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HomeMy WebLinkAbout03-1944Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, Plaintiff VS. CJH LEASING, INC., Defendant · CIVIL ACTION - LAW · NO. {~,~ -- I qt/~/ IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA ASSIGNED TO: PRAECIPE TO THE PROTHONOTARY: Kindly enter judgment in ejectment in favor of the Plaintiff, MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, and against the Defendant CJH LEASING, INC. upon the Complaint in Confession of Judgment and Confession of Judgment filed herewith. KOZLOFF STOUDT Corporation ~'f~W~tel'i~, ~squire 'fieys for Plaintiff Barry W. Sawtelle, Esquire Attorney ID//42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, Plaintiff VS. CJH LEASING, INC., Defendant IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA CIVIL ACTION - LAW NO. ASSIGNED TO: CONFESSION OF JUDGMENT Pursuant to the authority contained in the warrant of attorney in the Mortgage, a true and correct photostatic copy of which is attached to the Complaint filed in this action and which appears therein as Exhibit "B', I appear for Defendant CJH LEASING, INC. and confess judgment in ejectment in favor of the Plaintiff and against the Defendant. KOZLOFF STOUDT Professional Corporation -B"ra~ry ~.~_aw(~lle, Esquire nej~s for Defendant Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, Plaintiff VS. CJH LEASING, INC., Defendant IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA CIVIL ACTION - LAW NO. ASSIGNED TO: CERTIFICATION OF ADDRESSES I, Barry W. Sawtelle, Esquire, do hereby certify that the addresses of the following parties are as set forth below: Plaintiff: Manufacturers and Traders Trust Company c/o Barry W. Sawtelle, Esquire 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 Attorney for Plaintiff Defendants: CJH LEASING, INC. 8 Brenneman Circle Mechanicsburg, PA 17055 KOZLOFF STOUDT pr. ,o f~.i~ c~n~.al~orp or aUon Attor~for Plaintiff Dated: April 22, 2003 Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, Plaintiff VS. CJH LEASING, INC., Defendant IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA CIVIL ACTION - LAW NO. ASSIGNED TO: AFFIDAVIT COMMONWEALTH OF PENNSYLVANIA · COUNTY OF BERKS · SS. c-~ Before .m~, the undersigned authority, personally appeared rv~ ~,~ ~ who being duly sworn according to law, doth depose and say tha~ th~ copy of the Mortgage attached hereto as Exhibit "B' is a true and correct copy of the Mortgage of Defendant CJH Leasing, Inc. granted by Defendant CJH Leasing, Inc. on April 9, 1998 and recorded at Deed Book Volume 1449, page 250, Cumberland County Records. Sworn to and subscribed before me this~ay of ~ , 2003. ~OTARY PUBLIC NOTARIAL SEAL JOLENE E MOSER, Notary Public WyomJssing, Berks County My Commission Expires 12-2-2006 Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, Plaintiff VS. CJH LEASING, INC., Defendant · IN THE COURT OF COMMON PLEAS · OF CUMBERLAND, PENNSYLVANIA CIVIL ACTION - LAW NO. ASSIGNED TO: AFFIDAVIT COMMONWEALTH OF PENNSYLVANIA · · SS. COUNTY OF BERKS . Before me, the undersigned authority, personally appeared Barry W. Sawtelle, Esquire, who being duly sworn according to law, doth depose and say, pursuant to Rule 2951, Pa. R.C.P., that the judgment entered by confession in the above-captioned matter is not entered against a natural person in connection with a consumer credit transaction. Sworn to and subscribed before me this ~day of 2003. ~/o~ARY PUBLIC ' KOZLOFF STOUDT Professional Corporation Attfffla~ys for Plaintiff NOTARIAL SEAL JOLENE F. MOSER, Notary Public Wyomissing, Berks County My Commission Expires 12-2-2006 Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, Plaintiff VS. CJH LEASING, INC., Defendant CIVIL ACTION - LAW NO. Oa - .. · ASSIGNED TO: .. .- IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA COMPLAINT FOR JUDGMENT BY CONFESSION IN EJECTMENT The Plaintiff, MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, files this Complaint pursuant to Pennsylvania Rule of Civil Procedure 2951(b) for judgment by confession in ejectment and avers the following in support thereof: 1. The Plaintiff, MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY ("M & T'), is a New York banking corporation organized and existing under the laws of the State of New York and maintaining a place of business at 501 North Wyomissing Boulevard, Wyomissing, Berks County, Pennsylvania. 2. The Defendant is CJH LEASING, INC., a Pennsylvania business corporation maintaining its principal place of business and registered address at 9 Brennenman Circle, Mechanicsburg, Cumberland County. 3. On April 9, 1998, Defendant CJH LEASING, INC. made, executed and delivered to Financial Trust Company, predecessor in interest to M & T, a promissory note (the "Note"), a true and correct copy of which is attached hereto, marked Exhibit "A' and incorporated herein by reference, to evidence a loan (the "Loan") made by Financial Trust Company to Defendant CJH LEASING, INC. 4. As security for the Loan, Defendant CJH LEASING, INC., on or about April 9, 1998, executed and delivered to Financial Trust Company a mortgage (the "Mortgage") encumbering Defendant's real property described in Exhibit "A" to the Mortgage and located at 9 Brenneman Circle, Mechanicsburg, Cumberland County, Pennsylvania, which Mortgage was recorded in the office of the Reocrder of Deeds of Cumberland County, Pennsylvania on April 28, 1998 at Deed Book Volume 1449, page 250 (the "Property"). A true and correct copy of the Mortgage is attached hereto, marked Exhibit "B" and incorporated herein by reference. 5. The Loan was in the principal amount of $280,000.00, with interest thereon pursuant to the terms of the Note, payable in monthly installments on account of principal and interest, commencing on May 9, 1998 and continuing on the same day of each month thereafter, with the entire balance due on demand on or after April 9, 2008. 6. The Mortgage provides, in relevant part, as follows: Possession of the Property. For the purpose of procuring possession of the Property, Grantor hereby authorizes and empowers any attorney of any court of record in the Commonwealth of Pennsylvania or elsewhere, as attorney for Lender and all persons claiming under or through Lender, to sign an agreement for entering in any competent court an amicable action in ejectment for possession of the Property and to appear for and confess judgment against Grantor, and against all persons claiming under or through Grantor, for the recovery by Lender of possession of the Property, without any stay of execution, for which this Mortgage, or a copy of this Mortgage verified by affidavit, shall be sufficient warrant; and thereupon a writ of possession may be issued forthwith, without any prior writ or proceeding whatsoever. 7. Defendants are in default of their obligations under the Note and Mortgage because the payments of principal and interest due on December 9, 2002 and monthly thereafter, are due and have not been paid, whereby Plaintiff is entitled, inter alia, to take possession of the Property. 8. On March 6, 2003 demand was made upon the Defendants for payment in full of all sums due under the Loan. A true and correct copy of the said demand is attached hereto, marked Exhibit "C' and incorporated herein by reference. 9. On or about august 21, 2000, the Note and the Mortgage were assigned by Financial Trust Company to M & T in connection with the acquisition of Financial Trust Company by M & T. 10. Judgment has not been entered on the Mortgage in any jurisdiction. 11. Pursuant to the warrant contained in the Mortgage, judgment in ejectment may be entered for the M & T and against the Defendants. WHEREFORE, pursuant to this Complaint, and in accordance with Pennsylvania Rule of Civil Procedure 2952(g), Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY demands judgment in ejectment for possession of the Property described above, together with costs of suit and reasonable attorneys fees and demand for such judgment is hereby made. KOZLOFF STOUDT Professional Corporation ./B'~fi ~/~.~a~lle,'~squire Att ~'neys for Plaintiff Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, Plaintiff VS. CJH LEASING, INC., Defendant · IN THE COURT OF COMMON PLEAS · OF CUMBERLAND, PENNSYLVANIA CIVIL ACTION - LAW NO. ASSIGNED TO: VERIFICATION The undersigned, being the authorized representative of the Plaintiff in this matter, verifies that (s)he is authorized to execute this Verification on behalf of the plaintiff and further, having read the attached Complaint, hereby verifies that the within Complaint is based on information furnished to counsel, which information has been gathered by counsel in the course of this lawsuit. The language of the Complaint is that of counsel and not of the signer. The signer verifies that (s)he has read the attached Complaint and that it is true and correct to the best of the signer's information and belief. To the extent that the contents of the Complaint are that of counsel, the signer has relied upon counsel in taking this Verification· This Verification is made subject to the penalties of 18 Pa.C.S.A. Section 4904 relating to unsworn falsifications to authorities. DATED: April 9, 2003 EXHIBIT "A" PROMISSORY NOTE uarrower: ~H Leasin- I Y p , ~n or ~[em ' 9 Brennem~ ~%le Lender: Financial Trust Company One West High Street ~~ __ Carlisle, PA 17013 Ppncipal Amount: 5280,000.00 Interest Rate: 8.250% Date of Note: April 9, 1998 PROMISE TO pAY. CJH Leasing, Inc. ("Borrower") promises to pay to Financial Trust Company ("Lender"), or order, in lawful money of the United States of America, the principal amount of Two Hundred EigH~ Thou~nd & 00/100 Dollars (S280,O00.0a), together with interest at the rate of 8.250% per annum on ~he unpaid principal balance from April 9, 1998, un~Jl paid in fu}l. ' PAYMENT. Borrower will pay this loan in accordance with the following paymen~ schedule: The Joan, together With all accrued unpaid interest, shall be due and payable by Borrower upon demand of Lender at any time and from time to time on or after April. 9, 2008. Unle~ and until demand is made the loan shall be paya8le in One Hundred EJgh~ {180) consecutive monthly pNncJpal and interest payments, initially of 32,706.06, beginning May 9, 1998, at a fixed rate of 8.25% ~or five years. On May g, 2003, the interest rate will be adjusted to floating With Financial Trust Company Prime Rate (the "Index") plus 1.00% per annum. The interest rate change will not occur more o~en than each day. On, April 9, 2003, and eve~ year thereaHer, the monthly payment will be adjusted based on t~e interest ~te in effect, the unpaid principal balance and the remaining term of the loan. Lender rose.es the right at any time and ~om time to time ~0 adjust the monthly payment in the event of negative amodfzation. Borrower's final payment due April 9. 2013, shall be for ail principal and accrued interest not ye~ paid.. . The annual in:eres~ rate for thCs Note is comouted on a 3~5/350 basis; tha~ is, by aCClyi~g ~he ra~o of the annual interest rs:a c','er ~ year of 380 dsys. multiplied by ~ outs[andin~ cnncipal bslsn~e, mul~ciieC ~y the ~ctual number cf days the pr~ncioal balance is cutstandin~. Screwer will pay Lender at Lgnder's sCcress shown a~cve or ~ such oihar ¢taca ss Lender may designate ~n writing. U~less otherwise ~greed cr recu~r=d ~y 8P¢fics~le payments wii[ ce sppfied first ~o accrued unpaid interest, ~hen ~o pnncipal, and any rem8ining amount [o any unps d collOdiOn costs ~nd let8 char~es. PREPAYMENT PENALTY. Upon prepayment of this Note, Lender is entitled to the following prepayment penal~: Upon prepayment of this Note, Lender is entitled to the following prepayment penal~: A prepayment premium, equal to 1% of the amount prepaid, Will be charged rot each year or ~o~Jon of a year remaining on the loan at the time of prepaymenL The premium may be t~mited to ~%, declining over a five (5) year term. ~cept for the ¢oregoing, Borrower may pay all or a portion cf the amount owed earlier than it is due. Early payments will not, unless agreed ~o by Lander in writing, relieve Borrower of Borrower's obligation to continue to make payments under Ralher, they wil~ reduce the principal balance d - ................ s due. ~r~y p~yments wiil not, unless ~ ~%~.' ~u~pr r0r me ?eScmg' Borrower ma Borrower's ocJJC~[ion [o continue [o make payments un~r ~he payment schedule. Rather, they will reduce ~he grincipBI bBJsnce =ua and m~y result ' aur~ ,~ uy Lender in '.,lrl~l~g, relieve Borrower 8orrawer making fewer p~yments. LATE CHARGE. If a payment is 15 days or more Idle. ~crrower will be charged ~.oao% of lhe regularly ~heduled payment. DEFAMLT. ~3rr3wer will be ~n default if ~ny of ~he fcilc',ving happens: (a) Borrower f~ s to make any payment when due. fb ~crrower breaks any promise Borr=,.ver has made ~o Lander, ar Borrower ¢~i;s ~o coma y with or to De,arm when due ~n~ other (erin, oaliga~on. ::venBnf, cr condition contained in ~h.s Note or any ~greement foisted ~o bhis Note, or in any other agreemen~ ar Io~n Borrower h~s wiih Lender. ('c) ~=rr='.ver def~u!ts under any loan, ex:gxs;cn of ¢rediL securih/sgreemenL purcnsse or sales agreemem, cr ~ny other ~greement, ~n ~'/or of any c~her .:recitor ar person [hat may materiail,.,, ~ffect any of Borrower's .2rcpe~/ar ~orr3'.ver's aOili~ fo rep~y this Note ar pedorm Borrowers aufigations under This Note ar ~y of the Re~n~ed gocumen:s. (d) Any represem~fion or stateme~; made or furnished fo Lancer ~y Borrower or an BPrraweF's ~en~f is ~s;s8 cr misleading in any material res=eot either now or 8t the time made or furnished. (e) Borrower becomes insolvent, a receiver is appointed for ~¢y 3~R of Borrower's property, Borrg'../er m~kes ~n ~ssignment for ~2e bene~ :f c~editors, or ~ny procBe~ng ~s commenced either b,/ Borrower :r ~¢z~ns~ Borrower under any b~nkruDr:,.,, ¢r ~nsclvency Jaws. (f) Any creditor ides := ~ke any of Borrower's =rope~ an or ~n '~hich Lena'er nas ~ Lan cr securib/interest. This includes ~ ~arn,snment of any of Borrower's ~c=aunfs with Lender. (g) Any guarBn'~ar dies or ~ny of ~he other events described .n :his defauif section ocsurs with res=ecl fo ~ny guarantor af ~his Note. (h~ A material adverse ~hange occurs in 8orrower's ~n~nc~al candkion, :; Lender believes prospec~ of ¢&ymen~ ar performance cf ~he Indebtedness is impaired. (i) Lender in ~aod faith deems itself insecure. LENDER'S RIGHTS. Uoon default, Lander may, after ~iving such notices ~s reauired by ~Dolic~le law, dec,are ~he entire unc~:= 2rinci0ai batance on ~is Note and ~;j ~ccrued uncBia ~nferest ~mmedia[ety :u~. ~nd then 8orro~ver'wiil Day fh~'t ~mount. Lender ma, ni ~:-,, collect [his ,Note ~f Borrower coos ncr ~ay. Borrower ~;so will pay Lender ~hat amount. This includes ~.~--,~- re o{ .,:.. s3meone else ~o help Lender's aftcrne,./s' fees and Lender's legal excenses '.vnether or not there is a ¢~','/suit, including a~ornevs' fees and legal = ~= c= proceedings Jn:~uding effo~s ~o modi~ or vacate any .... cu. ,u any ~m~c ;,near Aopl cache law. not orohibited :,/ acc cable law, Borroger also wiil o~y _ny cou~ costs, in addit¢on [o al ~x~_n_~s for bankruotcy connection ~[%~atic stay ar injunction) ~=peals and any antic¢pa~ed post-~ucgmen: :=flection se~ice~ ~,,,zr:.~ other sums creviced by law. if :udcment ~s :ntered :n~s N~iB. interest w~ll continue ro accrue on ~his Note after jud=men~ a~ the existing'· ~~ - interest rate provided for n :h~s Note. This Note has been delivered to Lender and accepted by Lender in lhe Commonwealth of Pennsylvania. If there is a lawsuit. Borrower agrees upon Lender's request [o submit to the jurisdiction of the couds of Cumberland Count/, the Commonwealth of Pennsylvania. This Note s~all be governed by and Construed in accordance with the laws of the COmmonwealth at Pennsylvania. RIGHT OF S~OFF. Borrower grants :c Lender s contractual Passessory secunu/ :nreres: ~n, and hereby ~ssigns, conveys, cai verb pledges, kansiers to Le:-cer afl Borrower's right. ;il~e and interest in and [o, 8orrower's ~cccunfs with Lender (whether checking', sz,,in~s, or some other accrual[), ~nc:,cJng without limitation ~ll accounts held ;cmr~y with someone else and ~11 accounts Borrower may caen in the future, excJuding however ti and ~c~n accounts, and all trust accounts for wn c~ he grant of ' 'ne"xrenr¢e ~d ~Y aPP,,cacle ,aw, ~o c~arge or Bereft ~,, sums owing:~;rr~c' ";~;;n';~;~ ' i .~=, 3e prohibited by law. Bcrrc~ver zuthodzes Lender, to COLLATERAL. This Note ' '- ~ a y and all such accounts. ~s secured by a Mc~cage *$-=4 4oril 9 1n~° '- -: ' · ~ ..... . ==o, to c-nOer on rea prope~ located in Pennsylvania. ~ :he ~erms 8nd c:nd,iions of ',v~ cn are ~ereay inoorporsted and m~ce 8 Da~ of fhis No[e. Cum~erlanC Ccunp/, Commonwealth af 'o4-o9_-~ 998 PROMISSORY 'NOTE : " (Continued) , Page 2 GENERAL PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing Ihem. Borrower and any = other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, acccmmodation maker or endorser, shall be released from liabilib/. All such padies agree [hat Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or imoa r, fail to realize upon or perfect Lender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. If any portion of this Note is for any reason determined to be unenforceable, it will not affect the enforceability of any other provisions of this Note. CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY A'Ff'ORNEY OR THE PROTHoNoTARy OR CLERK OF ,ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE, AND WITH OR WITHOUT COMPLAINT FILED, AS OF ANY TERM, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE, ALL ACCRUED INTEREST, LATE CHARGES, AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE TOGETHER WITH INTEREST ON SUCH AMOUNTS, TOGETHER WITH COSTS OF SUIT, AND AN A'I-f"ORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL. BALANCE AN~ ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FiVE HUNDRED DOLLARS ($500)~ ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL BE SUFFiCiENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE PROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT, EXCEPT ANY NOTICE AND/OR HEARING REQUIRED UNDER APPLICABLE LAW WITH RESPECT TO EXECUTION OF THE JUDGMENT, AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED 8Y INDEPENDENT LEGAL COUNSEL. PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE. BORROWER AGREES TO THE TERMS OF THE NOTE AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE NOTE. THIS NOTE HAS BEEN SIGNED AND SEALED BY THE UNDERSIGNED. BORROWER: EXHIBIT "B" WHEN RECORDED MAIL TO: Financial Trust Comapny c/o Keystone Loan Operations ATTN: Collateral Dept. 130 Court Street, Po Box 3187 Williamsport, PA 17701 ',,qB rq?, 2d P/"1 3 25 SPACE ABOVE THIS LINE IS FOR RECORDER'S USE ONLY MORTGAGE THIS MORTGAGE IS DATED APRIL 9, 1998, between CJH Leasing, Inc., whose address is 9 Brenneman Circle, Mechanicsburg, PA 17055 (referred to below as "Grantor"); and Financial Trust Company, whose address is One West High Street, Carlisle, PA 17013 (referred to below as "Lender"). GRANT OF MORTGAGE. For valuable consideration, Grantor grants, bargains, Sells, conveys, assigns, transfers, releaSes, confirms and mortgages to Lender all of Grantor's dght, title, and interest in and to the following described real property, together with all existing or subsequently erected or affixed buildings, improvements and fixtures; ail streets, lanes, alleys, passages, and ways; all easements, rights of way, all libedies, privileges, tenements, hereditaments, and appurtenances thereunto belonging or anywise made appurtenant hereafter, and the reversions and remainders with respect thereto; all water, water rights, watercourses and ditch rights (including stock in utilities with ditch or irrigation rights); and all other rights, royalties, and profits relating to the real property, including without limitation all minerals, oil, gas, geothermal and similar matters, located in Cumberland County, Commonwealth of Pennsylvania (the "Real Property"): SEE EXHIBIT "A" ATTACHED HERETO AND INCORPORATED HEREIN BY REFERENCE. The Real Property or its address is commonly known as 9 Brenneman Circle, Mechanicsburg, PA 17055. Grantor presently assigns to Lender all of Grantor's right, title, and interest in and to all leases of the Property and all Rents from the Property. In addition, Grantor grants to Lender a Uniform Commercial Code security interest in the Personal Property and Rents. DEFINITIONS. The following words shall have the following meanings when used in this Mortgage. Terms not otherwise-d-eff~ed in this Mortgage shall have the meanings attributed to such terms in the Uniform Commercial Code. All references to dollar amounts shall mean amounts in lawful money of the United States of America. Grantor. The word "Grantor" means CJH Leasing, Inc.. The Grantor is the mortgagor under this Mortgage. Guarantor. The word "Guarantor" means and includes without limitation each and all of the guarantors, sureties, and accommodation parties in connection with the Indebtedness. . _ Improvements. The word "Improvements" means and includes without limitation all existing and-future improvements, buildings-r-structures, mobile homes affixed on the Real Property, facilities, additions, replacements and other construction on the Real Property. Indebtedness. The word "Indebtedness" means all principal and interest Payable under the Note and any amounts expended or advanced by Lender to discharge obligations of Grantor or expenses incurred by Lender to enforce obligations of Grantor under this Mortgage, together with interest on such amounts as provided in this Mortgage. In addition to the Note, the word "Indebtedness" includes all obligations, debts and iiabiiities, plus interest iherecn, of Grantor to Lender, or any one or mere of them, a---. wall as all claims by' ' --," ..... '~-, ,'=-..,-,ow ' -~,,.~, .¥~h,~, ~,.. .... , or any cna or more of them, whether now existing or hereafter arising, whether related or unrelated to the purpose of the Note, whether voluntary or otherwise, whether due or not due, absolute or contingent, liquidated or unliquidated and whether Grantor may be liable individually or jointly with others, whether obligated as guarantor or otherwise, and whether recovery upon such Indebtedne statute of I mitations and w ss may be or hereafter may become bart , hether such Indebtedness may be or hereafter may become otherwise unenforceable. (Initial Here i!i!:.!i;i!ii!i!iiiiiiii!!!i!! !ii'::~::~i:?i¥ any Lender The word Lender" means Financ~a.I Trust Company, its successors and assinns The ~.,4~. ;. ,~ .......... i'"'~'~ '~ ) · " ~ · ~,,,~o, ,o ,,= ,-u,[gagee uncer mis Mortgage. Mortgage. The word "Mortgage" means this Modgage between Grantor and Lender, and includes without limitation all assignments and security interest provisions relating to the Personal Property and Rents. - Nole. The word "Note" means the promissory note or credit agreement dated April 9, 1998, in the original principal amount of $280,000.00 from Grantor to Lender, together with all renewals of, extensions of, modifications of, refinancings of, consolidations of, and substitutions for the promissory note or agreement. Personal Prol~erty. The words "Personal Property" mean all equipment, fixtures, and other articles of personal property now or hereafter owned by Grantor, and now or hereafter attached or affixed to the Real Property; together with all accessions, parts, and additions to, all replacements of, and all substitutions for, any of such property; and together with all proceeds (including without limitation all insurance Proceeds and refunds of premiums) from any sale or other disposition of the Property. Property. The word "Property~'- means collectively the Real Property and the Personal Property. '! Real Property. The words "Real Prcperty" mean the property, interests and rights described above in the "Grant of Mortgage" section. Related Documents. The words "Related Documents" mean and include without limitation all promissory notes, credit agreements, loan agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, and all other instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness. Rents. The word "Rents" means all present and future rents, revenues, income, issues, royalties, profits, and other benefits derived from the Proper-b/. /',, f i / 0'-1-b9-1998 MORTGAGE (Continued) Page 2 THIS MORTGAGE, INCLUDING THE ASSIGNMENT OF RENTS AND THE SECURITY INTEREST IN THE RENTS AND PERSONAL PROPERTY, IS GIVEN TO"SECURE (1) PAYMENT OF THE INDEBTEDNESS AND (2) PERFORMANCE OF ALL OBLIGATIONS OF GRANTOR UNDER THIS MORTGAGE AND THE RELATED DOCUMENTS. THIS MORTGAGE IS GIVEN AND ACCEPTED ON THE FOLLOWING TERMS: PAYMENT AND PERFORMANCE. Except as otherwise provided in this Mortgage, Grantor shall pay to Lender all amounts secured by this Mortgage as they become due, and shall strictly perform all of Grantor's obligations under this Mortgage. POSSESSION AND MAINTENANCE OF THE PROPERTY, Grantor agrees that Grantor's possession and use of the Property shall be governed by the following provisions: Possession and Use. Until in default, Grantor may remain in possession and control of and operate and manage the Property and collect the Rents from the Property. Duty tO' Maintain. Grantor shall maintain the Property in tenantable condition and promptly perform all repairs, replacements, and maintenance necessao, To preserve its value. Hazardous Substances. The terms "hazardous waste," "hazardous substance," "disposal," "release," and "threatened release," as used in this Mortgage, shall have the same meanings as set forth in the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended, 42 U.S.C. Section 9601, et seq. ("CERCLA"), the Superfund Amendments and Reauthorization Act of 1988, Pub. L. No. 99-499 ("SARA"), the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et seq., the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901, et seq., or other applicable state or Federal laws, rules, or regulations adopted pursuant to any of the foregoing. The terms "hazardous waste" and "hazardous substance" shall also include, without limitation, petroleum and petroleum by-products or any fraction thereof and asbestos. Grantor represents and warrants to Lender that: (a) During the period of Grantor's ownership of the Property, there has been no use, generation, manufacture, storage, treatment, disposal, release or threatened release of any hazardous waste or substance by any person on, under, about or from the ProPerty; (b) Grantor has no knowledge of, or reason to beiieve that there has been, except as previously disclosed to and acknowledged by Lender in writing, (i) any use, generation, manufacture, storage, treatment, disposal, release, or threatened release of any hazardous waste or substance on, under, about or from the Property by any prior owners or occupants of the Property or (ii) any actual or threatened litigation or ctaims of any kind by any person relating to such matters; and (c) Except as previously disclosed to and acknowledged by Lender in writing, (i) neither Grantor nor any tenant, contractor, agent or other authorized user of the Property shall use, generate, manufacture, store, treat, dispose of, or reiease any hazardous waste or substance on, under, about or from the Property and (ii) any such activity shall be conducted in compliance with all applicable federal, state, and local laws, regulations and ordinances, including without limitation those laws, regulations, and ordinances described above. Grantor authorizes Lender and its agents to enter upon the Property to make such inspections and tests, at Grantor's expense, as Lender may deem appropriate to determine compliance of the Property with this section of lhe Mortgage. Any inspections or tests made by Lender shall be for Lender's purposes only and shall not be construed to create any responsibility or liability on the part of Lender to Grantor or to any other person. The representations and warranties contained herein are based on Grantor's due diligence in investigating the Property for hazardous waste and hazardous substances. Grantor hereby (a) releases and waives any future claims against Lender for indemnity or contribution in the event Grantor becomes liable 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 directly or indirectly sustain or suffer resulting from a breach of this section of the Mortgage or as a consequence of any use, generation, manufacture, storage, disposal, release or threatened release occurring prior to Grantor's ownership or interest in the Property, whether or not the same was or should have been known to Grantor. The provisions of this section of the Mortgage, including the obligation to indemnify, shall survive the payment of the Indebtedness and the satisfaction and recgnveyance of the lien of this Mortgage and shall not be affected by Lender's acquisition of any interest in the Property whether b f r ~ · y o eclosure or otherwise. Nuisance, Waste. Grantor shall not cause, conduct or permit any nuisance nor commit, permit, or suffer any stripping of or waste on or to the Property or any portion of the Property. Without limiting the generality of the foregoing, Grantor will not remove, or grant to any other party the right to remove, any timber, minerals (including oil and gas), soil, gravel or rock products without the prior written consent of Lender. Removal of Improvements. Grantor shall not demolish or remove any Improvements from the Real Property without the pdor written consent of Lender. As a condition to the removal of any I~provements, Lender may require Grantor to make arrangements satisfactory to Lender to replace such Improvements with improvements of at least equal value. Lender's Right to Enter. Lender and its agents an3 representatives may enter upon the Real Property at all reasonable times t'~'-attend to Lender's interests and to inspect the Property for purposes of Grantor's compliance with the terms and conditions of this Mortgage. Compliance with Governmental Requirements. Grantor shall promptly comply' with all laws, ordinances, and regulations, now or hereafter in effect, of all governmental authorities applicable to the use or occupancy of the Property, including without limitation, the Americans With Disabilities Act. Grantor may contest in good faith any such law, ordinance, or regulation and withhold compliance during any proceeding, including appropriate appeals, so long as Grantor has notified Lender in writing prior to doing so and so long as, in Lender's sole opinion, Lender's interests in the Property are not jeopardized. Lender may require Grantor to post adequate security or a surety bond, reasonably satisfactory to Lender, to protect Lender's interest. Duty to Protect. Grantor agrees neither to abandon nor leave unattended the Property. Grantor shall do all other acts, in addition to those acts set forth aPove in this section, which from the character and use of the Property are reasonably necessary to protect and preserve the Property. DUE ON SALE - CONSENT BY LENDER. Lender may, at its option, declare immediately due and payable all sums secured by this Mortgage upon the sale or transfer, without the Lender's prior wdtten consent, of all or any part of the Real Property, or any interest in the Real Property. A "sale or transfer" means the conveyance of Real Property or any right title or nterest therein; whether I al · invo untary- whether 'g , deed, installment sale contract Io--~ ~,--~, ......... ' . ' ; e voluntary or by outn ht sale eg benefical or equitable wheth r (3) years, lease-option contract, or by sale, assignment, or transfer of any beneficial interest in or to any land trust holding title to the Real Property, or , '~-,-, ,-,,.,,,-~,.,~, uun[rac[ for deed, leasehold interest with a term greater than three by any other method of conveyance of Real Property interest. If any Grantor is a corporation, partnership or limited liability company, transfer also includes any change in ownership of more than twenty-five percent (25%) of the voting stock, partnership interests or limited liability company interests, as the case may be, of Grantor. However, this option shall not be exercised by Lender if such exercise is prohibited by federal law or by Pennsylvania.. law. TAXES AND LIENS. The following provisions relating to the taxes and liens on the Property are a part of this Mortgage. Payment. Grantor shall pay when due (and in all events prior to delinquency) all taxes, payroll taxis, special taxes, assessments, water charges ~' and sewer service charges levied against or on account of the Property, and shall pay when due all claims for work done on or for services rendered or material furnished to the Property. Grantor shall maintain the Property free of all liens having priority over or equal to /he interest of Lender under this Mortgage, except for the lien of taxes and assessments not due, and except as otherwise provided in the following paragraph. Right To Contest. Grantor may withhold payment of any tax, assessment, or claim in connection with a good faith dispute over the obligation to pay, so long as Lender's interest in the Property is not jeopardized. If a lien arises or is filed as a result of nonpayment, Grantor shall within fifteen (15) days after the lien arises or, if a lien is filed, within fifteen (15) days after Grantor has notice of the filing, secure the discharge of the lien, or if requested by Lender, deposit with Lender cash or a sufficient corporate surety bond or other security satisfactory to Lender in an amount sufficient (;",-09-1998 MORTGAGE (Continued) Page 3 . to discharge the lien plus any costs and attorneys' fees or other charges that could accrue as a result of a foreclosure or sale under the lien. In any contest, Grantor shall defend itself and Lender and shall satisfy any adverse judgment before enforcement against the Property. Grantor shatl name Lender as an additional obligee under any surety bond furnished in the contest proceedings. Evidence of Payment. Grantor st~all upon demand furnish to Lender satisfactory evidence of payment of the taxes or assessments and shall authorize the appropriate governmental official to detiver to Lender at any time a written statement of the taxes and assessments against the Property. Notice of Construction. Grantor shall notify Lender at least fifteen (15) days before any work is commenced, any services are furnished, or any materials are supplied to the Property, if any mechanic's lien, materialmen's lien, or other lien could be asserted on account of the work, services, or materials and the cost exceeds $5,000.00. Grantor will upon request of Lender furnish to Lender advance assurances satisfactory to Lender that Grantor can and will pay the cost of such improvements. PROPERTY DAMAGE INSURANCE. The following provisions relating to insuring the ProPerty are a pad of this Mortgage. Maint. enance of Insurance. Grantor shall procure and maintain policies of fire insurance with standard extended coverage endorsements on a replacement basis for the full insurable value covering all Improvements on the Real Property in an amount sufficient to avoid appl!cafion of any coinsurance clause, and with a standard mortgagee clause in favor of Lender. Grantor shall also procure and maintain comprehensive general liability insurance in such coverage amounts as Lender may request with Lender being named as additional insureds in such liability insurance policies. Additionally, Grantor shall maintain such other insurance, including but not limited to hazard, business interruption and boiler insurance as Lender may require. Policies shall be written by such insurance companies and in such form as may be reasonably acceptable to Lender. Grantor shall deliver to Lender certificates of coverage from each insurer containing a stipulation that coverage will not be cancelled or diminished without a minimum of ten (10) days' prior wdtten notice to Lender and not containing any disclaimer of the insurer's liability for failure to give such notice. Each insurance policy aisc sha!l include an e~dorsement providing that coverage in favor of Lender will not be impaired in any way by any act, omission or default of Grantor or any other person. Should the Real Property at any time become located in an area designated by the Director of the Federal Emergency Management' Agency as a special flood hazard area, Grantor agrees to obtain and maintain Federal Flood Insurance for the full unpaid principal balance of the loan, up to the maximum policy limits set under the National Flood Insurance Program, or as otherwise required by Lender, and fo maintain such insurance for the term of the loan. Application of Proceeds. Grantor shall promptly notify Lender of any loss or damage to the Property if the estimated cost of repair or replacement exceeds $500.00. Lender may make proof of loss if Grantor falls to do so within fifteen (15) days of the casualty. Whether or not Lender's security is impaired, Lender may, at its election, apbly the proceeds to /he reduction cf the Indebtedness, payment of any lien affecting the Property, or the restoration and repair of the Property. if Lender elects to apply the proceeds to restoration and repair, Grantor shall repair or replace the damaged or destroyed Improvements in a manner satisfactory to Lender. Lender shall, upon satisfactory proof of such expenditure, pay or reimburse Grantor from the proceeds for the reasonable cost of repair or restoration if Grantor is not in default hereunder. Any proceeds which have not been disbursed within 180 days after their receipt and which Lender has not committed to the repair or restoration cf the Property shall be used first to pay any amount owing to Lender under this Mortgage, then to prepay accrued interest, and the remainder, if any, shall be applied to the principal balance of the Indebtedness. If Lender holds any proceeds after payment in full of the Indebtedness, such proceeds shalt be paid to Grantor. Unexpired Insurance at Sale. Any unexpired insurance shall inure to the benefit of, and pass to, the purchaser of the PropertY covered by this Modgage at any trustee's sate or other sale held under the provisions of this Mortgage, or at any foreclosure sale of such Property. Grantor'a Report on Insurance. Upon request of Lender, however not more than once a year, Grantor shall furnish to Lender a report on each existing policy of insurance showing: (a) the name of the insurer; (b) the risks insured; (c) the amount of the policy; (d) the property insured, the then current replacement value of such property, and the manner of determining that value; and (e) the expiration date of the policy. Grantor shall, upon request of Lender, have an independent appraiser satisfactory to Lender determine the cash value replacement cost of the Property. EXPENDITURES BY LENDER. If Grantor fails to comply with any provision of this Mortgage, or if any action or proceeding is commenced that would materially affect Lender's interests in the Property, Lender on Grantor's behalf may, but shall not be required to, take any action that Lender deems appropriate. Any amount that Lender expends in so doing will bear interest at the rate provided for in the Note from the date incurred or paid by Lender to the date of repayment by Grantor. All such expenses, at Lender's option, will (a) be payable on demand, (b) be added to the balance of the Note and be apportioned among and be payable with any installment payments to become due during either (i) the term of any applicabl~nsurance policy or (ii) the remaining term of the Note, or (c) be treated as a balloon payment which will be due and payable at the Nero's maturity. This Mortgage also will secure payment of these amounts. The dghts provided for in this paragraph shall be in addition to any other rigi~ts or any remedies to which Lender may be entitled on account of the default. Any such action by Lender shall not be construed as curing the default so as to bar Lender from any remedy that it otherwise would have had. Grantor's obliQation to Lender for all such expenses shall survive the entry of any mortgage foreclosure judgment. - WARRANTY; DEFENSE OF TITLE. The following provisions relating to ownership of the Property are a part of this Modgage. Title. Grantor warrants that: (a) Grantor holds good and marketable title of record to the Property in fee simple, free and clear of all liens and encumbrances other than those set forth in the Real Property description or in any title insurance policy, title report, or final title opinion issued in favor of. and accepted by, Lender in connection with this Mortgage, and (b) Grantor has the full right, power, and authority, to execute and deliver this Mortgage to Lender. Defense of Title. Subject to the exception in the paragraph above, Grantor warrants and will forever defend the title to the Property against the lawful claims of all persons. In the event any action or proceeding is commenced that questions Grantor's title or the interest of Lender under this Mortgage, Grantor shall defend the action at Grantor's expense. Grantor may be the nominal party in such proceeding, but Lender shall be entitled to participate in the proceeding and to be represented in the proceeding by counsel of Lender's own choice, and Grantor will deliver, or cause to be delivered, to Lender such instruments as Lender may request from time to time to permit such participation. Compliance With Laws. Grantor warrants that the Property and Grantor's 'use of the Property complies with all existing applicable laws, ordinances, and regulations of governmental authorities. CONDEMNATION. The following provisions relating to condemnation of the Property are a part of this Mortgage. Application of Net Proceeds. If all or any part of the Property is condemned by eminent domain proceedings or by any proceeding or purchase '~ in lieu of condemnation, Lender may at its election require that all or any portion of the net proceeds of the award be applied to the Indebtedness or the repair or restoration of the Property. The net proceeds of the award shall mean the award after payment of all actual costs, expenses, and attorneys' fees incurred by Lender in connection with the condemnation. Proceedings. If any proceeding in condemnation is filed, Grantor shall promptly notify Lender in writing, and Grantor shall promptly take such steps as may be necessary to defend the action and obtain the award. Grantor may be the nominal party in such proceeding, but Lender shall be entitled to participate in the proceeding and to be represented in the proceeding by counsel of its own choice, and Granior will deliver or cause to be delivered to Lender such instruments as may be requested by it from time to time to permit such participation. 252 0.¢-09-1998 MORTGAGE (Continued) Page 4 IMPOSITION OF TAXES, FI:ES AND CHARGES BY GOVERNMENTAL AUTHORITIES. The following provisions relating to governmental taxes, fees and charges are a part of this Mortgage: Current Taxes, Fees and Charges. Upon request by Lender, Grantor shall execute such documents in addition to this Mortgage and take whatever other action is requested by Lender to perfect and continue Lender's lien on the Real Property. Grantor shall reimburse Lender for all taxes, as described below, together with all expenses incurred in recording, perfecting or continuing this Mortgage, including without limitation all taxes, fees, documentary stamps, and other charges for recording or registering this Mortgage. Taxes. The following shall constitute taxes to which this section applies: (a) a specific tax upon this tYpe of Mortgage or upon all or any part of the Indebtedness secured by this Mortgage; (b) a specific tax on Grantor which Grantor is authorized or required to deduct from payments on the Indebtedness secured by this tYpe of Mortgage; (c) a tax on this type of Mortgage chargeable against the Lender or the holder of the Note; and (d) a specific tax on all or any portion of the Indebtedness or on payments of principal and interest made by Grantor. 'Subsequent Taxes. If any tax to which this section applies is enacted subsequent to the date of this Mortgage, this event shall have the same effect as an Event of Default (as defined below), and Lender may exercise any or all of its available remedies for an Event of Default as provided below unless Grantor either (a) pays the tax before it becomes delinquent, or .(b) contests the tax as provided above in the Taxes and Liens section and deposits with Lender cash or a sufficient corporate surety bond or other.security satisfactory to Lender. SECURITY AGREEMENT; FINANCING STATEMENTS. The following provisions relating to this Mortgage as a security agreement are a pad of this Mortgage. Security Agreement. This instrument shall constitute a secudty agreement to the extent any of the Property constitutes fixtures or other personal property, and Lender shall have all of the rights of a secured party under the Uniform Commercial Code as amended from time to time. Security Interest. Upon request by Lender, Grantor shall execute financing statements and take whatever other action is requested by Lender to perfect and continue Lender's secudty interest in the Rents and Personal Property. In addition to recording this Mortgage in the real property records, Lender may, at any time and without further authorization from Grantor, file executed counterparts, copies or reproductions of this Mortgage as a financing statement. Grantor shall reimburse Lender for all expenses incurred in perfecting or continuing this security interest. Upon default, Grantor shall assemble the Personal Property in a manner and at a place reasonably convenient to Grantor and Lender and make it available to Lender within three (3) days after receipt of whtten demand from Lender. Addresses. The mailing addresses of Grantor (debtor) and Lender (secured party), from which information concerning the security interest granted by this Mortgage may be obtained (each as required by the Uniform Commercial Code), are as stated on the first page of this Modgage. FURTHER ASSURANCES; ATTORNEY-IN-FACT. The following provisions relating to further assurances and attorney-in-fact are a part of this. Mortgage. Further Assurances. At any time, and from time to time, upon request of Lender, Grantor will make, execute and deliver, or will cause to be made, executed or delivered, to Lender or to Lender's designee, and when requested by Lender, cause to be filed, recorded, raffled, or rerecorded, as the case may be, at such times and in such offices and places as Lender may deem appropriate, any and all such mortgages, deeds of trust, security deeds, security agreements, financing statements, continuation statements, instruments of further assurance, certificates, and other documents as may, in the sole opinion of Lender, be necessary or desirable in order to effectuate, complete, perfect, continue, or preserve (a) the obligations of Grantor under the Note, this Mortgage, and the Related Documents, and (b) the liens and security interests created by this Mortgage as first and prior liens on the Property, whether now owned or hereafter acquired by Grantor. Unless prohibited by law or agreed to the contrary by Lender in writing, Grantor shall reimburse Lender for all costs and expenses incurred in connec~th the matters referred to in this paragraph. Attorney-in-Fact. If Grantor fails to do any of the things referred to in the preceding paragraph, Lender may do so for and in the name ct Grantor and at Grantor's expense. For such purposes, Grantor hereby irrevocably appoints Lender as Grantor's attorney-in-fact for the purpose of making, executing, delivering, filing, recording, and doing all other things as may be necessary or desirable, in Lender's-sole opinion, to accomplish the matters referred to in the preceding paragraph. FULL PERFORMANCE. If Grantor pays all the Indebtedness when due, and otherwise performs all the obligations imposed upon Grantor under this Mortgage, Lender shall execute and deliver to Grantor a suitable satisfaction of this Mortgage and suitable statements of termination of a~y'-financing statement on file evidencing Lender's security interest in the Rents and the Personal Property. Grantor will pay, if permitted by applicable law, any reasonable termination fee as determined by Lender from time to time. DEFAULT. Each of the following, at the option of Lender, shall constitute an event of default ("Event of Default") under this Modgage: Default on indebtedness. Failure of Grantor to make any payment when due on the Indebtedness. Default on Other Payments. Failure of Grantor within the time required by this Modgage to make any payment for taxes or insurance, or any other payment necessary to prevent filing of or to effect discharge of any lien. Compliance Default. Failure of Grantor to comply with any other term, obligation, covenant or condition contained in this Mortgage, the Note or in any of the Related Documents. Default in Favor of Third Parties. Should Grantor default under any loan, extension of credit, securitY agreement, purchase or sales agreemenl, or any other agreement, in favor of any other creditor or person that may materially affect any of Grantor's property or Grantor's ability to repay the Note or Grantor's ability to perform Grantor's obligations under this Mortgage or any of the Related Documents. False Statements. Any warranty, representation or statement made or furnished to Lender by or on behalf of Grantor under this Mortgage, the Note or the Related Documents is false or misleading in any matedal respect, either now or at the time made or furnished. Defective Collateralization. This Mortgage or any of the Related Documents ceases to be in full force and effect (including failure of any collateral documents to create a valid and perfected security interest or lien) at any time and for any reason. Insolvency. The dissolution or termination of Grantor's existence as a going business, the insolvency of Grantor, the appointment of a receiver for any part of Grantor'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 Grantor. Foreclosure, Forfeiture, otc. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help, repossession or any other method, by any creditor of Grantor or by any governmental agency against any of the Properly. However, this subsection shall not apply in the event of a good faith dispute by Grantor as to the validity or reasonableness of the claim which is the basis of the foreclosure or forefeiture proceeding, provided that Grantor gives Lender wdtten notice of such claim and furnishes reserves or a suretY bond for the claim satisfactory to Lender. Breach of Other Agreement. Any breach by Grantor under the terms of any other agreement between Grantor and Lender that is not remedied within any grace period provided therein, including without limitation any agreement concerning any indebtedness or other obligation of Grantor to 1449 253 04-09-1998 MORTGAGE (Continued) Page 5 Lende.r, whether existing now or later. Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor cf 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. Adverse Change. A material adverse change occurs in Grantor's financial condition, or Lender believes the prospect of payment or performance of the Indebtedness is impaired. Insecurity. Lender in good faith deems itself insecure. RIGHTS AND REMEDIES ON DEFAULT. Upon the occurrence of any Event of Default and at any time thereafter, Lender, at its option, may exercise any one or more of the following rights and remedies, in addition to any other rights or remedies provided by law: Accelerate Indebtedness. Subject to applicable law, Lender sha.,ll have the right at its option without notice to Grantor to declare the entire Indebtedness immediately due and payable. UCC Remedies. With respect to all or any part of the Personal Property, Lender shall have all the rights and remedies of a secured party under the Uniform Commercial Code. Collect Rents. Lender shall have the right, without notice to Grantor, to take possession of the Property and collect the Rents, including amounts past due and unpaid, and apply the net proceeds, over and above Lender's costs, against the Indebtedness. In furtherance of this right, Lender may require any tenant or other user of the Property to make payments of rent or use fees directly to Lender. If the Rents are collected by Lender, then Grantor irrevocably designates Lender as Grantor's attorney-in-fact to endorse instruments received in payment thereof in the name of Grantor and to negotiate the same and collect the proceeds. Payments by tenants or other users to Lender in response to Lender's demand shall satisfy the obligations for which the payments are made, whether or not any proper grounds for the demand existed. Lender may exercise its rights under this subparagraph either in person, by agent, or through a receiver. Appoint Receiver. Lender shall have the right to have a receiver appointed to take possession of all or any part of the Property, with the power to protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to collect the Rents from the Property and apply the proceeds, over and above the cost of the receivership, against the Indebtedness. The receiver may serve without bond if permitted by law. Lender's right to the appointment of a receiver shall exist whether or not the apparent value of the Property exceeds the Indebtedness by a substantial amount. Employment by Lender shall not disqualify a person from serving as a receiver. Judicial Foreclosure. Lender may obtain a judicial decree foreclosing Grantods interest in all or any part of the Properly. Possession of the Property. For the purpose of procuring possession of the Property, Grantor hereby authorizes and empowers any attorney of any court cf record in the Commonwealth of Pennsylvania or elsewhere, as at'['orney for Lender and a persons claiming under or through Lender, to sign an agreement for entering in any competent court an amicable action in ejectment for possession of the Property and to appear for and confess judgment against Grantor, and against all persons claiming under or through Grantor, for the recovery by Lender of possession of the Property, without any stay of execution, tot which this Mortgage, or a copy of this Mortgage verified by affidavit, shall be a sufficient warrant; and thereupon a writ of possession may be issued forthwith, without any prior writ or proceeding whatsoever. Nonjudicial Sale. If permitted by applicable law, Lender may foreclose Grantor's interest in all or in any part of the Personal Property or the Real Property by nonjudicial sale. ~ Deficiency Judgment. Lender may obtain a judgment for any deficiency remaining in the Indebtedness due to Lender after application of all amounts received from the exercise of the rights provided in this section. Tenancy at Sufferance. tf Grantor remains in possession of the Property after the Properly is sold as provided above or Lender otherwise becomes entitled to possession of the Property upon default of Grantor, Grantor shall become a tenant at sufferance of Lander or the purchaser of the Property and shall, at Lender's option, either (a) pay a reasonable rental for the use of the Property, or (b) vacate the Property immediately upon the demand of Lender. Other Remedies. Lender shall have alt other rights and remedies pravfded in this Modgage or the Note or available at law or in equity.-- Sale of the Property. To the extent permitted by applicable law, Grantor hereby waives any and all right to have the property marshalled, tn exercising its rights and remedies, Lender shall be free to sell all or any part of the Property together or separately, in one sale or by separate sales. Lender shall be entitled to Did at any public sale on all or any portion of the Property. Notice of Sale. Lender shall give Grantor reasonable notice of the time and piace of any public sale of the Personal Propert,./or of the time after which any private sale or other intended disposition of the PersonaJ Property is to be made. Unless otherwise required by applicable law, reasonable notice shall mean notice given at least ten (10) days before the time of the sale or disposition. Waiver; Election of Remedies. A waiver by any party of a breach of a provision of this Modgage shall not constitute a waiver of or prejudice the party's rights otherwise to demand strict compliance with that provision or any other provision. Election by Lender to pursue any remedy shall not exclude pursuit of any other remedy, and an election to make expenditures or take action to perform an obligation of Grantor under this Modgage after failure of Grantor to perform shall not affect Lender's right to declare a default and exercise its remedies under this Mortgage. Attorneys' Fees; Expenses. If Lender institutes any suit or action to enforce any cf the terms of this Mortgage, Lender shall be entitled to recover such sum as the court may adjudge reasonable as attorneys' fees at trial and on any appeal. Whether or not any court action is involved, reasonable expenses incurred by Lender that in Lender's opinion are necessary at any time for the protection of its interest or the enforcement all of its rights shall become a part of the Indebtedness payable on demand and shall bear interest from the date of expenditure until repaid at the rate provided for in the Note. Expenses covered Dy this paragraph include, without limitation, however 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' fees for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or njunction) appea s and searching records, obtain ng title reports (includ ng foreclosure reports), surveyors' any anticipated post-judgment collection services, the cost of reports, and appraisal fees, and title insurance, to the extent permitted by applicable law. Grantor also will pay any court costs, in addition to all other sums provided by law. NOTICES TO GRANTOR AND OTHER PARTIES. Unless otherwise provided by applicable law, any notice under this Mortgage shall be in writing,~ may be sent by telefacsimile (unless otherwise required by law), and shall be effective when actually delivered, or when deposited with a nationally recognized overnight courier, or, if mailed, shall be deemed effective when deposited in the United States mail first class, certified or registered mail, postage prepaid, directed to the addresses shown near the beginning of this Mortgage. Any party may change its address for notices under this Mortgage by giving formal written notice to the other padies, specifying that the purpose of the notice is to change the party's address. All copies of notices of ¢oreclosure from the holder of any lien which has priority over this Mortgage shall be sent to Lender's address, as shown near the beginning of this Mortgage. For notice purposes, Grantor agrees to keep Lender informed at all times of Grantor's current address. 254 04-09-1998 MORTGAGE (Continued) Page 6 MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Mortgage: Amendments. This Mortgage, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Mortgage. No alteration of or amendment to this Mortgage 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. Annual Reports. tf the Property is used for purposes other than Grantor's residence, Grantor shall furnish to Lender, upon request, a certified statement of net operating income received from the Property during Grantor's previous fiscal year in such form and detail As Lender shall require. "Net operating income" shall mean all cash receipts from the Property less all cash expenditures made in connection with the operation of the Property. Applicable Law. This Mortgage has been delivered to Lender and accepted by Lender in the Commonwealth of Pennsylvania. ,This Mortgage shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania. Caption Headings. Caption headings Jn this Modgage are. for convenience purposes only and are not to be used to interpret or define the provisions of this Mortgage. . Merger. There shall be no merger of the interest or estate created by this Mortgage with any other interest or estate in the Property at any time held by or for the benefit of Lender in any capacity, without the written consent of Lender. Multiple Parties; Corporate Authority. All obligations of Grantor under this Mortgage shall be joint and several, and all references to Grantor shall mean each and every Grantor. This means that each of the persons signing below is responsible for all obligations in this Mortgage. Severability. If a court of competent jurisdiction finds any provision of this Modgage fo be invalid or unenforceable es to any person or circumstance, such finding shall not render that provision invalid or unenforceable as to any other persons or circumstances. If feasible, any such offending provision sr~all be deemed to be modified to be within the limits of enforceability or validity; however, if the offending provision cannot be so modified, it shall be stricken and ail other provisions of this Mortgage in all other respects shall remain valid and enforceable. Successors and Assigns. Subject to the limitations stated in this Mortgage on transfer of Grantor's interest, this Mortgage shall be binding upon and inure to the benefit of the parties, their heirs, personal representatives, successors and assigns. If ownership of the Prooerty becomes vested in a person other than Grantor, Lender, without notice to Grantor, may deal with Grantor's successors with reference to t'his Mortgage and the Indebtedness by way of forbearance or extension without releasing Grantor from the obligations of this Mortgage or liability under the Indebtedness. Time Is of the Essence. Time is of the essence in the performance of this Mortgage. Waivers and Consents. Lender shall not be deemed to have waived any rights under this Mortgage (or under the Related Documents) unless such waiver is in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by any party of a provision of this Mortgage shall not constitute a waiver of or prejudice the party's right otherwise to demand strict compliance with that provision or any other provision. NO prior waiver by Lender, nor any course of dealing between Lender and Grantor, shall constitute a waiver of any of Lender's rights or any of Grantor's obligations as to any future transactions. Whenever consent by Lender is required in this Mortgage, the granting of such consent by Lender in any instance shall · subsequent instances where such consent is required, not constitute continuing consent to GRANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS MORTGAGE, AND GRANTOR AGREES TO ITS TERMS. THIS MORTGAGE HAS BEEN SIGNED AND SEALED BY THE UNDERSIGNED. *GRANTOR: CJ .H..Leasing,,Inc,. ,~, /'~.. . , ;: 3;:;:! .: .~.~ ::: :::: Jdi ,Cjorlsh, President J"--'~) Signed, acknowledged delivere-i ~' " CERTIFICATE OF RESIDENCE I hereby certih/, that the precise address of the mortgagee, Financial~ompan~, erein ~~ / One West High Street, Carlisle, PA 17013 '~., _~~~ tgac · . oo 1449 255 04-09-1998 MORTGAGE (Continued) Page 7 CORPORATE ACKNOWLEDGMENT STATE OF /~/U./~.'~ y~. J/~)/'L/t~,.~ ) ~ ) ss COUNTY OF L/?~( ,/~,~ Z~'~./_,Z~/'j ~ ) undersi,~ne~ ~.,~;. ........ - ,, ' .- , ~. / o , before me ¢,---.-'7c.~/Ct'k- /%.. /.,"C//~_.~ ~v~' .~". . ..... ,y ruo,,c, persona,,y appeared Jill Corish and Heather Oster.oudt who acknowledged ,hemselves~c~'~E;~-~'~;den; Secretary/Treasurer of CJH Leasing. Inc. a corporation, and that they as such President and Secretary/Treasurer, bein~ aufh~ized t~ executed the foregoing instrument for the purposes therein contained by signin~ the me f .' Secretary/Treasurer. o r~a o th~,.?orporatlcn by themse~e~Las Pre~'~li~nt"ar~l-' . In witness whereof, I hereunto set my ,ariel eno crucial-~-a! , ~ -' ? Lau,e K. Wagner, Notary PuU~c I/"~ ,¢2//~'. ~ Hampden Tw~., Cumbe,and Co.nty /'I ~' ,;~-c~,,, My Commission Expires Nov. 12, 2001 t,J ~./ / ~ t, /...~ ' J"lq~tary Public in and for the State o~'/¢~'/~ ~// LASER PRO, Reg. U.S. P~t. & T.M, Off., Ver. 3.24 (c) 1998 CFI ProServices, Inc. AIl rights reserveci. [PA-G03 CJ H.LN CS.0VL] 256 EXHIBIT "C" James T. Grady Vice President Special Assets Department Telephone 610.373.3996 Facsimile 610.373.0606 E-mail: i¢]rad¥C.m andtbank.com March 19,2003 CJH Leasing, Inc. 9 Brenneman Circle Mechanicsburg, PA 17055 ATTN: Mr. Donald Hearn RE: Manufacturers and Traders Trust Company Account No. 2727263016 Original Principal Amount: $280,000.00 Dear Mr. Hearn: NOTICE I am the loan account officer at Manufacturers and Traders Trust Company (the "Bank"), handling your account with respect to your obligations under a commercial loan Promissory Note dated April 9, 1998 in the original principal amount of $280,000.00 as referenced above. You are in default under that Note by virtue of your failure to make payments of interest and principal when due. This letter constitutes notice to you that the Bank hereby declares.default and exercises its rights to accelerate the entire balance due under the subject Promissory Note. Demand is hereby made upon you to remit payment, in full, within ten (10) days of the date of this letter, of the entire balance due as follows: Principal $234,845.83 Interest 4,720.94 Satisfaction Fee 30.00 Late Fee 3,247.20 Total Due as of March 19, 2003 $242,843.97 Per diem after March 19, 2003 $53.82 Manufacturers and Traders Trust Company · 501 North Wyomissing Boulevard, Wyomissing, PA 19610 · (610) 373-8807 March 19, 2003 PAGE TWO Payment should be made directly to the Bank at: Manufacturers and Traders Trust Company;, ATTN: James T. Grady, 501 N. Wyomissing Boulevard, Wyomissing, PA 19610. If payment in full is not received within the time provided, the Bank may exercise its legal rights and remedies to enforce collection against you, or against the collateral pledged as security fo.r your obligations. The Bank's rights include entry of judgment by confession against you. In the event the Bank exercises any of its remedies, legal fees and costs will be incurred for which you will be liable under the terms of the loan documents. The Bank reserves the right to accept partial payment, payment on account or payment of some or all of the interest due following the date of this Notice.. However, no payment accepted by the Bank shall constitute a waiver of this declaration 'of default, acceleration and demand for payment in full unless expressly agreed by the Bank in writing. A copy of this Notice is being provided to Donald B. and Constance A. Hearn, since both of you are jointly and severally liable for the debt under the terms of the note and loan documents. cc: G. Balchunas, Esquire Very truly yours, MANUFACTURERS AND TRADERS TRUST COMPANY Vice President Via Regular and Certified Mail, Return Receipt Requested Barry W. Sawtelle, Esquire Attorney 1D0 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 · Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, Plaintiff VS. CJH LEASING, INC., Defendant · IN THE COURT OF COMMON PLEAS · OF CUMBERLAND, PENNSYLVANIA · CIVIL ACTION - LAW · NO. 03-1944 Civil Term ASSIGNED TO: CERTIFICATE OF SERVICE I, Barry W. Sawtelle, Esquire, attorney for Plaintiff Manufacturers and Traders Trust Company, certify that on May 14, 2003, a copy of the Notice Under Rule 2958.1 of Judgment and Execution Thereon in the form attached was served upon the following parties by first class mail, postage prepaid: CJH Leasing, Inc. 9 Brenneman Circle Mechanicsburg, PA 17055 This Certificate is made subject to the penalties of 18 Pa. C.S. Section 4904 relating to unsworn falsification to authorities. KOZLOFF STOUDT Professional Corporation ~forneys for Plaintiffs Dated: May 14, 2003 Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, Plaintiff VS. CJH LEASING, INC., Defendant IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA CIVIL ACTION - LAW NO. 03-1944 Civil Term ASSIGNED TO: NOTICE UNDER RULE 2958.1 OF JUDGMENT AND EXECUTION THEREON NOTICE OF DEFENDANT'S RIGHTS TO: CJH LEASING, INC., A judgment in ejectment has been entered against you and in favor of the Plaintiff without any prior notice or hearing based on a confession of judgment contained in a written agreement or other paper allegedly signed by you. The Sheriff may take your property in accordance with the judgment at any time after thirty (30) days after the date on which this notice is served on you. You may have legal rights to defeat the judgment or to prevent your property from being taken. YOU MUST FILE A PETITION SEEKING RELIEF FROM THE JUDGMENT AND PRESENT IT TO A JUDGE WITHING THIRTY (30) DAYS AFTER THE DATE ON WHICH THIS NOTICE IS SERVED ON YOU OR YOU MAY LOSE YOUR RIGHTS. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER 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 Date: May 14, 2003 ~~4~.~FF STOUDT "~ ~.~telle, Esquire )mey ID# 42936 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, Plaintiff VS. CJH LEASING, INC., Defendant : IN THE COURT OF COMMON PLEAS OF CUMBERLAND, PENNSYLVANIA CIVIL ACTION - LAW NO. 03-1944 Civil Term ASSIGNED TO: : PRAECIPE TO THE PROTHONOTARY: Kindly mark the judgment entered in the above-captioned action "SATISFIED AND PAID IN ULL , upon payment of your costs only. Date: July]~/, 2003 KOZLOFF STOUDT e~ co~eora~on ~r r y,~~E~ q~:~r e A~.ofney ID# 42936 ~"2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Barry W. Sawtelle, Esquire Attorney ID# 42936 Kozloff Stoudt 2640 Westview Drive P.O. Box 6286 Wyomissing, PA 19610 (610) 670-2552 Attorneys For: Plaintiff MANUFACTURERS AND TRADERS TRUST COMPANY, SUCCESSOR TO FINANCIAL TRUST COMPANY, Plaintiff VS. CJH LEASING, INC., Defendant : IN THE COURT OF COMMON PLEAS : OF CUMBERLAND, PENNSYLVANIA : : CIVIL ACTION - LAW : : NO. 03-1944 Civil Term : : ASSIGNED TO: CERTIFICATE OF SERVICE I, Barry W. Sawtelle, Esquire, a .tt~orney for Plaintiff Manufacturers and Traders Trust Company, certify that on July /~t, 2003, a copy of the Praecipe in the form attached was served upon the following parties by first class mail, postage prepaid: CJH Leasing, Inc. 9 Brenneman Circle Mechanicsburg, PA 17055 This Certificate is made subject to the penalties of 18 Pa. C.S. Section 4904 relating to unsworn falsification to authorities. Dated: July [~(, 2003 KOZLOFF STOUDT Professional Corporation -~i~t~lle, Esquire A.~}rfieys for Plaintiffs