResPECT TO
EXECUTION OF T>fE JUOOMENT, AND STATES lHAT EITHER A REPRESENTAnvE OF LENDER SPECIFlCAU.Y CALlED T>fIS CONFESSION 01
JUDOMENT PROVlSION TO QUARANTOR'S ATTENTION OR OUARANTOR HAS BEEN REPRESENTED BY INDEPENDENT LEQAL COUNSEL
EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS GUARANTY AND AGREES TO ITS
TEAMS. IN AQDmON, ,EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFF&CT1VE UPON GUARANTOR'S EXECUTION AND
DEUVERY OP TtUS QUARANn' TO LENDER AND THAT THE GUAJIANTY wtu. CONnNUE utmL TERMlNAlEI) 1" THE MANNER SET FORTH
IN THE SECnON TITLED "DURAnON OF GUARANTY." NO FORMAL ACCI!PTANCE BY LENDER lS NECESSARY TO MAKE ntlS GUARANTY
EFFEcnYE. ntlS GUARANTY IS DATED MARCH 31, 1999.
THIS GUARANTY HAS BEEN SIGNED AND SEALED BV THE UNDERSIGNED.
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LASEAPflO. Reg. u.s. Plll' T.M. 011.. Vw. 3.28Il(C' 1999CFlP~ Inc. ",t~__.IPA0E20~Nut.LNC21.0Vl1
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':M:llITTllI. llIVANIi' '" WOODlil1ull
A PlKtJ"B8SIONAL CORPORATION
ATTORNEYS AT LAW
GUYP.BENEVENTJlNO
8401 NORTB lI'RONT STJUIlET
P.O. BOX 59&0
a.... 'D'DYlif'RtJRG. PA 1.'1J.1.O.0950
IRS NO.
B8-1885005
TlllLmPHONE
l7J,71_
"AX
<<'71.7) aae.1818
tmp://WWW.motto.com
December 8, 2000
VIA CERTIFIED MAIL
RETURN RECEIPT REQUESTED
Dennis E. Shockley /'
923 Greenbriar Road
York, PA 17404
Marty L. Trimmer /
2970 Persimmon Drive
York, PA17404
Stephanie A. Kubicki /
2642 Wedgewood Way
YorkPA17404
Brent L. Carman .,/"
2195 Ridge View Drive .
D",llastown,PA 17313
Jerome E.Kubicki ~
2462 Wedgewood Way
York, PA 17404
Be: 4 NU Marketing, Inc./Commerce Ba,.k
Business Loan Agreement
633.906
Gentlemen and Ms. Kubicki:
I write to you on behalf of my client, Commerce Bank, in connection with the
above-identified Business Loan Agreement.
On March 31,1999,4 NU Marketing, Inc. (hereinafter "NU Marketing"),
executed and delivered to Commerce Bank a Promissory Note evidencing its
obligation to Commerce Bank under a commercial loan in the principal amount of
$125,000, together with interest and other charges. Commerce Bank advanced the
full amount of the $125,000 to NU Marketing under the Note.
Pursuant to the Business Loan Agreement, loan guarantees were required
from the four of you prior to disbursement of the loan proceeds. Each of you signed
a commercial guaranty instrument obligating you to pay to Commerce Bank 100%
of the indebtedness of NU Marketing in the event that it defaulted on its loan
obligation to Commerce Bank.
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December 8, 2000
Page - 2 -
As you are aware, NU Marketing is substantially in default on its loan
obligation. Accordingly, Commerce Bank is hereby making a demand upon each of
you for repayment of the loan obligation. You have ten days from the date of this
letter to contact me in order to discuss the possible terms of the loan repayment. If
you fail to contact me within the next ten days, the Bank will consider enforcing all
of its rights under the commercial guaranty agreement which you signed, including
instituting suit against you for collection of the debt.
Thank you for your prompt attention to this letter.
Very truly yours,
f/) ?2t-> ~.
V Guy P. Beneventano .
GPB:gls
cc: David C. Amsden, Vice President
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· Attach this card to the back of the mail piece,
or on the front if space permits.
1. Article Addressed to:
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o Agent
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DENNIS E. SHOCKLEY
923 GREENBRIAR ROAD
YORK. PA 17404
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3. Service Type
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4. Restricted Delivery? (Extra Fee)
2.' Article Number (Copy from service label)
7099 3400 0001 4127 7781
PS Form 3811. July 1999 Domestic Retum Receipt
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FEB-14-2001 15:53
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COMMERCE B~NK
717 975 0581
~.03/0~
VERIFJCA'1'!ON
I, David C. Amsden, state that I hold the title of Vice President/Asset Quality
at Commerce BanklHarrisburg, N.A., the Plaintiff in the above-captioned action,
that I am authorized to make this Verification on its behalf, and that the facts set
forth in the foregoing Complaint are true and correct to the best army knowledge,
. ipfmlmat.ianand,belief.
I understand that my statements are made subject to the penalties of
18 Pa.C.S.A. f4904 relating to WlSworn falsification to authorities.
coMMERCE BANKIHARRISBURG, N.A.
~
David C. Amsden
Vice President/Asset Quality
Date: ~ \':\\ 'b \
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OFFICE OF THE SHERIFF
SERVICE CALL
(717) 771-9601
28 EAST MARKET ST., YORK. PA 17401
, SHERIFF SERVICE
PROCESS RECEIPT, and AFFIDAVIT OF RETURN
2. COURT NUMBER 0 -
4. TYPE OF WRIT OR COMPLAINT
Notice & Complaint
1. PLAINTIFF/Sf
Commerce Bank/Harrisburg, N.A.
3. OEFENDANT/Sf
Dennis E. Shockley
SERVE { 5. NAME OF INOIVIOUAL, COMPANY, CORPORATION, ETC. TO SERVE OR OESCRIPTION OF PROPERTY TO BE LEVIED, ATTACHED. OR SOLD.
. Dennis E. Shockley
6. AOORESS (STREH OR RFO WITH BOX NUMBER, APT NO.. CITY. BORO. 1WP., STATE ANO ZIP CODE
AT 923 Greenbriar Rd, York, PA 17404
7. INDICATE SERVICE: 0 PERSONAL 0 PERSON IN CHARGE bEPUTIZE CurnlDG;anl1llll1ld 0 1ST CLASS MAIL
NOW ? /1 Ii /01 19 _I, S RIFF OFX'roBK CO ~o hereby d.e
ynrk COUNTYtoexe i '., re
to law. This deputation being made at the request and risk of the plaintiff. ..
. . - SHERIFF 0'
B. SPECIAL INSTRUCTIONS OR OTHER INFORMATION THAT WILL ASSIST IN EXPEDITING SERVICE:
Cumberland
ADVANCE FEE PAID BY CUMBERLAND COUNTY SHERIFF
NOTE ONLY APPUCABLE ON WRIT OF EXECUTION: N.S. WAIVER OF WATCHMAN - Any deputy sheriff levying upon or attaching any property under within writ may leave
same without a watchman, in custody of whonlever is found in possession, after notifying person of levy or attachment, wilhoulliability on the part at such deputy or the sheriff to any
plaintiff herein for any loss, destruction, or removal of any property before sheriff's sale thereof.
9. TYPG{W'I'?N~8~N'EOO'~GINATOR and SIGNATURE
3401 N. FRONT ST., pO BOX 5950, HARRISBURG, PA 17110-0950
12. SEND NOTICE OF SERVICE COPY TO NAME AND ADDRESS BELOW: (This area must be completed if notice is to be mailed).
10. TELEPHONE NUMBER
11. DATE FILED
2/16/01
CUMBERLAND COUNTY SHERIFF
16. HOW SERVEO: PERSONAL
3/18/01
SEE REMARKS
17.01 hereby certify and return a NOT FOUND because I am una Ie to locate the individual, company, corporation. etc, named above.
18. NAM NO TITLE OF INDIVIDUAL S VEO I LIST ADDRESS HERE IF NOT SHOWN ABOVE (Relationship to Defendant)
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21. ATTEMPTS
22. REMARKS:
41. AFFIRM
44. Signature of
De . Sheriff
45. Signature of York
County Sheriff
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3/2/01
42. day of
43. FOR WILLIJ\M N. HOSE
46. Signature of Foreign
MY COMMIS ON EXPIRES Coun . Sheriff
50 I ACKNOWLEDGE RECEIPT OF THE SH~RIFF'S ETURN SIGNATURE
. OF AUTHORIZED ISSUING AUTHORITY AND TitLE
1. WHITE - Issuing Authority 2. PINK ~ Attorney 3. CANARY - Sheriff's Office 4. BLUE - Sheriff's Oftice
49. Date
51. Date Received
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OFFICE OF THE SHERIFF
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(717) 771-9~OI
2B EAST MARKET SY, YORK. PA 17401
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PROCES.S RECEIPT, and AFFIDAVIT OF RETURN'
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4. TYPE OF WRIT OR COMPLAINT
Notice & ~0mpl?jnl.
1. PLAINTIFF/S/
Commerre Bank/H!~rrjsbDrg, N..A..
3. DEFENOANT/SJ
Dennis E.. Shc~kley
SERVE {
. Dp.nnis B. Shockley
, 6. AOORESS (STREET OR RFD WITH BOX NUMBER, APT NO.. CITY. BORO. TWP., STATE AND ZIP COOE
AT 'PO Greeni::'riar F(d, York. PI" 17404
7. INDICATE SEI!VICE: J:I PERSONAL J:I PERSON IN CItARGE OEPUTIZE!:umllll'ulilr,ij,jjl,1ll J:I1ST CLASS MAIL J:I POSTED
NOW 7.11 6/0 1 19_1, SHERIFF OKltljP!KCOUNTY, PA, do hereby deputize the sheriltof
, . V n r k .' CO!,J,NTY to execute this Writ and make return thereof according
to law. Thisdeputation.being madeaUhereques!.and risk,oftheplaiiltilt.. .
8. SPECIAL INSTRUCTIONS OR OTHER INFORMATION THAT WILL ASSIST IN EXPEDITING, SERVICE:
5. NAME OF INDIVIDUAL. COMPANY. CORPORATION. ETC. TO SERVE OR DESCRIPTION OF PROPERTY TO BE LEVIED, ATTACHED. OR SOLO.
o OTHER
SHERIFF OF
.)l](-aif,;KXcO~NTY
Cl:i.mbecland
ADW\N:::E FEE PAID BY CiJl'2EPJ'.J\ND COUNTY SHERIF'F
NOTE- ONLY APPLICABLE ON WRIT OF EXECUTION: N.B. WAIVER OF WATCHMAN - Any deputy sheriff levying'upon or attaching any property under within writ may leave
same without a-watchman, in, custody of whomever is found in possession, after notifying person'of levy or attachment, without liability on the pari of such deputy or the sheriff to any
plaintiff herein for any leiss, destruction, or removal of any'property before she:riffs sale thereof.
9. TY~~.ANB~~~R'S'8~IGINATOR an~ SIGNAT ~E
3401.N.FRONT ST;, BRiUiOx 5950, Hl,P.RISBUR:> , PA 17110-0950
1 O. T~LEPHONE NUMBER
11. DATE FILED
i.6/Gi
12. SEND, NOTICE OF SI;RVICE pOPY TO NAME AND ADDRESS BELOW: (This area' must b,e completed if notice is to'be mailed).
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SEE REMARKS
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39. Total' Costs 40. Cost Due or Refund
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2ND
44. Signature of ~"', _____:~,.
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45. Signature of York rPY""
County' Sheriff
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MY COMMIS~JON EXPIRES . J;/ A-1 ~/~_;~.:~;"--, Coun Sheriff
50.1 ACKN~WL:EDGE RECEIPT OF TH SHERIFF'S-RETURN SIGNATUR,E,
O~!I~rHElRIZEO ISSUING AUTHORITY A,NO TITLE
1. WH~,tr~)? ssuing Authority 2. PINK - Attorney 3. CANARY - Sheriffs Office 4. BLl~E - Sheriffs Office
i'.~t<,-;~C.d -
48. Date
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51. Date Received
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SHERIFF'S RETURN - OUT OF COUNTY
~CASE NO: 2001-00952 P
COMMONWEALTH OF PENNSYLVANIA:
COUNTY OF CUMBERLAND
COMMERCE BANK/HARRISBURG
VS
SHOCKLEY DENNIS
R. Thomas Kline , Sheriff or Deputy Sheriff who being
duly sworn according to law, says, that he made a diligent search and
and inquiry for the within named DEFENDANT
, to wit:
SHOCKLEY DENNIS E
but was unable to locate Him
in his bailiwick. He therefore
deputized the sheriff of YORK
County, Pennsylvania, to
serve the within COMPLAINT & NOTICE
6th , 2001 , this office was in receipt of the
On March
attached return from YORK
Sheriff's Costs:
Docketing
Out of County
Surcharge
DEP. YORK COUNTY
18.00
9.00
10.00
24.14
.00
61.14
03/06/2001
METTE, EVANS
:~~..-
R. Thomas Kline
Sheriff of Cumberland County
& WOODSIDE
Sworn and subscribed to before me
this fl.'!!::
day of f;A"..J.../
'G A.D.
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~ prothonotaty~
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COMMERCE BANK/HARRISBURG,
N.A.,
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
Plaintiff
CIVIL ACTION - LAW
v.
DOCKET NO. 01-952-Civil
DENNIS E. SHOCKLEY,
Defendant
PRAECIPE FOR ENTRY OF DEFAULT JUDGMENT
TO: PROTHONOTARY
PLEASE enter judgment in default in favor of Plaintiff, Commerce Bank!
Harrisburg, N.A., and against Defendant Dennis E. Shockley for failure to plead to
the Complaint in this action within the required time. The Complaint contains a
Notice to Defend within twenty days from the date of service thereof. Defendant
was served with the Complaint on February 28, 2001. Defendant's Answer was due
to be filed on or before March 20, 2001.
Attached as Exhibit "A" is a copy ofPlaintifPs written notice of intention to
file Praecipe for Entry of Default Judgment, which I certifY was mailed by regular
mail to Defendant on March 22,2001, which is at least ten days prior to the filing of
this Praecipe.
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Please enter judgment against Defendant in the amount of $101,421.33, plus
interest thereon at $26.29 per diem, plus attorneys' fees, costs and other charges as
demanded in the Complaint.
Respectfully submitted,
METTE, EVANS & WOODSIDE
By:
y P. Beneventano, Esquire
Sup. Ct. LD. #43107
401 North Front Street
P.O. Box 5950
Harrisburg, PA 17110-0950
Attorneys for Plaintiff
Commerce Bank/Harrisburg, N.A.
Date: May 4, 2001
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METTE. EVANS a: WOODS][DE
A PROFESSIONAL CORPORATION
ATTORNEYS AT LAW
3401 NORTH FRONT STREET
P.O. BOX 5950
HARRISBURG. PA 17110-0950
GUY P. BENEVENTANO
IRS NO.
23-1985005
TELEPHONE
(717) 232.5000
FAX
17171236.1816
http://www.mette.com
March 22, 2001
Dennis E. Shockley
923 Greenbriar Road
York, PA 17404
Re:' Commerce Bank/Harrisburg, NA. v. Dennis E. Shockley
Cumberland County, C.c.P. No. 01-952-CiviZ
Dear Mr. Shockley:
Enclosed please find a Notice of Default sent to you by Commerce
Bank/Harrisburg, N.A., in connection with the above-captioned civil action.
Very truly yours,
Guy P. Beneventano .
GPB:gls
Enclosure
cc (w/enclosure):
Marc Roberts, Esquire
255287
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COMMERCE BANKlHARRISBURG,
N.A.,
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
Plaintiff
.
CML ACTION - LAW
v.
DOCKET NO. 01-952-Civil
DENNIS E. SHOCKLEY,
Defendant
IMPORTANT NOTICE
TO: Dennis E. Shockley
923 Greenbriar Road
York, PA 17404
Date of Notice: March 22, 2001
YOU ARE IN DEFAULT BECAUSE YOU HAVE FAILED TO TAKE ACTION
REQUIRED OF YOU IN THIS CASE. UNLESS YOU ACT WITHIN TEN (10) DAYS
FROM THE DATE OF THIS NOTICE, A JUDGMENT MAY BE ENTERED AGAINST
YOU WITHOUT A HEARING AND YOU MAY LOSE YOUR PROPERTY OR OTHER
IMPORTANT RIGHTS. YOU SHOULD TAKE THIS NOTICE TO A LAWYER AT ONCE.
IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR
TELEPHONE THE FOLLOWING OFFICE TO FIND OUT WHERE YOU CAN GET
LEGAL HELP:
Cumberland County Bar Association
2 Liberty Avenue
Carlisle, PA 17013
(717) 249-3166
(800) 990-9108
METTE, EVANS AND WOODSIDE
By:
y P. Beneventano, Esquire
3401 North Front Street
P. O. Box 5950
Harrisburg, PA 17110-0950
(717) 232-5000
Attorneys for Plaintiff
Commerce Bank/Harrisburg, N.A.
Date: March 22, 2001
','
METTE. EVANS" WOODSIDE
A PROF~SSIONAL CORPORATION
ATTORNEYS AT LAW
3401 NORTH FRONT STREE.T
P.O. BOX 5950
HARRISBURG. PA 17110-0950
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DENNIS E SHOCKLEY
923 GREENBRIAR ROAD
YORKPA17404
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COMMERCE BANK/HARRISBURG,
PLEAS
N.A.,
PENNSYL VANIA
Plaintiff
IN THE COURT OF COMMON
CUMBERLAND COUNTY,
CIVIL ACTION - LAW
v.
DOCKET NO. 01-952-Civil
DENNIS E. SHOCKLEY,
Defendant
CERTIFICATE OF SERVICE
I hereby certify that I am this day serving a copy of the foregoing document
upon the person(s) and in the manner indicated below, which service satisfies the
requirements of the Pennsylvania Rules of Civil Procedure, by depositing a copy of
same in the United States Mail, Harrisburg, Pennsylvania, First Class Mail, postage
prepaid, as follows:
Dennis E. Schockley
923 Greenbriar Road
York, PA 17404
Marc Roberts, Esquire
149 East Market Street
York, PA 17401
METTE, EVANS & WOODSIDE
. Beneventano, Esquire
up. Ct. J.D. #43107
3401 North Front Street
P.O. Box 5950
Harrisburg, PA 17110-0950
Attorneys for Plaintiff
Commerce Bank/Harrisburg, N.A.
Date: May 4, 2001
:259647 _1
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COMMERCE BANK/HARRISBURG,
N.A.,
IN THE COURT OF COMMON PLEAS
CUMBERLAND COUNTY, PENNSYLVANIA
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Plaintiff
CIVIL ACTION - LAW
v.
DOCKET NO. 01-952-Civil
DENNIS E. SHOCKLEY,
Defendant
NOTICE OF ENTRY OF DEFAULT JUDGMENT
TO: Dennis E. Shockley
YOU ARE HEREBY notified that on m~t '7 ,2001, the following
judgment was entered against you in the above-ca tioned case.
Judgment against Defendant in the amount of $101,421.33, plus
interest thereon at $26.29 per diem, plus attorneys' fees, costs
and other charges as demanded in the Complaint.
Date: .rr1::J..'i IJ{ .2Cl61
Prothonotary
I hereby certify that the name and address of the proper persons to receive this
Notice are:
Dennis E. Schockley
923 Greenbriar Road
York,PA17404
Por este medio se Ie esta notificando que el_, de ,2001, eVla
siguiente (orden), (Decreto), (Fallo) ha sido anotado en contra suya en el caso
mencionado en el epigraie.
FECHA:
Protonotario
Certifico que 1a siguiente direccion es la del defendido/a segun indicada en el
certificado de residencia:
Dennis E. Schockley
923 Greenbriar Road
York,PA17404
Abogado del Demandante