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Home My WebLink About99-06250 -• ,'; .f , A. W IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL DIVISION - LAW DIXIELU, INC., Vs. DBI MANAGEMENT and DAVID L. BILLMAN, Plaintiff' ) Defendants ) No. Qq- C0050 C,,ATeArn CONFESSION OF JUDGMENT BY COMPLAINT FOR EJECTMENT Pursuant to the authority contained in the warrant of attorney, a copy of which is attached to the complaint filed in this action, I appear for the defendants and confess judgment in ejectment in favor of the plaintiff and against defendants for possession of the real property described as follows: the leased premises as more fully described in the complaint consisting of a parcel of land located at 5103 Carlisle Pike, Mechanicsburg, Pennsylvania, located in the Township of Hampden, County of Cumberland, Pennsylvania. TALLMAN, RUDDERS R SORRENTINO, P.C. By: DATE: OCTOBER /a, 1999 SCOTT , Esquire Atto 1162720 1611 Pond Road, Suite 300 Allentown, PA 18104-2256 (610) 391-1800 ATTORNEY FOR PLAINTIFF A IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL DIVISION - LAW DIXIELU, INC., ) Plaintiff ) NO. Cn_(pa aT2rrn Vs. ) DBI MANAGEMENT and ) DAVID L. BILLMAN, ) Defendants ) NOTICE UNDER RULE 2973.3 OF JUDGMENT AND EXECUTION THEREON NOTICE OF DEFENDANT'S RIGHTS TO: DBI MANAGEMENT and DAVID L. BILLMAN Defendants A judgment for possession of real property has been entered against you and in favor of the plaintiff without prior notice and hearing based on a confession of judgment contained in a promissory note or other document allegedly executed by you. The court has issued and the sheriff has served a writ of possession which directs the sheriff to remove you from possession of the real property. You may have legal rights to defeat the judgment or to prevent your being removed from the property or to regain possession of the property ifyou have been removed, if you did not voluntarily, intelligently and knowingly give up your constitutional right to notice and hearing prior to the entry of judgment or if you have defenses or other valid objections to the judgment. ANY PETITION SEEKING RELIEF FROM THE JUDGMENT AND TO REGAIN POSSESSION MUST BE FILED WITHIN THIRTY (30) DAYS AFTER THE DATE ON WHICH THIS NOTICE IS SERVED ON YOU OR YOU MAY LOSE YOUR RIGHTS. If you have been removed from the property without notice or the opportunity for a hearing, you have a right to a prompt court hearing if you claim that you did not voluntarily, intelligently and knowingly give up your rights to notice and hearing prior to the entry of the judgment. If you wish to exercise this right, you must immediately fill out and sign the request for hearing which accompanies the writ of possession and deliver it to the Sheriff of Cumberland County at the Cumberland County Courthouse, 1 Courthouse Square, Carlisle, PA 17013. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPI [ONE TI IE OFFICE SET FORTH BELOW TO FIND OUT WI IERE YOU CAN GET LEGAL IIELP: y A. r, COURT ADMINISTRATOR 4r" FLOOR, CUMBERLAND COUNTY COURTHOUSE CARLISLE, PA 17013 Phone: (717) 240-6200 TALLMAN, RUDDERS & SORRENTINO, P.C. By: 6 R. LIPSON, Esquire ttorncy I.D. No. 62720 ATTORNEY FOR PLAINTIFF r. IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL DIVISION - LAW DIXIELU, INC., Plaintiff ) Vs. ) DBI MANAGEMENT and ) DAVID L. BILLMAN, ) Defendants ) NO. ?1_(QQSO COMPLAINT IN CONFESSION OF JUDGMENT FOR EJECTMENT Plaintiff, Dixielu, Inc., by and through its attorneys, Tallman, Hudders & Sorrentino, P.C., files the within Complaint for Confession of Judgment for Ejectment and, in support thereof, alleges the following: 1. Plaintiff, Dixielu, Inc., is a Pennsylvania corporation with offices located at 160 Wilson Avenue, Lancaster, Lancaster County, Pennsylvania. 2. Defendant, DBI Management, is a business entity of an unknown corporate structure with a current principal place of business, believed and therefore averred, at 825 Pennsylvania Avenue, Lemoyne, Cumberland County, Pennsylvania 17043. 3. Defendant, David L. Billman, is an individual having an address, believed and therefore averred, of 825 Pennsylvania Avenue, Lemoyne, Cumberland County, Pennsylvania 17043. 4. Attached hereto as Exhibit "A" is a true and correct copy of the original Lease Agreement authorizing confession and executed by David L. Billman on behalf of DBI Management. 5. The property against which this confession of ejectment is to be filed is located at 5103 Carlisle Pike, Mechanicsburg, Pennsylvania. 6. The attached Lease Agreement has not been assigned. 7. Judgment has not been entered in any jurisdiction on the attached Lease Agreement authorizing confession. 8. Defendants breached the Lease Agreement by virtue of their failure to pay rent on a timely basis and failure to provide a certificate of insurance as required under Section 18.1 of the Lease Agreement. 9. Despite Plaintiffs demands, Defendants have failed, refused and/or neglected to remedy the defaults referred hereinabove. 10. This Complaint in Confession of Judgment for Ejectment is not being entered by confession against a natural person in connection with a residential lease. WHEREFORE, Plaintiff, Dixielu, Inc., demands judgment in ejectment in accordance with the terms and conditions of the Lease Agreement against Defendants DBI Management and David L. Billman. TALLMAN. HUDDERS & SORRENTINO, P.C. By: AlPonnd PNo.6 Esquire D, No. 62720 Road, Suite 300 Allentown, PA 18104-2256 DATE: OCTOBER iz , 1999 (610) 391-1800 ATTORNEY FOR PLAINTIFF 2 ??urn•ur uM"If W. wEll?I Exhlbit A NICOZISIS 7172999249 P.02 LEASE THIS LEASE, made as of the t day of - 19ex, by and between DWeLu Inc, with a nn at lace of business at 160 VAlson Dr, Lancaster, Ps 17603 (Hereinafter called g a principal office at 825 Pennsylvania Ave, "Landlord"), and /%A??/l6ENgt/ f havin Lemoyne, Ps 17043 (hereinafter called " fensnt"), and David BIDman, (hereinafter called "Guarantor'), with a mailing address of 825 Pennsylvania Ave, Lemoyne, Pe 17043 , and phone number 717 737 5205 x7321. WITNESSETI3 Article . Section I. T. D_F.MiSING OFPREMISE Landlord, in consideration of the rents to be paid and the covenants and agreements to be performed and observed by Tenant, does hereby lease unto Tenant, and Tenant does hereby lease and take from Landlord, a portion of all that certain parcel of land located at 5103 Carlisle Pike, Mechanicsburg, Pennsyhania, located in the Township of Hampden, County of Cumberland as more particularly described on Exhibit "A" attached hereto And incorporated herein by reference (hereinafter referred to as the "Premises" or "Shopping Center"). The demised premises are it portion of the Shopping Center and shown on Exhibit "A", attached hereto, containing approximately 7,500 square feet of floor area (said portion of the building and land are hereinafter collectively referred to as the "Demised Premises"). The Demised Premises have been inspeded by Tenant, and Tenant agrees to accept the same'- their present condition subject to the provisions of Section 20.19(C) below. Section 2. 1. JE& OELEASE The term of this Lease shall begin on the Commencement Date (as defined in Section 2.2), and shall terminate on the last day of the fifth (5th) Lease Year of the Term hereof For purposes of this Lease, e Lease Year shall be the tweh•e•month period commencing on the Commencement Date and terminating at midnight on the 365th day following the Commencement Date or tho atniverury of the Commencement Date, as the case maybe, except in leap years in which case die last day of the Lease Year shall be the 366th day following the Commencement Date or the Anniversary of the Commencement Date, as the case may be, except however, that if the Commencement Date shall be other than the first of the month, the "First Lease Year" shall be the period commencing on the Commencement Date and terminating on the last day of the month in which the Commencement Date occurred in the following year. NICOZISIS 7172999249 P.03 Section 2.2. COMMENCEMENT DA The "Commencement Date" shall mean 60 days after possesson: rent shall be due on the 60° day and prorated if necessary for that month only, possession of demised premises shall tale place on or about May -3 1999. 'cle.3. Section 3. 1. RIGHT TO EXTEND Tenant shall have the right, at its option, to extend the original term of this Lease for one successive additional period of 5 years, exercisable upon the following terms and renditions: (a) Tenant shall give Landlord written notice of such election to extend the term hereof not later than six (6) months prior to the expiration of the then-current term; (b) At the time of exercise of such election, Tenant shall not be in default under this Lease (subject to any applicable notice and cure periods); and (e) The renewal term shall be upon the same terms and conditions as during the original term hereof; except that Tenant shall have no further election to extend the term of the Lease beyond the expiration of the renewal term and Annual Rent (defined below) shall increase. During the first year of the renewal term, the base Annual Rent shall increase to S.25 per square foot and increase S.25 per square foot per annum during every year in the option period. Section 4. 1. ANNLiAL• RM Tenant agrees to pay Landlord and Landlord agrees to accept during the term hereof: at such place as Landlord shall from time to time direct by notice to Teoant, "Annual Rat" for the term of this Lease, subject to adjustments as more fully set forth in Section 3.1 above and this Section 4. 1, at the annual rate of Eight Dollars and 20/100 (58.20) Dollars per square foot, multiplied by the square footage of the Demised premises (7,500 sf) resulting in an Annual Rent of $61,500, payable in advance in equal monthly inraalhments on the first day of each and every calendar mooth during the first Lease Year of S5,125. The Annual Rent shall be Increased to $8.45 per square foot in the following lease year, or 163,375 annual; 55,281.25 monthly, and wr71 automatically increase each succeeding Lease Year at the rate of S.25 per square foot every lease Year within the primary lease term, thus making the Annual Rent during the third Leaso Year $65,250 and the fourth Lease Year $67,125 and so on. Section 4.2. l?A1QONT_OF RENTALS NIt:0219I5 7172999249 P.04 All rentals and charges agreed to be paid as rentals as provided in this Article 4 are payable, except to the extent specifically provided elsewhere herein, without setoff or deduction on the date when due. All rentals shall be payable, without prior notice or demand, at the address hereinafter set forth for the giving of notice to Landlord. Article 5, Section S. 1. PERSONAL PROPERTY TAXES Tenant shell be liable for all taxes levied or otherwise charged or sswssed against-any and all personal property, equipment and/or trade fixtures placed by Tenant in the demised Premises. Section 5.2. LANDLORD PAYS REAL ESTATE TAXES Landlord shall pay Tenant's Proportionate Share (as hereinafier defined) of any real estate taxes imposed upon the Premises for each Lease Year included within the period commencing with the Commencement Date and ending with the expiration of the initial and any renewal term of this Lease. For each Lease Year, "Tenant's Proportionate Share" of the real estate taxes upon the Premises (including the Common Area) shall be the,product of such taxes multiplied by a fraction, the numerator of which shall be the gross leasable area (expressed in square feet) in the Demised Premises end the denominator of which shall be the gross area (expressed in square feet) of all the then leasable area in the Premises. Landlord shall, upon request, farnish to Tenant, a copy of all tax bills showing that payment has been received by the tams authority. For the purpose of this Lease, the term "real estate taxes" shall include any special assessments, but include water and sewer rents or charges and other governmental impositions imposed upon or against the Premises of every lid and nature whatsoever, extraordinary as well as ordinary, foreseen and unforeseen, and each and every installment thereot: which shall or may during the lease term be levied, assessed or imposed upon or against such Premises. Tenant shall not be obligated to pay for any assessment for improvements requested or required by other tenants, if any. To the extent Tenant u required to pay for any assessment for improvements, Tenant's obligation shall be determined by treating the aswssment as payable io as many installments as is lawful without the imposition of interest or penalty(ies), and charging Tenant with Tenant's Proportionate Share thereof during the Lease Year corresponding to an annual payment of the assesamett; any annual assessment deemed payable after the term of this Lease shall not be Tenant's obligation, In the event any Pennsylvania realty transfer tax is assessed or imposed on this Lease. said tax shall be paid equally by Landlord and Tenant. Article 6. Section 6. 1. UTILITY COSTS A separate electrical and/or natural gas meter has been or will be installed to meter the coostttttption of electricity and/or natural gas used within the Demised Premises. All charges incurred thereon shall be paid by NICO2ISIS 7172999249 P.09 the Tenant directly to the utllity company. Should Teaaat not make payment thereof and should Landlord become obliged to pay the same, Tenant shall pay said sum to Landlord the same as rental duo and in arrears sad any security deposit which the utility company may require because of Tenant's non-payment. Section 6.1. R&YIME Provided Landlord has not intentionally caused the unavalsblity of utility services, Landlord shall incur no liability whatsoever should say utility become unavailable from any public utility company, public authority or any other source, person, firm or corporation, including Landlord. Landlord shall not, under any circumstances, be ruble to Tenant in damages or otherwise for any interruption in service ofwater, natural gas, electricity, heating, air-conditioning or other utilities caused by an unavoidable delay, by the making of any necessary repairs or improvements or by any cause outside of Landlord's reasonable control, and the same shall not constitute a termination of this lease or eviction (constructive or otherwise). Section 6.3. COMMON RFA rr .1TII% Subject to Tenant's obligation to pay its Proportionate Share as more fully set forth In Section 8.7 below, Landlord shall provide water and sewer services, electricity and lighting in the common araa ofthe Premises. Section 7. 1. 1.4WD.L P"-- g1 Throughout the term hereof Landlord shall, except for repairs aecescuted by the au or ucglcct of Tenant, or its employees, agents, invitees, sublessees, licensees or contractors, make all repairs to the roof: the structural portions of the Demised Premises, including the structural portions of the floor slab, the beating walls, foundations, and all structural members. Landlord shall not be obligated to repair or mainuin the door, windows, heating, ventilation and air conditioning systems, electrical systems, interior plumbing or other utility lines of the Demised Premises. Landlord shall be permitted to enter into the Demised Premises or any portion thereof at any time in the event of an emergency, Including but not limited to those occasions where the health, safety or welfare of Tenant or any other tenant is at risk, or where the Demised Premises or any major system senvtg the Demised premises omst be repaired. Section 7.2. MAkCrj?EPBM Subject to the provisions of Article 17 hereof and except for ordinary wear and tar, repairs required of Landlord pursuant to Sections 7.1 and 7.3 of this Mile, and maintenance or replacement necessitated as a HICOZISIS T172999249 P.o6 e result of the act or neglect of Landlord, its employees, agents, servants or contractors, Tenant shall repair and maintain the Demised Premises is good order and in a clean, safe and sanitary condition. Tenant shall keep all non-structural elements in the interior of the Demised Premise, and all heating, ventUation and air conditioning equipment and fixtures in good order and repair and will make all replacements thereto at its sole cost and expense; and will surrender the Demised Premises at the expiration of the term or at such other time as it may vacate the Demised Premises in as good condition as when received, excepting deterioration caused by ordinary wear and tear, subject, of course, to the casualty provisions of Article to below. Landlord shall warrant HVAC system, defined as being adequate and fimttional, for the first 90 days of operation starting with Tenant's possession. Tenant shall pay for service call charge associated with turning on or starting up system Any flooding and/or water damage to the Demised Premises shall be the sole responsibility of Tenant and Tenant shall promptly repair all such damage to the Dcmised Premises caused thereby. Tenant wig not overload the electrical wiring, servicing the Demised Premises, and will install at its own expense, and in accordance with applicable building code requirements, any additional electrical wiring which may be required in connection with Tenant's equipment or machinery. Tenant agrees to obtain and maintain throughout the term of this Lease and any extension or renewal of same, a maintenance contract for periodic cleaning, servicing and repairs of all heating, ventilation and air conditioning equipment servicing the Demised Premises such that service shall be provided no less than twice a year and shall provide proof of same to Landlord. Tenant shall also be solely responsible for any and all trash removal from the Demised Premises and will comply with all recycling requirements imposed by local municipal authorities. Any damage sustained by any party caused by mechanical, electrical, plumbing or any other equipment or installations, whose nuintmmance and repair is the responsibility of Tenant, shall be paid by Tenant and Tenant shall indemnify and hold Landlord harmless from and against any and all claims, actions, damages and liability in connection therewith. Section 7.3. UO[JWMF.NTS OF t eW Landlord agrees that if the federal, or any state or municipal yo1 eminent or any department or division thereof has or hereafter shall condemn the Demised Premises or any pan thereof as unsafe or as not in conformity with the laws and regulations relating to the construction thereof, or, with respect to items which are Landlord's duty to repair pursuant to this Lease, any federal, state or municipal government or any department or division thereof; has ordered or required, or shall hereafter order or require any alterations or repairs thereof or installations therein, Landlord will, as soon as is commercially practicable, rebuild or snake such alterations, installations and repairs as may necessary to comply. uitb such laws, orders or requirements (the validity of which Landlord shall be entitled to contest) unless such condemnation makes restoration or rebuilding impractical or unfeasible, in which case this Lease shall terminate upon no less than thirty (30) days prior notice to Tenant by Landlord. If by reason of such laws, orders or the work done by landlord in connection therewith Tenant is deprived of the use of the Demised Premises, the Annual Resit, and other charges payable by Tenant under this Lease shall be abated or adjusted, as the cast may be, in proportion to that time during which, and to the extent, Tenant is deprived of a portion of the Demised Promises. If, NICeIZISIS 7172999249 P.07 however, such condemnation, law, order or requirement, as in this Article set forth, shall be with respect to Tenant's particular and precise use of the Demised Premises, then Tenant will immediately at'Tenant's own cost and expense comply therewith and no abatement or adjustment of rent shall be granted, provided however, that Tenant shall be entitled to contest the validity thereof: In no event shall Tenant be required to make structural changes or structural additions to the Demised Premises. Section 7.4. TENANTS ALTERATiONIZ Upon the prior written consent of Landlord, Tenant shall have the right, at its sole expense, from time to time, to redecorate the Demised Premises and to snake such alterations and changes in such parts thereof as Tenant shall deem expedient or necessary for its purposes; provided, however, that such alterations and changes when completed shall neither impair the structural soundness nor diminish the value of the building of which the Demised Premises fortes a part and Tenant may, at its option, remove all such redecorations. alterations and changes provided Tenant repairs any damage to the Dcmised Premises caused by such removal. Landlord shall at Tenant's sole cost and expense execute and deliver upon reasonable request of Tenant such instrument or instruments embodying the approval of Landlord which may be required by any public or quasi-public authority for the purpose of obtaining any licenses or permits for the making of such alterations, changes and/or installations in, to or upon said Demised Premises and 'tenant agrees to pay for such licenses or permits and any and all costs associated therewith. Tenant will indemnify and save harmless the Landlord from and against aU mechanics' liens or claims by reason of such Alterations, additions or repairs which may be made by Tenant and/or Us contractors and/or subcontractors on the Demised Premises. Under no circunagances shall Tenant snake structural changes or changes to the exterior of the Demised Premises. Any work done by Tenant which affects the exterior utility lines sball be subject, to the extent such work affects the exterior utility lines, to Landlord's prior written approval. All work performed ott or in the Demised Premises must be done in a good and workmanlike manner and if the work to be performed involves the expenditure of 55,000 or more, all contractors and sub-contractors of Tenant shall be required to maintain liability and workere compensation insurance with Landlord named as an additional insured with coverage of no less than $500,000.00/occurrence and S1,000,000.00 in the aggregate. Work must be performed in accordance with all applicable building, fire and sality codes, regulations, ordinances and laws. Section 7.5. PERMtTS AND FXPFNSES Each party agrees that it will procure all necessary permita before making, an.y repair; alterations, other improvements or installations, including without limitation, any alterations made pursuant to Section 7.4 of this Article. Each party hereto shall give written notice to the other of any repairs required of the other pursuant to the provisions of this Article and the party responsible for said repairs agrees promptly to commence such repairs and to prosecute' the same to completion diligently. subject however, to delays occasioned by events beyond the control of such party. NIco2Is Is 7172999249 P.08 Each party agrees for itself to pay promptly when due the entire cost of any work done by it upon the Demised Premises so that the Demised Premises at all times shall be free of liens for labor and materials. Each party further agrees to save harmless and indemnify the other from and againu any and all injury, loss, claims or damage to any person or property occasioned by or arising out of the doing of any such work by such party or its employees, agents or contractors. Each parry further agrees that in doing such work it shall employ materials of good quality and comply with all govemmeatal requirements, and perform such work of a good and workmanlike meaner. Tenant agrees that the Demised premises is to be received upon possession in an axis condition and therefore tenant is filly aware that Tenant alone shares the entire burden and cost of the approval process needed for a certificate of occupancy, including Labor and Industry, Hampden Township, and the Commonwealth of Pennsylvania. The inability to obtain permits in a timely fashion does not release Tenant Bom commencement obligations which begin in the 60i' day following possession. Article 8. Section S. I. IMPROVEMENT OF COMMON AUA Landlord shall maintain the entire Common Area (as defined hereinbelow), shown on or described in Exhibit "A" attached hereto and made a part hereof Section 8.2• GRANT OF rAqFMENT AND RIGHT TO USE Except to the extent permitted as set forth below, Landlord covenants that at all times during the initial terra of this lease and daring any extensions thereof; Landlord shall continuously and without intemrption make available, and hereby grants and demises to Tenant and Tenant's successors and assigns, a non•exchlsive easement and the right for Tenant, in common with Landlord and all persons, firths and corporations oondueting business within the Premises and their respective etutomem guests, licensees, invitees, employees and agentq to use those portions of the Premises outlined on Exhibit "A" attached bcmo and shown thereon as automobile parking areas, pedestrian and vehicular accessways, sidewalks and passageways and ingress and egress areas (which parking and common areas are herein collectively referred to as "Com non Area") for ingress and egress, parking and all purposes for which such areas would customarily be utilized. Section 8.3. DUTIES OF LANDLORD During the initial term of this Lease and any extension thereof and subject to Tenant's obligation to contribute its Proportionate Share as provided elsewhere in this Lease, Landlord shAlh (a) Manage, maintain and operate the Common Area in an efficient, economical manner consistent with good management techniques and as hereinafter provided; (b) Maintain the Common Area and every portion thereof in a good and clean condition, including but not lirnited to, maintenance of common signs, parking area surface (Including HICOZISIS 7172999249 P.09 stripe painting and the removal of snow and ice therefrom), landscaped areas and the removal of rubbish and other refuse and debris; (c) Keep the Common Area well t7hlmmated during those hours of darkness when Tenant is conducting its business on the Deotised Premises; (d) Pay all real and personal property taxes, levies and assesvnmts applicable to the Common Area; (e) Pay all personal liability insurance to be provided b) Landlord on the Common Area as hereinbelow provided; (f) Pay all wages, workers' compensation insurance, unemployment taxes and other costs and expenses of employees necessary to maintain and operate the Common Area; and Pay all contractor's fees in the event the management, maintenance and operation of the Common Area is performed by an independent contractor. In any case, notwithstanding anything to the contrary, under no circumstances aball Landlord's liability hereunder exceed the value of the Demised Premises, it being the intention of the parties hereto, that Landlord's obligations and liability are non-recourse in nature and limited to the value of the Domised Premises (including the rents and profits therefrom subject, of course, to any applicable security interest in same). Section 8.4. LANDLORD'S CONTROL OF COMMON AREA Landlord shall throughout the term hereof operate and maintain the Common Area, including the puking areas, substantially as shown on Exhibit "A", for the use and benefit of the tenants of the Premises. Section 8.5. PXGONSTRUCTION Landlord shall notify Tenant in writing at least thirty (30) days prior to the commencement of any reconstruction, repairing or repaving of the Common Area unless such reconstruction, repairing or repaving is necessitated by events beyond Landlord's control (" exigent c+m^^Mances"), including but not limited to items such as weather conditions, public health or safety concerns or orders by any governmental authority, court or tribunal In the event such exigent circumstances exist Landlord shall give Tenant as much advance notice as possible but shall not be bound by the thirty day limitation listed above. to the event such reconstruction, repairing or repaving substantially impedes or interferes with normal access to the Demised Premises in a mariner which interferes with Tenant's business therein, and such condition continues in excess of seven (7) days after notice to Landlord from Tenant, then and in any such event, until such work no longer substantially impedes or interferes with normal access to the Dearised Premises and provided an Event ofDefauh has not occurred, all rent obligations including Annual Rent, Common Area Maintenance costs, real estate taxes and insurance pass-through items, shall abate proportionately during the period subsequent to such seven-day period, until the substantial impediment(s) or interference has ended, at which time all rent abatement shall case. HICO2ISts 7172999249 r.10 Section 8.6. )NSUFAr!CE Landlord and Tenant agree to indemnify and hold the other harmless from and against any and all clairac, damages or causes of action for damages brought on account of igjury to any person or persons or property, or loss of life, arising out of the use, operation or maintenance of the Common Area, provided such damage or m1f ury is not as a result of Tenant's negligence or the negligence of Tenant's employees, agents, contractors or invitees. For the purpose of so protecting Tenant, Landlord shall keep m 0 force and effect a comprehensive general liability insurance policy covering the Common area within the Premiaae, with liability limits being not less than those provided for in Section 10.1 of this Lease and other policy provisions being substantially equivalent to those provided for in Section 10. 1 of this Lease. Tenant shall be responsible for reimbursing Landlord any cost increases in insurance premiums Incurred by Landlord as a result of Tenant's use or actions. Section 8.7. BEMMIMSEMIENT 13Y TENANT During the initial term of this Lease and any extension thereof, Tenant shall not be required to reimburse Landlord, as additional rent, "Tenant's Proportionate Share" (as hereinafter defined) of the Common Area Maintenance costs" (as hereinafter defined), it being the intention of this agreement to be a gross lease. The term "Comrrm Area Maintenance costs" shall mean all actual direct costs and expenses reasonably paid or incurred by Landlord during the Lease Year in managing, equipping, maintsioing and operating (including, without limitation, cleaning, mow removal, lighting, landscaping, insurance-, striping and repairing the Common Area as heremabove provided), except however, "Common Area Maintenance costs" shall exclude: (a) the cost of any capital improvements or the cost of repairing or replacing any portion of the Common Area, the original construction ofwhich was defective; (b) the cost of any machinery or equipment used exclusively for the maintenance of the Common Ares, which could be properly capitalized under Generally accepted accounting principles, except that there shall be permitted in "Common Area Maintenance costs" a charge for depreciation calculated on a straight-line basis over the normal useful lifu of such improvement, repair, replacement machinery or equipment, as the case may be; and (c) any real estate taxes or assessments levied against any portion of the Common Area, said taxes being apportioned elsewhere under the terms of this Lease. Landlord sball keep good and accurate boons and records in accordance with generally accepted accounting principles applied on a basis consistent with prior years reflectiug the operation, maintenance and management of the Common Area. Section 9. 1. TENANT'S t OVENANTS HICO21313 7172999249 P.11 C) any notification and supporting information submitted or maintained pursuant to Environmental Statutes: d) any permit, license, approval or amendment or modification thereof obtained pursuant to Environmental Statutes; e) any record, report or manifest required to be submitted or maintained pursuant to Environmental Statutes. and 0 any correspondence, notice of violation, summons, order, complaint or other document received by Tenant pertaining to compliance with Environmental Statutes. B. $elesse of Hazardous Substance and Wastes Tenant shall not cause or allow the release of hazardous substances or wastes at the Demised Premises in a manner which is uncontained or otherwise allows such hazardous substances or wastes to enter the environment, except in compliance with Environmental Statutes. Tenant shall at all times handle hazardous substances or wastes in a =met which will not cause undue risk of such release. Should any such release of hazardous substances or wastes occur at the Demised Premises, Tenant shall immediately take all measures necessary to contain and remove all materials released and remedy and mitigate all threats to the public health and environment caused by such release and in immediately pay all fines, penalties or assessments associated therewith . When conducting any measures the Tenant shell comply with Environmental Statutes. C. loilemnM flo. Tenant hereby agrees to Indemnify and to hold harmless Landlord oC from and against any and all exp case, loss or liability suffered by Landlord by reason of TenanPs breach of any of the provisions of this Section, including, but not limited to: (1) any and all expenses that Landlord may incur in complying with any Environmental Statutes, (2) any and all costa that Landlord may ineur in studying, containing, removing, remedying, mitigating or otherwise responding to, the release of any hazardous substance or waste at or from the Demised Premises, (3) any and all costs for which Landlord may be liable to any governmental agency for studying, containing, removing, remedying, mitigating, or otherwise responding to, the release of a hazardous substance or waste at or from the Demised Pramiaes, (4) any and all fines or penalties assessed upon Landlord by reason of a failure of Tenant to comply with the provisions of this Section, (S) any and all loss of value of the Demised Premises by reason of such fafhue to comply, and (6) any and all legal fees and costs incurred by Landlord in connection with any of the foregoing. D. E=. Landlord and its authorized representatives may. at reasonable times but without notice, enter the Demised Premises to conduct reasonable inspections, tests, samplings or other investigations to SUi* itself that Tenant has complied with the provisions of this Section. Tenant shall, when instructed by Landlord, permit officials ofgoverument agencies to enter the Demised Premises to conduct reasonable inspections, tests, samplings or other investigations to determine whcther'renutt or any condition on the Demised Premises is in compliance with Environmental Statutes. E. 8emedie5• 13 NICOZISIS 7172999249 P.12 U) Bussing: Buses shall be allowed to pull up to the front door area in the parking lot for drop off and pickup only and shall be required to immediate(v leave the shopping center or park behind the shopping center building. (k) All employees and management of the Tenant must park in the puking spaces located behind the building (L) Tenant shall provide proper vem7ation if it is to allow smoking inside the demised premises Tenant shall not and will not: (a) Perform any acts or carry on any practice which nny materially damage the Demised Premises or be a nuisance or menace to other tenants of Landlord or neighbors of the Premises. (b) Place or mainum any trash, refuse or other articles in any entry of the Demised Premises; (c) Use or permit the use of any area of the Demised Premises for any unlawful putpose or abandon the Demised Premises; (d) Disturb or interfere with in any manner any other tenant; nor (e) Violate or breach any term or condition of this Lease. Section 10. 1. DMEMIVITY ANQ PUBLIC IJARIL Tenant will indemnify Landlord and save it harmless from and against any and all clauns, actions, damages, liabilities and expenses, including attorney's fees and other professional fees, in connection with loss of life, personal injury and/or damage to property or person arising in or on the Demised Premises or any part thereo& occasioned wholly or partly by any act or omission of Tenant, its agents, employees, contractors, custottters, servants or its business invitees. The above mentioned indemnification shall include, but not be limited to, any and all environmental liability asserted against or incurred by Landlord at a restth of the use or occupancy of the Demised Premises by Tenant or its employees, agents, officers or contractors. Tenant shall maintain At its sole cost and expense, with respect to the Demised Premises, public liability insurance with limits of not less than $1,000,000 per occurrence and 52,000,000.00 in the aggregate for injury or death or property damage insurance, insuring Landlord and Tenant against injury to persons or damage to property as herein provided with Landlord named as an additional insuremoss payee. A certificate of insurance shall be delivered to Landlord on or before the Commencement Date and such certificate shall state that the policy shall not be canceled or modified without thirty (30) days' prior written notice to Landlord. 11 NICO2ISIS 7172999249 •.ta Tenant covenants and agrees as follows. (a) To procure any licenses and permits required for any use made of the Demised Premises by Tenant, and upon the expiration or termination of this Lease, to remove its goods and eHbtxs and those of all persons claiming under it and to yield up peaceably to Landlord the Detrdsed Premises in as good condition as when received, excepting deterioration caused by ordinary wear and tear, casualty and condemnation; (b) To permit Landlord and its agents on prior notice and at reasonable times to examine the Demised Premises and to show the Demised Premises to prospective purchasers and/or mortgoees, provided that Landlord shall not thereby unreasonably interfere with the conduct of Tenant's business; and to permit Landlord to enter the Demised Premises to make such repairs, improvements, alterations or additions thereto as may be required by Landlord under the provisions of this Lease, which Landlord agrees to do in such manner so as to minimtire interference with Tenant's business at the Demised Premises; (e) Tenant covenants that Tenant will use, maintain and occupy the Demiwd Premises in a earefitl, safe and lawful manner in conformity with this Lease and applicable government laws and ordinances and will not commit waste therein; (d) Tenant shall install only those materials within the Demised Premises which have been certified to be of fire retardant capabilities; (e) Tenant shall repair any damage to the Demised Premises caused or occasioned by bringing in or removing any property for Tenant's use regardless of whether such damage be caused by Tenant or by those acting under or for Tenant. (f) Tenant shall repair any damage to the Demised Premises caused or occasioned by any forced entry, attempted or actual, into the Demised Premises; (g) Tenant shall pay all costs of Landlord for nay increase in insurance premiums caused by any act or neglect to act b y Tenant contrary to any law, statute or governmental regulation, or the undertaking by Tenant of any use of the Demised Premises Moro hazardous than the use set forth in Section 11, I of this Lease; and (b) remain open and in continuous operation during the lease term and any and all renewals during its normal business hours. (i) Tenant shall use parking lot in a manner that does not Impede other Tenants In the shopping center; Tenant shall restrict its customers to the area width of he storefront, give or take, and shall be permitted to go deep (to tbv South) to the rear of the parking lot near Carlisle Pike, within store width, as ear parting dictates. to HICO2IS1S 7172999249 P.14 ( 1) Upon breach by Tenant of any provision of this Section, Landlord may at its sole discretion terminate Landlord's tcmnry by written notice to Tenant, whereupon Tenant shall immediately vacate and Landlord may immediately reenter the Demised Premises. (2) The parties recognize that no adequate remedy at law may grist for a breach of this Section. Accordingly, Landlord may obtain specific performance of any provision ofthis Section. (3) This subsection shall not be construed to limit any remedies which Landlord may Lave against Tenant at law or equity for a breach of this Section. F. 4`vr-v±v? The provisions of ibis Section "survive the termination ofTesumes tenancy of this Lease. No subsequent modification or termination of this Lease by agreement of the parties, or otherwise, shall be construed to waive, or to modify, any provisions oftbis Section, unless the termination or modification agreement or other document so states in writing. G. Definitions. For the purposes of this Section, the terms listed below shall be defined as they are defined in the provisions of law listed below or corresponding provisions of law in the Commonwealth of Pennsylvania, and as such statutes may be amended from time to time. (1) airpouutent-42 U.S.C.§ 7602(g)- (2) discharge of pollutant - 33 U.S.C. § 1362(12) (3) release - 42 U.S. C. § 9601(22) (4) storage - 42 U.S.C. § 6903(33) (S) treatment - 42 U.S.C. § 6903(34) (6) disposal - 42 U.S. C. § 6903(3) (7) solid waste - 42 U.S. C. § 6903(27) (8) hazardous substance- 42 U.S.C. § 6903114) The term "hazardous waste" shall mean all materials identified or listed pursuant to 42 U.S.C. 6921. Landlord represents to Tenant that, to the best of its knowledge, no hazardous waste or material is present on the Premises or the Demised Premises, except as specifically permitted by and being used in accordance with applicable laws and regulations. Article 11. 14 NICO2ISIS 7172999249 P.10 Section 11.1. USE Subject to the provisions of Section 20.19 belo%v, the demised Premises shall be used and occupied solely as a duly license Bingo Hall subject to the laws and regulations of the State and municipalities. Tenant shall use and occupy the premises only for lawful purposes and permit no use inconsistent with the use of the other portions of the Premises or which compete with any other business carved on by other tenants of Landlord. Under no circumstances shall Tenant, subtenant or permitted assignee of Tenant, be permitted to use the Demised Premises for any use which conflicts or competes with any use of Landlord, or an affiliate of Landlord, as as operator of a store location in the Premises, or any of Landlord's other tenants, currently or in the future, including but not limited to the We of floor or wall covering and related products and services, said activity being expressly prohibited hereunder. This Section 11.1 shall be binding upon any and all permitted assigaeas and/or sublessees o£Tenam. Tenant shall UZ be open for business nor conduct any work which would disturb Landlord or the other tenants, m the Demised Premises between the hours of 12:00 P.M. and 6:00 A.M. Monday through Saturday and 12:00 P.M. and 7:00 A.M. on Sundays during the term hereof All times listed are Eastern Standard Time or Eastern Daylight Savings Time (if applicable) and all references to tunes past 12:00 midnight shall be construed as referring to the previous dal. Article 12. Section 12. 1. ASSICiNMENT AND S iBLETTIN . Tenant shall not have the right to transfer or assign this Lease or to sublet all or any portions of the Demised Premises without Landlord's express wrinea prior consent, such consent not to be unreasonably withheld or delayed however it shall be presumed to be a reasonable withholding of such consent if the proposed assignee or subtenant of Tenant fails to meet any of the following criteria: A. The source of the rent and other consideration due under this Lease and the financial condition and operating performance of the proposed assignee and its guarantors, shall be similar to the financial condition and operating performance of the Tenant and its guarantors, as of the time the Tenant became a tenant under this Lease. B. The assignment or subletting proposed, if conseated to, will not breach any pro%uWon contained in any other lease, financing arrangement, loan agreement or other covenant, term or condition governing, arising out of or in connection with the Demised Premises; and C. The assignment or subletting proposed, ifcousentcd to. will not disrupt any tenant mix or balance in the Demised Premises. D. It is understood that PA Regulations allow sponsorship of Bingo Activities by non-profit organizations and Tenant is hereby permitted to do so, so long as that organization is in good standing and is not a controversial'*ioge group." The sponsors are NOT sublessees or assingees, but instead are hereby dccmed to be Business Invitees of the Tenant. Tenant is bound hilly to the terms of the entire agreement and is fully reasonnble for any sad all is NIC02ISIS 7172999249 P.16 actions of all Business Invitees. Business Invitees shall not be permitted to open close, or operate within the demised premises by themselves, instead, Tenant shall supervise and manage the business operations at an times. Any permitted assignment or subletting shall be expressly subject to the proposed assignee or subtenant executing any documents necessary or advisable, in the reasonable opinion of Landlord's counsel, to bind the proposed assignee or subtenant to this Lease Agreement and all of its terms and conditions without exception. Any permitted assignment or subleasing by Tenant shall not release Tenant from any liability hereunder; Tenant to expressly serve as surety for such permitted assignee or subtenant during the then- current term hereof Landlord may freely assign any or all of its right, title, interest and/or obligations hereunder. In the event of an assignment by Landlord, Landlord shall have no fiuther duty or obligation to Tenant hereunder, such obligations, if any, being automatically extinguished upon assignment of this I-ease by Landlord, provided however, in the event the assignee of Landlord does not have at least as much financial strength as Landlord, Landlord shall continue to be responsible for those itema which expressly survive termination of the Lease, for all actions and omissions; of Landlord occurring prior to the date of such assignment. Any assignee or successor of Landlord, other than Landlord's lender(s), shall agree to assume all obligations of Landlord existing an the date of such assignment or succession and all future obligations of Landlord until the expiration of the lease term and any renewal term. Section 13.1. gQ(TURE$ AU non-permanent fixtures installed by or at the expense of Tenant and all erections. additions and/or improvements not affixed to the Demised Premises which were made to, in or on the Demised premises by and at the expense of Tenant and are susceptible of being removed from the Demised Premises without damaging in any manner Demised Premises, shall remain the property of Tenant and Tenant shall remove the same or any part thereof within ten (10) days after the and ofthe term hereoQ and provided that Tenant, at its sole cost and expense, zW make any repairs occasioned by such removal Any such non-permanent fixture not so removed within such thirty (30) day period shall be deemed abandoned and automatically become the sole property of the landlord. Any permitted permanent lixture installed by Tenant shall become the sole property of Landlord upon the expiration of this Lease. Landlord shall have, during the term of this lease and any renewals, all applicable non -VCC state rights, liens and iterests, in any and all fixtures installed by Tenant, the ,ame to serve as collateral for Tenant's obligations hereunder. Article 14. Section 14. 1. EXTERIOR SIGNS Tenant shall have the right, at its sole cost and expense and in conformity with applicable laws and ordinances, to erect and thereafter, to maintain and/or replace, if it sball ao elect, signs on the Demised 16 NICOZISIS 7172999249 P.17 Premises. All signage on, in or around the Demised Premises must be approved by Landlord prior to installation. Any and all permits, licenses or approvals for permitted sigoage shall be obtained by'fenant at Tenant's sole cost and expense. Section 14.2.2CTJ IOR %1 M Tenant shall have the right, at its sole risk and expense and in conformity with applicable laws and ordinances, to erect, maintain, place and istall its usual and customary signs and fixtures in the Interior of the Dernised Premises. All signage on, in or around the Demised Premises must be approved by Landlord prior to installation. Article 1 s_, Section 15. 1. ALL RISK INCr RANG Landlord shall, for the mutual benefit of the Landlord and Tenant, as their interests may appear, maintain all-risk insurance (including rent insurance) on all buildings and improvements constituting the Demised Premises, which insurance may be carried -order a blanket insurance policy. The amount of such insurance shall not be less than replacement cost of said buildings and improvements less the cost of excavation, footings and foundations for said buildings. All such insurance shall provide that no cancellation, reduction or other material changes therein shall be effective until at least ten (10) days after mmling of written notice thereof to Tenant. Certificates evidencing all such insurance shall be delivered to Tenant. Section 15.2. PROCEEDS In the event of any damage to or destruction of the Demised Preoses, Landlord sball have sole authority to adjust the loss and settle all claims with the insurance companies issuing such policies. The parties hereto do irrevocably assign the proceeds from such insurance policies for the purposes hereinafter stated to Landlord who shall hold same in constructive trust for the benefit of Tenant, for repair, restoration, rebuilding or replacement, or any combination thereof; of the Demised Premises in accordance with the term hereof. Any proceeds in excess of such proceeds as shall be necessary for such repair, restoration, rebuilding, replacement or any combination thereof shall be the sole property of Landlord. Section 15.3. SUBROGATTON Landlord and Tenant hereby release each other from any and all liability or nsponn'bility (to the other or anyone claiming through or under them by way of subrogation or otherwise) for any loss or damage to property caused by fire or any of the extended coverage or supplementary msizance contract casualties even if such fire or other casualty shall have been caused by the fault or negligence of tho other party, or anyone for whom such party may be responsible; provided, however, that this release shall be applicable and in force and effect only with respect to loss or damage occurring during such time as the releasor's policies shall contain a clause or endorsement to the effect that any such release shall not adversely 17 NICOZISIS 7172999249 P.18 affect or impair or prejudice the right of the releasor to recover thereunder. Landlord and Tenant each agree that their policies will include such a clause or endorsement so long as the same is obtainable for a reasonable cost ("reasonable cost!' being defined as any cost not in excess of $250 annually) and ifnot obtainable, shall so advise the -other in writing and such notice shall release both parties from the obligation to obtain such a clause or endorsement. Article 6 Section 16. 1. REPAIRS AND RE TORATI mN OF D titre D PREMISE c (1) Landlord agrees that in the event of the damage or destruction of the Demised Premises. Landlord forthwith shall proceed to repair, restore, replace or rebuild the Demised Premises. including say improvements made thereto, to substantially the condition in which the same were immediately prior to such damage or destruction and Landlord thereafter shad diligently prosecute said work to completion without delay or interruption except for events beyond Landlord's reasonable control (hereinafter referred to as the "Repair Period"). (2) During the Repair Period, all rent obligations including Annual Rent, Common Area Maintenance torts, real estate taxes and insurance pass-through itents, shall abate proportionately on a per square foot basis for that portion of the Demised Premises not available for usage by Tenant in the same or substantially similar manner as used prior to the occurrence of such damage or destruction; provided, however that the damage or destruction was Qot caused by the intentional act, negligence, or willful misconduct of Tenant, or Tenant's social and business invitees, agents, officers or employees. (3) In the event that said destruction or damage is not caused by the intentional act, negligence, gross negligence or willful misconduct of Tenant and the Demised Premises cannot be restored within ninety (90) days following the occurrence of such destruction or damage, Tenant shall have the option, between 90 and 105 days following the occurrence of wch destruction or damage of notifying Landlord of its election to terminate the Lease, such termination to be effective upon receipt of such notice by Landlord. Section 17. 1. TOTAL TAKING If after the execution of this Lease and prior to the expiration or earlier termination of term hereof the whole of the Demised Premises shall be taken under power of eminent by any public or private authority, or conveyed by Landlord to said authority in lieu of such taking, then this Lease and the term hereof shall cease and terminate as of the date of such taking. Section 17.2. PARTIAL TAKING 11, after the execution of this Lease and prior to the expiration or earlier termination of the term hereof, any portion of the Demised Premises shall be taken under the power of eminent domain by any public or private authority or is conveyed by Landlord to said authority in lieu of such taking which results in a is NICO2ISIS TIT2999249 P.19 affect or impair or prejudice the right of the releasor to recover thereunder. Landlord and Tenant each agree that their policies will include such a clause or endorsement so long as the same is obtainable for it reasonable cost ("reasonable cost!' being defined as any cost not in excess of 5250 annually) and if cot obtainable, shall so advise the .other in writing and such notice shall release both parties from the obligation to obtain such a clause or endorsement. Article 16, Section 16. 1. REPAIRS AND RESTORATION OF DEMISED p EM S (1) Landlord agrees that in the event of the damage or destruction of the Demised Premises, Landlord forthwith shall proceed to repair, restore, replace or rebuild the Demised Premises, including any improvements made thereto, to substantially the condition in which the same were immediately prior to such damage or destruction and Landlord thereafter shall diligently prosecute said work to completion without delay or interruption except for events beyond Landlord's reasonable control (hereinafter referred to as the "Repair Period"). (2) During the Repair Period, all rent obligations including Annual Rem, Common Area Maintenance costs, real estate taxes and insurance pass-through items, shall abate proportionately on a per square foot basis for that portion of the Demised Premises not available for usage by Tenant in the some or substantially similar manner as used prior to the occurrence of such damage or destruction, provided, however that the damage or destruction was 1141 caused by the intentional act, negligence, or willful misconduct of Tenant, or Tenant's social and business invitees, agents, officers or employees. (3) In the event that said destruction or damage is not caused by the intentional act, negligence, gross negligence or % illfid misconduct of Tenant and the Demised Premises cannot be restored within ninety (90) days following the occurrence of such destruction or damage, Tenant shall have the option, between 90 and 105 days following the occurrence of such destruction or damage of notifying Landlord of its election to terminate the Lease, such termination to be effective upon receipt of such notice by Landlord. Article 17 Section 17. 1. TOTAL TAKING If after the execution of this Lease and prior to the expiration or earlier termination of term hereoL the whole of the Demrdud Premises shall be taken under power of eminent by any public or private authority, or conveyed by Landlord to said authority in lieu of such taking, then this Lease and the term hereof sball cease and terminate as of the date of such taking. Section 17.2. PARTIAL TAKING If, after the execution of this Lease and prior to the expiration or earlier termination of the term hereo& any portion of the Demised Premises shall be taken under the power of eminent dumain by any public or private authority or is conveyed by Landlord to said authority in lieu of such taking which results in a is NICO2ISIS 7172999249 P.20 reduction by 25 % or more of the Demised premises or 40% or more of the improved portion of the premises, then Tenant may, at its election, terminate this Lease by giving Landlord notice of the exercise of Tenant's election within sixty (60) days after Tenant shall receive notice of such taking. In the event of termination by Tenant under the provisions of this Section 17.2, this Lease and the term hereof shall cease and terminate as of the date of such taking. Section 17.3. RESTORATION In the event of a taking in respect of which Tenant shall not have the right to elect to terminate this Lease or, having such right, shall not elect to terminate this Lease, this Luse and the term thereof shall continue in 5il1 force and effect and Landlord forthwith shall, at its expense, subject to the availability of funds from the condemning authority, make such repairs and alterations as may be necessary in order to restore the part not taken to usefitl condition and the Annual Rent and all other charges characterized as rent, i.e., Common Area Maintenance costs, real estate and insurance pass-through charges, shall be reduced proportionately as to the portion of the Demised Premises so taken. Section 17,4. THE AWARD All compensation awarded for any taking, whether for the whole or a portion of the Demised Premises shall be the sole property of Landlord whether such compensation shall be awarded for diminution in the value 0& or loss of, the leasehold or for diminution in the value o1; or loss of the fee, or otherwise, and Tenant hereby assigns to Landlord all of Tenant's right and title to and interest in any and aU such compensation. Tenant shall have the right to make an independent claim with any condemning authority for the value of Tenant's property and/or moving and relocation expenses so long as (or to the extent that) the sum awarded to Tenant does not diminish Landlord's award. Section 17.5. RELEASE In the event of any termination of this Lease as the result of the provisions of this Article 17, the parties, effective as of such termination, shall be released, each to the other, from all liability and obligations thereafter arising under this Lease except for the obligations under Article 10, which shall expressly survive the termination of this Lease. Section lg. 1. LAkq& I)'S$,Z MEPJLS In the event: (i) Tenant, any permitted assignee or subtenant (all of the foregoing being included %lenever "Tenant" is referenced in this Article 19) shad at any time be in default in the pa; ment of rent, including but not limited to Annual Rent, or other charges herein required to be paid by Tenant, for a period of ten (10) days after notice to Tenant in writing of such default and Tenant's failure to cure same within such tea day period; or (u) Tenant, shall be in default in the observance or performance of any of the I other covenants and agreements required to be performed and observed by Tenant hereunder fm a period of thirty 19 NICO2ISIS 7172999249 P.21 (30) days after notice to Tenant in writing of such default and Tenant's failure to cure same within such thirty day period (or if such non-monetary default shall reasonably take more than thirty (30) days to cure, Tenant shall not have commenced the same within the thirty (30) days and diligently prosecuted the same to completion), or (iii) Tenant shall have caused or allowed a monetary or the same non-monetary default to have occurred more than twice in any twelve month period, whether or not such defauhs have been cured by Tenant, or (iv) within thirty (30) days after the commencement of soy proceeding by or against Tenant or any assignee, whether by the filing of a petition or otherwise, seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under the present or any future federal bankruptcy act or any other present or future applicable federal, state or other statute or law, such proceedeag shall not have been dismissed; then an Event of Default shall have occurred and Landlord :hall be entitled, at its election, to exercise any one or more of the following rights: (1) The rent for the entire unexpired balance of the term of this Lease, as well as all other charges, payments, additional rent, costs and expenses (including reasonable attorneys' fees, but in event not less than $1,000) herein agreed to be paid by the Tenant, or at the option ofthe Landlord any pan thereof, and also all reasonable costs and ol$cere commissions including watchmen's wages and fitrther including the Gvc percent chargeable by Act of Assembly to the Landlord, shall, in addition to any and all installments of rent already due and payable and in arrears and/or any other charge or payment herein reserved, included or agreed to be treated or collected as rent, and/or any other charge, expense or cost berem agreed to be paid by the Tenant which may be due and payable and in arrears, be taken to be due and payable and in arrears as if by the terms and provisions of this lease, the whole balance of unpaid rent and other charges, payments, taxes, costs and expenses were on that date payable in advance; and if this Lease or any part thereof is assigned, or if the premises or any part thereof is cub-let, Tenant hereby irrevocably constitutes and appoints Landlord Tenant's agent to collect the rents due by such sttigaee or stub-Tenant and apply the same to the rent due hereunder without in any way affecting Tenant's obligation to pay any unpaid balance of rem due hereunder; and (2) This Lease and the term hereby created at the option of the Landlord, shall terminate and become absolutely void without any right on the part of the Tenant to save the forfeiture by payment of any sum due or by other performance of any condition, term or covenant broken; wbercupouu, Landlord shall be entitled to recover damages for such breach in in amount equal to the amount of rent reserved for the balance of the term of this Lease. In the event of any default as set forth above, the Landlord, or anyone acting on Landlord's behalf, at Landlord's option: (a) may without notice or demand enter the Demised Premises without liability under an anion for prosecution or damages for such entry or for the manner thereof, for the purpose of distraining or levying and for any other purposes, and take possession of and sell all goods and chattels at auction, on three (3) days' notice served in person on the Tenant or le8 on the premises, and pay the said Landlord out of the proceeds, and even if the rent be not due and unpaid, should the Tenant at any time remove or attempt to remove goods and chattels from the premises without leaving enough thereon to meet the nett periodical payment, Tenant authorizes the Landlord to follow for a period of ninety days after such removal, take possession of and sell at auction, upon Eke notice, sufficient of such good: to moat the proportion of rent accrued at the time of such removal; and the Tenant hereby releases and discharges the 20 NICO2ISIS 7172999249 P.22 Landlord, and his agents, from all claims, actions, suits, damagea,and penalties, for or by reason or on account of any entry, distraint, levy, appraisement or sale; and/or ( b) May enter the goods there found to levy the rent and/or Oth? agand es here ni payable as rent, and all reasonable demand proceed by distress and Sol* of the officers' commissions, including watchman's wages and sums chargeable to Landlord, and further including a sum equal to 5% of the amount of the levy as commissions to the constable or other person making the levy together with Landlord's reasonable attorney's fees incurred in enforcing Landlord's remedies hereunder, shall be paid by the Tenant, and in such case all costs, officers' commission and other reasonable charges shall immediately attach and become part of the claim of Landlord for rent, and any tender of rent without sold costs, commission and reasonable charges made after the issue of a warrant of distress shall not be sufficient to satisfy the claim of the Landlord. Tenant hereby expressly waives in favor of Landlord the benefit of all laws now made or which may hereafter be crude regarding any limitation as to the goods upon which, or the time within which, distress is to be trade after removal of goods, and further relieves the Landlord of the obligations or proving or identifying such goods, it being the purpose and Intent of this provision that all goods of Tenant, whether upon the Demised Premises or not, shall be liable to distress for rent. Tenant waives in favor of Landlord all rights under the Act of Assembly of April 6, 1951, P.L 69, and all supplements and amendments thereto that have been or may hereafter be passed, and authorizes the sale of any goods distrained for tent at any time after five days from said distraint without any appraiscment and/or condemastion thereof The Tenant further waives the right to issue a Writ of Replevin under the Pennsylvania Rules of Civil Procedure, No. 1071 at e . and laws of the Commonwealth of Pennsylvania, or under any other law previously enacted and now in force, or which may be hereafter enacted, for the recovery of any articles, household goods, furniture, etc., seized under a distress for rent or levy upon an execution for rent, damages or otherwise; all waivers herembe£ore mentioned are hereby extended to apply to any such action; and/or (c) may lease said Demised Premises or any part or pans thereof to such person or persons as may in Landlord's discretion seem best and the Tenant shall be liable for any loss of rent for the balance of the then current term If rent and/or any charges hereby reserved as rent, matimum, additional or otherwise, shall remain unpaid on any day when the same ought to be paid, Tenant hereby empowers any Prothonotary, Clerl of Court or attorney of any Court of Record to appear for Tenant in any and all actions which may be brought for rent and/or the charges, payments, costs and expenses reserved as rent, or agreed to be paid by the Tenant and to sign for Tenant a warrant of attorney for the recovery of rent plus all other charges (including Common Area maintenance charges and Tenant's prorate share of real estate taxes), payments, costs and expenses, and in said warrant or suit to CONFESS JUDGMENT against Tenant for all or any part of the resit specified in this Lease and then unpaid including, at Landlord's option, the rent for the entire unexpired balance of the term of this Lease (including all accelerated sums), and/or other charges, payments, costs and expenses reserved as rent or agreed to be paid by the Tenant, and for interest at the rate of one and one-half percent (1 1/2%) per month from the date of delinquency and all torts together with an attorney's commission of fifteen percent 21 NICOZISIS 7172999249 P.23 (15 %) of the total amount due (includh:g interest and costs) but in no event less than S 1, 000.00. Such authority shall not be exhausted by one exercise thereof; but judgment may be confessed as aforesaid from time to time as often as any of said rent and/or other chuges, payments, costs and expenses, reserved as rent shall fill due or be in arrears, and such powers may be exercised as well after the expiration of the original term and/or during any extension or renewal of this Lease. Interest at the above stated rate shall continue to accrue on any and all outstanding suers due to Landlord notwiithstandhtg the entry of judgment. When this Lease shall be terminated by condition broken, either during the original term of this Lease or any renewal or extension thereof; and also when and as soon as the term hereby created or any eatmision thereof shall have expired, it shall be lawful for any attorney as attorney for Tenant to CONFESS JUDGMENT in EJECTMENT against Tenant and all persons claiming under Tenant for the recovery by Landlord of possession of the herein Demised Premises, for which this Lease shall be his sufficient warrant, whereupon, if Landlord so desires, a writ of Execution or of Possession may issue forthwith, without any prior writ or proceedings whatsoever, and provided that if for any reason after such action shall have been cormnenced the same shall be determined and the possession of the premises hereby Demised remain in or be restored to Tenant, Landlord shall have the right upon any subsequent de8nlt or defaults, or upon the termination of this Lease as hereiabefore set forth, to enter successive judgments to recover possession of the said premises; the ability to CONFESS JUDGMENT in EJECTMENT contained herein not being exhausted by the single or multiple use thereof If proceedings shall be commenced by Landlord to recover possession under the Acts of Assembly, either at the end of the term or sooner termination of this Lease, or for nonpayment orient or any other reason to the extent applicable, if at all, Tenant specifically waives the right to the three months' notice and/or the fifteen or thirty days' notice required by the Act of April 6, 1951, P.L. 69, and any and all amendments thereto. Tenant also expressly agrees to pay for all of Landlord's reasonable costs and expenses, including but not limited to attomcy's fees, incurred by Landlord in the enforcement of any or all ofhis tights hereunder. No reference to any specific right or remedy shell preclude Landlord from exercising any other right or from having any other remedy or from maintaining any action to which it may otherwise be entitled at law or in equity. W CONJUNCTION WITH THE AUTHORIZATION TO CONFESS JUDGE;•IENT AGALNST THE UNDERSIGNED CONTAINED IN THIS LEASE AGREEMENT T HE UNDERSIGNED DOES HEREBY KNOWINGLY, VOLUATARMY AND DMNTIONALLY ACKNOWLEDGE, CONSENT AND AGREE AS FOLLOWS: THE UNDERSTGN'ED ARE FULLY AWARE OF THE RIGHTS OF THE UNDERSIGNED TO PRIOR NOTICE AND HEARING ON T HE VALIDITY OF ANY CLAI31S THAT 61AY BE ASSERTED AGAINST THE UNDERSIGNED BY THE LANDLORD OR IPS ASSIGNEE UNDER THIS LEASE AGREE,NT BEFORE JUDGMENT CAN BE ENTERED AND BEFORE ASSETS OF T HE UNDERSTGNED CAN BE GARNISHED AND ATTACHEDt 22 NICO2ISIS 7172999249 P.24 THE UNDERSIGNED IS FULLY AWARE THAT BY Ali THORCLING CONFESSION OF JUDGMENT, T BE UNDERSIGNED ARE GIVING UP THE RIGHT OF THE UNDERSIGNED TO ANY NOTICE OR OPPORTUNITY TO BE HEARD PRIOR TO THE ENTRY OF JUDGMEENT IN FAVOR OF LANDLORD OR ITS ASSIGNEE AND PRIOR TO GARNLSEMENT AND ATTACHM IENT.OF ASSETS OF THE UNDERSIGNED; THE UNDERSIGNED IS FULLY AWARE THAT BY AUTHORIZING CONFESSION OF JUDGMENT, THE UNDERSIGNED IS ALSO GIVING UP THE RIGHT OF T RE UNDERSIGNED TO ANY NOTICE OR OPPORTUNITY TO BE BEARD PRIOR TO T HE ENTRY OF JUDGMENT IN EJECTMENT AND PRIOR TO EXECUTION ON SUCH JUDGMENT IN EJEC£MEENT WHICH MAY INCLUDE THE FORCIBLE EVICTION OF THE UNDERSIGNED; TAE UNDERSIGNED DOES HEREBY VOLUNTARILY AND KNOWINGLY WAIVE ALL DUE PROCESS RIGHTS TO PRE JUDGMENT NOTICE AND HEARING; TAE UNDERSIGNED REPRESENTS AND WARRANTS THAT TMS LEASE AGREEMENT REPRESENTS A COMAMRCLAL TRANSACTION. THE UNDERSIGNED ACKNOWLEDGES THAT IT IIAS HAD T BE BENEFIT OF COUNSEL IN REVIEWING THIS LEASE AGREEMENT OR THAT IT HAS BEEN GIVEN AN OPPORTUNITY TO DO SO AND HAS KNOWINGLY WANED THE SAME. Section 18.2. ANDLO TYS C ..F- - P If Tenant sball default in the performance or observance of any agreement or condition in this Lease contained on its part to be performed or observed and shall not cure such default within thirty (30) days after notice from Landlord specifying the default (or if such dehuh shall reasonably take more than thirty (30) days to cure, shall not have commenced the same within the thirty (30) days and diligently prosecuted the same to completion), Landlord may, at its option, without waiving any claim for damages for breach of agreement, at any time thereafter cure such default for the account of Tenant, and any reasonable amount paid or any contractual liability incurred by Landlord in so doing shall be deemed paid or incurred for the account of Tenant and Tenant agrees to reimburse Landlord therefor and save Landlord harmless therefrom; provided that Landlord may cure any such default as aforesaid prior to the expiration of said waiting period, without notice to Tenant, if any emergency situation exists, or after notice to Tenant, if the curing of such default prior to the expiration of said waiting period is reasonably necessary to protect the i)ernised Premises or Landlord's interest therein, or to prevent injury or datnage to persons or Property. If Tenant shall fail to reimburse Landlord upon demand for any amount paid for the account of Tenant hereunder, said amount shall be added to and become due as a part of the next payment of rent due hereunder. 23 NIc02ts I4 Ti T2999249 P.25 Section 19. 1. SIM92 INA')_M (a) Tenant hereby agrees that, subject to the provisions of 19. 1( b) below, this Lease shall. at all times, be subordinate and junior to any current or future fmamecrg of Landlord and Tenant shall execute, within ten (10) days after submission, any document requested by Landlord and/or Landlord's lender evidencing such fact including but not limited to certifications ofno offsets or defenses. Landlord shall not be obligated in any manner to execute any document subordinating its rights or privileges to any leadcr of Tenant including but not limited to the execution of any Landlord waivers. ( b) Tenant hereby subordinates this Lease to the lien of any deed of trust, mortgage or mortgages now or hereafter placed upon Landlord's interest in the Demised Premises; provided however, that this self-executing subordination shell only be operative so long as no de6ult by Landlord, under any deed of trust, mortgage or mortgages, shall affect Tenant's rights nor disturb Tenant's occupancy under this Lease nor cause Tenant to be named in any foreclosure proceeding as a party defendant therein if Tenant substamtially performs the obligations imposed upon Tenant hereunder within the applieablo grace or cure period. Tenant shall execute any appropriate instrument presented to Tenant for the purpose of effecting such subordination. Section 19.2.OUM ENIOYMENT Landlord covenants and agrees with Tenant that upon Temam paying the rent and observing and performing all of the terms, covenant: and conditions on Tenant's part to be observed and performed hereunder, Tenant may peaceably and quietly have, hold, occupy and enjoy the Demised Premises without hindrances or molestation from Landlord or any persons lawfully claiming through Landlord. Section 19.3. GOOD TrfLE Landlord represents, warrants and covenants to Tenant that all of the following representation; warranties and covenants are true as of the date hereof and shall be true as of the Commencement Date and thereafter while this Lease remains in effect, upon which representation; %%2n=ties and covenants Tenant has relied in the execution of this Lease: (a) Landlord is the owner of the Demised Premises in fee simple absolute; and (b) Landlord has full right and lawful authority to execute this Lease for the term, in the manner, and upon the conditions and provisions herein contained. 24 HICOZISIS 7172999249 P.26 Artie Section 20. L RZMWt1L-PERIOD Subject to the provisions of Article 3 hereoQ all of the terms, provisions, covenants and agreements in this Lease contained shall apply during any renewals or extensions of the original term herenf. Section 20.2. HOLDING OVER In the event that Tenant or anyone claiming umder Tenant shall continue occupancy of the Demised Promises a8er the expiration of the term of this Lease without any agreement in writing between Landlord and Tenant with respect thereto, such occupancy sball not be deemed to extend or renew the term of this Lease, but such occupancy shall continue as a tenancy at wM from month to month upon the covenanm provisions and conditions herein contained however the Annual Rental in effect during such holdover period sbig equal 150% of the Annual Rent payable immediately prior to the expiration of the tben-current term, but shall be payable monthly, together with Tenant's Proportionate Share of the Common Area Maintenance cents. Section 20.3. WA tj,S Falhue of either party to complain of any act or omission on the part of the other party, no matter how long the same may continue, shall not be deemed to be a waiver by said party of any of its rights hereunder. No waiver by either party at any time, express or implied, of any breach of any provision of this Lease "be deemed a waiver of a breach of any other provision of this Lease or a consent to any subsequent breach of the same or any other provision. If any action by either party shall require the consent or approval of the other party, the other party's consent to or approval of such action on any one occasion shall not be deemed a consent to or approval of said action On Ray subsequent occasion or a consent to or approval of any other action on the same or any subsequent occasion. Any and all tights and remedies which either party may have under this Lease or by operation of law. either at law or in equity, upon any breach, shall be distinct, separate and cumulative and shall not be deemed inconsistent with each other; and no one of them, whether exercised by said party or not, shag be deemed to be an exclusion of any other; and any two or more or all of such rights and remedies may be exercised at the same time. Section 20.4. NOTICES All notices and other communications authorized or required hereunder shall be in writing and shag be given by mailing the same by certified mall or registered mail, return receipt requested, postage prepaid or via federal Express or other recognized overnight delivery service, and any such notice or other communication shall be deemed to have been given when received by the party to whom such notice or other communication shall be addressed, or on the date noted that the addressee has refused delivery or on the date that the notice is returned to sender due to the inability of the messenger or letter carrier to deliver. If intended for Landlord, the saran shall be malled to the address herebubovc set forth with a concurrent copy to Philip Nicozids, Cllr Po Box 8910 Camp 10, Pa 17001, or such other address as Landlord may hereafter designate by notice to Tenant, and if intended for Tenant, the some shall be waged to Tenant at its corporate headquarters presently 25 NIG02ISIS 7172999249 P.01 located at same address provided herein, or to such other address or addresses as Tenant rnav hereafter designate by notice to Landlord provided such address is a street address and not a post offico box with e concurrent copy to Section 20.5. PLATE GLAS.$ Tenant shall replace, at its expense, any and an plate glass damaged or broken from any cause in and about the Demised premises unless caused by Landlord's negligence or that of its employees, agents or servants. Section 20.6. FORCE MAJEURE In the event that Landlord or Tenant shallbe delayed or hindered in or prevented from the performance of any act (other than Tenant's obligation to make payments of Antral Rent, additional rent, and other charges required hereunder), by reason of strikes. lockouts, unavailability of materials, faihte of power, restrictive Governmental laws or regulations, riots, insurrections, the act, failure to act, or default of the other parry, war or other reason beyond its control, then performance of such act shall be excused for the period of the delay and the period for the performance of such act shall be extended for a period equivalent to the period of such delay. Notwithstanding the foregoing, lack of funds shall not be deemed to be a cause beyond control of either party. Section 20.7. FSTOPPEL CERTEFICAyUS At any time and from time to time, Landlord and Tenant each agree, upon request in writing from the other, to execute, acknowledge and deliver to the other or to any person designated by the other a statement in writing certifying that this Lease is tmmodified and is in fun force and effect, or if there have been modifications, that the same is in fun force and effect as modified (stating the modifications), that the other party is not in default in the performance of its covenants hereunder, or if there have been such defaults, specifying the same and the dates to which the rent and other charges have been paid. Section 20.8. RF(`ORD TA lON Simuhaneously herewith, Landlord and Tenant have entered into a Memorandum of Lease for recording in the form attached hereto and [Wade a pan hereof as Exhibit "B " supplementing this Lease, such recording to be at the sole cost and expense of Landlord. Section 20.9. Eat DM nPPARTICULARPROVISI 26 NIC022515 71T2999249 P.03 if any term or provision of this Lease or the application hereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such tam or provision to persons or eaclnutances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Lease shall be valid and be enforced to the fullest agent permitted by law. In the event of an ambiguity, no negative h &rence shall be drawn against the party whose counsel drafted this Lease or the provision(s) containing the ambiguity. Section 20. 10.9AEaQH&A*O DEFI EUM The captions of the Sections of this Lassa are for convenience only and are not a pan of this Lease and do not in any way limit er armphfy the terms and provisions of this Lease. The word "Landlord" and the pronouns referring thereto, shall mean, where the context so admits or require.% the persons, firm or corporation named herein as Landlord or the mortgagee in possession for the time being of the land and building comprising the Demised Premises. The word "rent" as used herein shall be deemed to include Annual Rent, additional rent and amy and all other charges, fees, expenses or costs, payable by Tenant under this Lease. Any pronoun shall be read in the singular or plural mrmber and in such gender as the context may require. Except as in this Lease otherwise provided. the terms and provisions of this Lease shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and assigns. Nothing contained herein shall be deemed or construed by the patties hereto nor by any third party as creating the rctationship ofpriocipal and agent or of pumership or of joint venture between the parties hereto, it being understood and agreed that neither any provision contained herein, nor any acts of the parties hereto, shall be deemed to create any relationship bct%%ven the patties hereto other than the relationship of landlord and Tenant. Section 20. 11. BROKERAGE Landlord and Tenant represent and warrant each to the other that each has not dealt with any real estate agent or broker in connection with this transaction other than OR and agree to indemnify and save each other harmless from and against all loss, cost and ecpense incurred by reason of the breach of such representation and warranty. Section 20 -12. EN11FI AGREEMENT This instrument contains the entire and only agreement between the parties, and no oral statement or representations or prior written matter not contained in this instrument shall have any force and effect. This Lease shall not be modified in any way except by a writing executed by hoth parties. The parties agree that if that exists a Intent or patent ambiguity in this Lease, such ambiguity tha0 not be consumed against the drafter/scrivener of this Lease. Section 20.13. Toy.L.1rrG OF LASE TERM In the m-ent the Annual Rent shall completely abate pursuant to the tenru of this Lease, the term of this Lease, and/or the option term(s), as the case may be, shall toil For the period of such abatement, in which 27 HICO2ISIS 7172999249 P.01 'eat the monthly installments of Annual Rent, following the and of the period ofsuch abatement, shay recommence and thereafter continue at the same rental rate that was in effect at the lima of such abatement, the remaining scheduled Annual Rent increases shall be postponed for the period of such abatement to reflect such tolling, the expiration date of this Lease and the optional term(s) shall be emended for the period of such abatement. Section 20.14. LATE CFLLttt':>:S In the event Tenant fails to pay any installment of Annual Rent when due, Tenant sball pay a late char ere equal to 5 % of the missed payment which shall be paid together with the missed payment but in no event later than fifteen (15) days following the original due date. In the event Tenant fails to pay any amount wizen due, whether Annual Rent or say other fee, cost, expense or charge hereunder, than interest shell accrue on such overdue amount from and after the fifteenth (15th) day such amount has not been paid. Interest shall accrue at the rate of one and one-haNpercent (1 1/2%) per month during such period. Such interest rate sball continue to apply on all sums due and owing to Landlord notwithstanding the entry of judgment in favor of Landlord and against Tenant and irrespective of the occurrence or non-occurrence of an Event of Default. Section 20.15. SECURITY DEPOSIT A Security Deposit shall be collected and deposited by Landlord at lease execution, and held by Landlord as security for the full and faithful performance by Tenant of all the terms, covenants and conditions of this Lease to be kept by Tenant and performed during the term hereof Notwithstanding anything to the contrary contained in any law or statute now existing or hereafter passed: (i) Tenant shall not be entitled to toy interest an the Security Deposit; (ii) Landlord shall not be obligated to hold the Security Deposit in trust or in a separate Account, and (iii) Landlord shall have the right to commingle the Security Deposit with its other fiords. B. Notwithstanding the provisions of 20.15.A, in the event that Tenant exercises its option to renew the term as provided in Section 3.1 hereof then the security deposit required hereby shall be applied by Landlord to the first month's rent ofthe renewal lam and no further security deposit need be made unless a monetary default shall have occurred at any time during this Lease or any renewal hereof, irrespective of Tenant's cure of same, then the provisions of Section 20.15.A chap remain in fug force and effect. C. In the event Tenant fags to keep and perform any of the terms, covenants, and conditions of this Lease to be kept and performed by Tenant, then Landlord, at Landlord's option, may appropriate and apply the Security Deposit, or so much thereof astray he necessary to pay any rent or other sums due hereunder for which Tenant has failed to pay or to reimburse Landlord, or any amounts which Landlord has expended as a result of Tenant's failure to perform its obligations hereunder. Should the entire Security Deposit, or any portion thereof; be appropriated and applied by Landlord, then Tenant upon the written demand of Landlord, shall remit to Landlord a sttf$cient amount in ash to restore the Security Deposit to the slum deposited consistent with the terms of this Lease, and Tenant's figure to do so within ten (10) days after receipt of Landlord's demand therefor shag constitute a default under the terms of the Lease. Upon Tenant's W and 28 HICO21SIS 7172999249 P.02 f&MH performance and compliance with all of the terms, covenants and conditions ofthis Lease, upon the expiration of the Lase and Tenant's surrender of the Demised premises in compliance with the terms of the Lease, the Security Deposit shall be returned to Tenant. Section 20.16. SUBMISSION OF LFASE NO OPTION The submission of this Lease by Landlord to Tenant for examination does net constitute a reservation of or option in favor of Tenant for the leasing of the Demised Premises, and this Lase shall become effective only upon execution and delivery thereof by Landlord. Section 20.17. APPLICABLE Lily( This Lease shall be governed by and construed in accordance % ith the laws of the Commonwealth of Pennsylvania and any and all actions or litigation pertaining to this Lease shell be brought solely in the Court of Common Pleas of Cumberland County, or If based on federal law, in the U.S. District Court for the Middle District of Pennsylvania. Section 20,111. [SIIARANTV In consideration of Landlords execution of this Lase at the request of the undersigned and in further valuable consideration paid, the receipt ofwhich is hereby aclmowledgod, the undersigned Guarantor unconditionally guarantees to Landlord, and its successors and assigns, the payment and collection of the rents and other sums provided for in this Leas and the performance of all conditions contained therein on the part ofthe Tenant. Gwrantor hereby waives presentment for payment, demand for payment, notice of nonpayment or dishonor, protest and notice of protest, and any other formalities that may be legally required to charge it with liability; and Guarantor f other agrees that his liability heretnder shall not be impaired or affLeted by any renewals, waivers, or extensions of any dehuh or the times ofpsymcnt and performance required under this Lease, nor by an forbearance, recasting, aseigameet of subletting of the Demised Premises, or modifications ofthe terms of this Lease. Guarantor covenants to pay all reasonable expenses, including attorneys fees (but to no event less than S1,000), that may be incurred by Landlord or its heirs, successors or assigns while enforcing uny terms of t his Guaranty and reaffirm that all terms and conditions binding Tenant hereunder, including but cot limited to all confession of judgmect provisions, shall be fuDy enforceable against Guarantors as if said Guarantor was the Tenant. This Guaranty abell bind the successors, assigns, trustees and receivers ofthe Guarantors and Jill not be impaired or affected by the insolvency of the Guarantor. 29 N1002IS1S 7172999249 P.03 This Guaranty is absolute, unconditional, and continuing and payment of the suns for which tho undersigned become liable shall be made at the office of Landlord or its successors or.assigns as they become due or are declared due. Notwithstanding the foregoing, the liability of the Guarantors shall not exceed, after demand its made of Guarantors therefore by Landlord, an amount equal to: six (6) months of the Annual Rent, applicable Common Area Maintenance Costs for such six (6) month period and any and all other charges, costs, fees, Maintenance Costs, expenses or rent due hereunder applicable for such six (6) month period, provided however, a demand upon Guarantors, a payment by same adsftg bra whole or in part such demand and a subsequent agreement with Tenant whereby Tenant continues to pay Annual Rent or other charges characterized as rent, shall not diminish the Guarantors' six month damage cap. in other words, the rut month damage cap shall be reinstated in full, in the event a subsequent agreement is arrived at for Tenant to continue to observe its obligations under the Lease. Section 20.19. PRODUCT EXCLUSPAW. EXPANSION OF PRODUCT LM A. During the term hereof; including any renewal term Landlord shall not lease any Portion of the Shopping Center to any person, firm, partnership, corporate or joint venture which shall sell at the Shopping Center Bingo gaming. The foregoing provision shall not be applicable to any ousting tenant, lease or renewal(s) thereof. B. Tenant shall not, without the prior written approval of Landlord, expand Tenant's product line to include products other than Bingo Gaming. Landlord's approval shall not be unreasonably withheld or delayed unless such expansion of Tenant's product lime competes with the product line of a then-existing tenant of the Shopping Center or the product fine, in the sole and absolute determination of the Landlord is detrimental to the operation of the Shopping Center. Section 20.20 MISCELLANEOUS Anything contained in this Lease to the contrary notwithstanding, should an Event of Default occur and should the Landlord exercise its remedies, Landlord agrees to use good faith and reasonable o(forts to mitigate its damages. Except for Sections 12.1 and 20.19.8., ,Alose specific terms shall govern, in all matters under this Lease as to which either party is granted discretion with regard to the doing of any act, the incurring of any expense, or the granting of any consent, approval, permission or agreement, such party shall always be deemed to be required to act in good faith and reasonably, and such party shall not unreasonably withhold or delay its consent, approval, permission or agreement, and all aspects of this Lease shall always be construed in accordance with such requirements. 30 NICOZISIS TI T2999249 P.04 (CONTUMED ON NEXT PAGE) IN WITNESS WHEREOF. imtendin¢ to be leery bound hereby, the parties hereto have executed this Lease the day and year first above written by their respective ofoera thereunto duly authorized ATTEST: BY: Name: Title: BY. Name: Tale: GUARANTOR: BY: Name: Title: BY: kQ"U Name: D, I.. ,QiGc-+a+.1 Title: o-wNOC-/ Dar ,y vs eea+?su? BY: Name: Title: BY: Name: BY. Name: Tilk BY: Name: 31 BY 0114- ?/ : Name: .!' -14. via APt,r.v j Title. Mw .dim QatS,,DJwr OCT-05)1999 TUE 0512 Ph T H Ev S. P. C. FAX 110. 610 391 1805 P. 18/18 6.ou i s 1, dtlMh} NICOZISIS, an individual with corporate authority to execute the within Verifleation on behalf of Dixielu, Inc., verify that the facts set forth in this Complaint in Confbssion of Judgment for Ejectment are true and correct to the best of my knowledge, Information and belief. 1 understand that false statements herein are made subject to the penalties of I8 Pa. C'S' A. §4904, relating to unworn faisifi;,ation to authorities. Date: 10 ts-1cl ?n 0 j 4 ? s ! LO 00 31 1 ? C, 44 G A I" IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL DIVISION - LAW DIXIELU, INC., Plaintiff ) Vs. ) DBI MANAGEMENT and ) DAVID L. BILLMAN, ) Defendants ) NO. C?q_ C00150 a-aTpjM PRAECIPE FOR WRIT OF POSSESSION UPON A CONFESSED JUDGMENT TO THE PROTHONOTARY: Issue writ of possession upon the judgment in ejectment entered by confession in the above matter. CERTIFICATION I certify that: (1) This Praecipe is based upon ajudgment entered by confession; and (2) Notice pursuant to Rule 2973.3 will be served with the Writ of Possession. TALLMAN, HUDDERS & SORRENTINO, P.C. By: SCOT?fi'SON, Esquire 1. o. 62720 1611 Pond Road, Suite 300 Allentown, PA 18104-2256 (610) 391-1800 ATTORNEY FOR PLAINTIFF S 9 0 r jo u. m .5 7 d 'nVx V U M `' d ti WRIT OF POSSESSION , Ejectment Proceedings PRC P 3160 - 3165 etc) IN THE COURT OF CONI`ION ?LEAS OF -------------------------------------------• CUMBERLAND COUNTY, PENN-SYLVANTA Dixielu, Inc. Yo. ------------------------------------------------------- Term 19-__-_- -------------------------------------------• .No. _ 99 _UAQ------------ iXtL-_ Term Pox--_-- ve I ? Costs ____ 524.50_-_-_ -- DBI Management_ and Att'v. --------------------------- °--° --------------- t David L. Billman Pl'ff .,s' $ _______?___ ----------------------------- ._ ----------------------- ---------- ) ?rorhp------------------ CO`INIONNVEALTH OF PENNSYLVANIA: COUNTY OF CUNIBERLkn: To the Sheriff of --------- fumherlans9----------- County, Penna. ;1) To satisfy the judgment for possession in ::^.e above matter you are directed :o deriver possession ct the Ioilowing described property to: Dixielu, Inc. _______________________________ Plaintiff ;si being : (Premises as follam) : A parcel of land located at 5103 Carlisle Pike, Mechanicsburg, PA, located in the Township of Hampden, County of Cumberland, PA ^_) To satisfy the costs a3ainst the defendant (s) you dant st and ;eil his her or their- interest therein. Date October 13th, 1999 kSEAL) TRUE COPY FROM REOORD In TesdMI'thereof, I hero umo "'my Kano and the seal of said Court at cam*' q This,-'"-day Aoi- L. ^---' Prothonotary are directed to upon any property of ::e deicn- --Curtis R. LOng-------------------- -------- Prothonorary. Common P!eas Court of Cumh-.nand Couner1, Penny '- Deputy tdaU -m------------------------ Stctouoq=d -------------------------------------------- ?juo8s 6i - to .,ru --------------- sty: au: alo:ay c: Pa uatgns pur uao,,. ---------------------------------------------------- --------------------- ------------ ---- ----- --- -^ -------------- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -------------------------- ------------------ - .--------- - ---------------------------------------•----•--- - ------------------ ""-'-----'--°°-°- pur 'o:)ucuatanddr ay; tp!A% Pagi'xop sasltuaid aq.: p uonsassod a.sw ------------------------------------------ 07 '------- patucu ul tp.M aq: posm w ncp--------------------- aq uo lut.,s t o antnn ri 1 I ? I I ` ,. Z V I c ?. z z I I G ? i •'? i v LL V L I i ,+ v I 1 ? v C I N r; tL C 1 I E" ? z z z v o. j 1 1 LnI QI 1 I 1 ' 1 1 I I 1 ; .. 1 1 IZ Q C'I 1 N? i ? I 1 1 I i . i jO ; u M NI• N• M ? ? ' !1"1 iLn ; ;N it 10 C n ? i ' v41 I I I'. I 41 I n L I v I i I ; I i 1 i W 7 !O i- U 5 C 14 0) H to 'co W a) t7l 1 N O I Q O; to. co L 1••t b = I ' I I ;? 7 1 , y 1.. 1, t 1 X H O M Q O O t 4 a' I c ` H ' U " ? L - ir. , I , O ' (IfH ;Q .r; Z f r' P. r S r ? I-'N - i O? F ••i M ? iOf~Di N? i Z ? ;C .. I i j o ro ! 1 i 1 .• I l W o w ? I ?O a I y 7 i I i r i 1 i i i ;ieoro k o i 7 •t I O'y` OI N r1o R. o 1 1 1 F+ I 00 l I 1 {. -1 , .i w tni I ' 3 ?- A N• ?tq 1 i i . . t , 1{ rt IQ , I 1 1 1 ; I :4 N to 1 y^ i O i w i i iA •M ' N 1 OI , y.. 1 , ? o T ;tn r ? r ? r u tJ T , Q ^ rf a < rI P p 3 01 ?.., }( ion 1 r5 c z= uo i to tG F'• a o 0 ±n d 11 (D ? y . y •r 1 ?v 9 0 1 , By virtue of this writ, on :he ----- --._day of --------- ------. i?------ I caused the within named to have possession of the premises described with :he a pur:enanco. and _________________ R. Thomas Kline, Sheriff, who be no duly sworn according to law, states this writ is returned STAYED er instructions from the attx:........ Sheriff's Costs: Advance Costs: $150.00 'Darkertittg------------ 18•: 64-----------------•------Strerkf r?&--cog tlr.r ------45-:87---------• Poundage .90 5104.18 -PrathGI;Ot8-&y---------- 1-.0b------------------------------- ------------------------------------- Service 9.92 urcbArse ------------ 16.o $45.82 VIN??l1.Sl1N3d Vi • ` 1!i is '.:.<?. wort and subse:axd :a be:nte nr :nis?? cccc 'IN QZ 19d ice" ?r"t"?',//.•?? day of +!S.u,.?i!e.. `---`------- -ea :qi`!- nt10 - - -/ ' (1 `? ?sl 3N1 !0 3?IddG yh rt: ?-?I- -------------- I 1 U -- .- n?a1,:ti• VS Y / 51 NV= OF POSSESSION (Ejectment Proceedings PRCP 3160 - 3163 etc, I` THE COURT OF CONINION PLEAS OF ---•- CU\IBERLAND COLYN, PEr'NSYLVAMA Dixielu, Inc. ---------------------- So - ------------ Term 19___-_- ty. I i DBI-Mana9ement_and_______________• i David L. Billman If --------- --------- ------- --------• J No. _ 99 _6250_______-___Q1Y-U-_ Terns IN-___- . Costs Att'y ------------------------------ 424.50----- Pl'Ef ,s` . S°------ --- Prorhy------------------ ------ 3__laQQ?--- CO.\f\IONWEALTH OF PENNISYLVANIA: COUNTY OF CUMBERLAND: To the Sheriff of --------- CUmher2and----------- County, Penna. I) To satisfy ,he judgment for possession in the above matter you are directed to deiicer possession c4 .he following described property m: Dixielu, Inc.----------------•-------------------•-- -----------^------•--------------------------- -°------°°---°°--------•--------°----------- °-°----°--°-°-°---° Plaintiff !s} being : ! P.•emises as follows) A parcel of land located at 5103 Carlisle Pike, Mechanicsburg, PA, located in the Township of Hampden, County of Cumberland, PA (:) To sat:s£y the :ores against the defendant (s) you are directed to ;er- upon any property of ^e deer- dant s) and sell his her or :heir] irtem therein. ------Curtis R- LO_ I ------------------- Prothonotary. Cammon Mein Court of Cumb-viand Couary, Pecan. Dace October 13th, 1999 BY -------------- nrul'_4F-----_-_ -- ----------------------- (SE.-.L)