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HomeMy WebLinkAbout03-3735HARSCO CORPORATION, GAS & FLUID CONTROL GROUP, Plaintiff VS. KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND EARNEST P. ROGERS AND CATHY JORDAN-ROGERS, Defendants IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION-LAW :NO. 03-- 373fa,, il NOTICE You have been sued in court. If you wish to defend against the claims set forth in the following pages, you must take action within twenty (20) days after this complaint and notice have been served. To defend against the aforementioned claims, a written appearance stating your defenses and objections must be entered and filed in writing by you, the defendant, or by an attorney. You are warned that if you fail to take action against these claims, the court may proceed without you and a judgement for any money claimed in the complaint or for any other claim required by the plaintiff may be entered against you by the court without further notice. You may lose money, property or other rights important to you. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA. 17013 -- (717) 249-3166 (800) 990-9108 NOTICIA Le han demandado a usted en la corte. Si usted quiere defenderse de estas damandas expuastas en las paginas siguientes, usted tiene viente (20) dias de plazo al partir de la fecha de la demanda y la notificacion. Usted debe presentar una apariencia escdta o en persona o por abogado y archivar en la corte en forma e$crita sus defensas o sus objeciones a las demandas en contra de su persona. Sea avisado que si usted no se defiende, la corte tomara medidas y puede entrar una orden contra usted sin previo aviso o notificacion y por cualquier queja o alivio que es pedido en la peticion de demanda. Usted puede perder dinero o sus propiedades o otros derechos importantes para usted. LLEVE ESTA DEMANDA A UN ABODAGO IMMEDIATAMENTE. SI NO TIENNE ABOGAD O SI NO TIENE EL DINERO SUFICIENTE DE PAGAR TAL SERVICIO, VAYA EN PERSONA O LLAME POR TELEFONE A LA OFICINA CUYA DIRECClON SE ENCUENTRA ESCRIDA ABA JO PARA AVERIGUAR DONDE SE PUEDE CONSEGUIR ASSISTENCIA LEGAL: Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA. 17013 - (717) 249-3166 (800) 990-9108 3, The Defendant Team Technologies Inc, is a corporation organized and existing under the laws of the State of Illinois, with an address of 27 Forestwood Cour% Unit B, Romeoville, Illinois. 4. The Defendants Peter Kenny and Arlene L. Kenny are adult, married individuals with an address of 1240 Richfield Court, Woodridge, Illinois 60517. 5. The Defendants Earnest P. Rodgers and Cathy Jordan Rodgers are adult, married individuals with an address of 47n6557 Ash Drive, Menomonee Falls, Wisconsin 53051. 6. On or about August 3, 2001, the Defendant entered into a Commercial Note pursuant to which it agreed to pay to the Plaintiff the sum of $47,906.00, in 59 consecutive installments of $988.65, commencing 30 days from the date of shipment of equipment separately purchased by Defendant until paid in full. A copy of the Note with ail the terms is attached hereto and made a part hereof as Exhibit "A". 7. The equipment referenced in the Note was shipped on or about August 14, 2001, making the first payment due 30 days therea~er. 8. The Defendants have made payments on account of said Note through November 20, 2002, but thereafter have made no further payments. 9. The Defendant is presently in default on its payments on the Note and there is presently due and owing to the Plaintiff by the Defendant the sum of $42,130.33 representing the unpaid balance on the Note. 10. In addition, Plaintiff maintained an open account for miscellaneous purchases, which is presently in default with a current balance of $9,627.14. 11. Pursuant to the terms of all of the aforementioned Notes, the Defendant is responsible for the payment of ail costs and expenses, including reasonable attorneys fees and disbursements, which may be incurred by Plaintiff in the collection of the Notes with the enforcement of the company's rights and remedies thereunder. 12. Plaintiff has made demand upon the Defendant for the full amount of the above Note obligations and open account balance, yet despite demand, the Defendant has failed to and/or refused to make payments as aforesaid. COUNT H HARSCO CORPORAITON V. TEAM ONE TECHNOLOGIES. INC. 13, Paragraphs 1 through 12 are hereby incorporated by reference as if set forth at length. 14. The Defendant Team One Technologies, Inc. is a corporation organized and existing under the laws of the State of Illinois with an address of 27 Forestwood Court, Unit B, Romeoville, Illinois 60446. 15. As part of the aforementioned transaction between Plaintiff and Defendant KR Holding LLC, the Defendant Team One Technologies, Inc. executed a Corporate Guaranty Agreement guarantying the payments referenced in paragraph 3 above. A copy of the Guaranty Agreement is attached hereto and made a part hereof as Exhibit 16. Pursuant to the aforementioned Guaranty, Defendant Team One Technologies, Inc. is liable over to the Plaintiff for the amounts due as set forth in paragraphs 10 through 12 above. COUNT III HARSCO CORPORATION V. PETER KENNY AND ARLENE L. KENNY AND ERNEST P. ROGERS AND CATHY JORDAN-ROGERS 17. Paragraphs 1 through 12 are hereby incorporated by reference as if set forth at length. 18. Concurrent with the obligation set forth above, the individual Defendants executed a personal Guaranty Contract in which they agreed that in the event the amounts due under the contract between Plaintiff and Defendant KR Holdings LLC were not paid, they would personally guarantee the payment of the same. Copies of the Contracts are attached hereto and made a part hereof as Exhibits "C" and "D". 19. Pursuant to the aforementioned Guaranties, the individual Defendants are liable over to the Plaintiff for the amounts due as set forth in paragraphs 10 through 12 above WHEREFORE, Plaintiff requests this Honorable Court to enter Judgment in favor of the Plaintiff and against all the Defendants, jointly and severally, in the amount of $51,757.47 as of March 1, 2003, plus continuing interest at the contract rates on the aforementioned Note, plus reasonable attorney's fees and costs of suit, all in accordance with the agreements and Contracts of the parties. Respectfully submitted, ~W. ~e~ Jr. 1719 North Front Street Harrisburg, PA 17102 (717) 234-4178 $ 47.906.00 August 3, 2001 FOR VALUE RECEIVED, each of the undersigned, jointly and severally if more than one (hereinafter collectively referred to as "Borrower"). pronuses to pay to the order of HARSCO COP,.POR. ATION (the "Company"). at its offices al 4718 Old Gem/sburg Rd.. Ste 300, P. O. Box 8316. Camp Hill, PA 17001-8316, th~ pnncipal amount of Forty-seven Thnusund Nine Hundred Six and 00/100 DOLLARS. in laun~uI money of the United States. plus interest, to be paid as follows: said principal plus interest shall be payable in 59 consecutive equal monthly installments of principal and interest, each in the amount of S988.65 commencing approximately 30 days from date of shipment of Equipment and on the same day of the month each month thereafter, each of which installments shall be applied first to the payment of accrued and unpaid interest and then to the payment of principal and a final installment in an amount which is necessary to pay in full all of the outstanding pnncipal plus accrued and unpaid interest on this Note on the date of the final payment. Interest shall accrue at the rate of 8.75% per annum. Paymems will be applied as aforesaid on the date received. ADDITIONAL TERMS OFTHIS NOTE - Each of the following provisions shall apply to this Note. to any extel/on or modification hereof and to the indebtedness evidenced hereby, except as otherwise expressly stated above or in a separate writing signed by Company and Borrower. INDEIITEDNESS - This Note evidences the indebtedness of Borrower in connection with the sale of Equipment sold by Company to Borrower. INT£REST - Interest shall be calculated on the basis ora 360-day year and shall be charged for the actual number of days elapsed, Accrued interest shall be payable monthly. Accrued interest shall also be payable when the entire principal balance of this Note becomes due and payable (whether by demand, stated maturity or acceleration) or, if earlier, when such principal balance is actually paid to Company. Interest shall accrue from the date shipment of Equipment is made by Company. provided, however, that to the extent this Note represents a replacement, substitution, renewal or refinancing of existthg indebtedness, interest shall accrue from the date hereof. Interest shall accrue on ;he unpaid balance hereof at the rate provided for in this Note until the entire unpaid balance has been paid in fulI. notwithstanding the entry, of any judgment against Borrower. PR£PA'fMENT - A prepayment of principal (including any principal repayment as a result of acceleration by Company of flus Note) shall require immediate payment to Company of a prepayment fee equal to I.$% of the principal amount being prepaid. Prepayments shall be applied to scheduled installments of principal in the inverse order of their maturity, shall be accompanied by paymem of accrued interest on the principal amount being prepaid and. unless this Note has been accelerated by Company shall not be permaned in an amount less than the scheduled principal installment prior to final maturity of the outstanding principal balance. COLLATERAL - This Note and the indebtedness evidenced hereby shall be secured by any lien or security interest evidenced by a writing (whether nov,, existing or hereafter executed) which contains a provision to the effect that such lien or security interest is intended to secure this Note or indebtedness evidenced hereby. E¥£NT$ OF DF'FAULT - Each of the following shall be an Event of Default hereunder: (a) the nonpayment when due of any amount payable under this Note or under any obligation or indebtedness to Company of Borrower or any person liable, either absolutely or contingently, for payment of any indebtedness evidenced hereby, including endorsers, guarantors and sureties (each such person is referred to as an "Obligor"): (b) if Borrower or any Obligor has failed tn observe or perform any other exisung or future agreement with Company of any nature whatsoever: (c} if any representation, v,'arran~, certificate, financial statement or other mforrwanon made or given by Borrower or any Obligor to Company is materially incorrect or rrusleading; (d) if Borrower or any Obligor shall become insolvent or make an ass~g,,'m~ent for the beneS' ,-: ':r:d~Iors or if any petition shall be filed by or against Borrower or any Obligor under any ba 'nkruptcy or insolvency law: (el the entry of any judgment against Borrower or any Obligor which remains unsatisfied for I5 days or the issuance of any attachment, tax lien, levy or garnishment against any p*operD~' of material value in which Borrower or any Obligor ha~ an interest; (0 if any anachment, levy, garnislunent or siflular legal process is served upon Company as a result of any claim against Borrower or any Obligor or against ~:~:,' properD' of Borrower or any Obligor: (g) the dissolution, merger, consolidation or change in control (as control is defined in Ruic 12b-2 under the Secur~ .fy Exchange Acl of I93-1~. of any Borrower whxch ~s a corporanon or parmership, or the sale or transfer of any substantial pomon of any of Borrower's assets, or if any agreement for such dissolution, merger, or consolidation, change m control, sale or transfer ~s entered into by Borrower, without the uq-~nen consent of Company; (h) the death of any Borrower or Obligor who is a natural person: (i) if Company deterrmnes reasonably and in good faith that an event has occurred or a condmon exists which has had, or is likely to have. a malerial adverse effecI on the financml condmon or cred~twor~hthess of Borrower or an)' Obligor. or on the :lbilil) of [lorrc, u er or an}' Obligor m pcrfom~ ir~ obllTanon evidenced b~ this Nolo: (.il if Borro'.ver shall fail to remit Exhibit "A" transfer, o£Company's interest i, s Note without notice to Borrower. Borrower :es that the liability o£ B~rrower to any assignee of Company or any subsequent as?ghee of. such assignee, shall be absolu, te and · unconditional. cONSENT TO JURISDICTION AND VENUE. IN ANY LEGAL PROCEEDING INVOLVING. DIRECTLY OR INDIRECTLY, ANY MA'I'YER ARISING OUT OF OR RELATED TO THIS NOTE OR THE RELATIONSHIP EVIDENCED HEREBY, EACH UNDER. SIGNED PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON~XCLUSIVE JURISDICTION OF ANY STATE OR FEDERAL COURT LOCATED IN ANY COUNTY OF THE COMMONWEALTH OF PENNSYLVANIA WHERE COMPANY MAINTAINS AN OFFICE AND AGREES NOT TO RAISE ANY OBJECTION TO SUCH JURISDICTION OR TO THE LAYING OR MAINTAINING OF THE VENUE OF ANY SUCH PROCEEDING IN SUCH COUNTY. EACH UNDERSIGNED PARTY AGREES THAT SERVICE OF PROCESS IN ANY SUCH PROCEEDING MAY BE DULY EFFECTED UPON IT BY MAILING A COPY THEREOE, BY REGISTERED MAIL. POSTAGE PREPAID, TO EACH UNDERSIGNED PARTY. WAIVER OF JURY TRIAL - EACH UNDERSIGNED PARTY HEREBY WAIVES AND COMPANY BY ITS ACCEPTANCE HEREOE THEREBY WAIVES, TRIAL BY JURY IN ANY LEGAL PROCEEDING INVOLVING, DIRECTLY OR INDIRECTLY, ANY MAURER (WHETHER SOUNDING IN TORT. CONTRACT OR OTHERWISE) IN ANY WAY ARISING OUT OF OR RELATED TO THIS NOTE OR THE RELATIONSHIP EVIDENCED HEREBY. THIS PROVISION IS A MATERIAL INDUCEMENT FOR COMPANY TO ENTER INTO. ACCEPT OR RELY UPON THIS NOTE. IN WITNESS WHEREOF, Borrower, intending this to be a sealed instrument and intending to be legally bound hereby, has executed and delivered this Note as of the day and year first above wr:tlen. Corporation or Partnership: By: (Print name and title) KR Holdin LC Peter Kermv.. President (Print name and title) Individuals: Witness Borrower (Print name of Wimess) (Print name of Borrower) x x (Print name of Wimess) (Print name of Borrower) GUARANTEE AGREEMENT Made as of August 3, 2001 by Team One Technolooies, Inc. (Name) 27 Forestwood Court Unit B Romeoville Will (Street and number) (City) (County) Illinois 60446 (State) ('Zip) ("Guarantor"), a(n) corporation/partnership/individual (cross out two), said address being Guarantor's principal place of business. 1.1 Definitions. As used in this Guarantee, the following terms, unless the context otherwise requires, will have the meanings indicated: 1.1.1 "Debtor" means KR Holdings LLC a(n) corporation/limited liability company/partnership/ individual (cross out three), having its principal place of business at 1240 Richfield CT, Woodridge, IL 60517. 1.1.2 "Seller" means Harsco Corporation, Gas & Fluid Control Group, a Delaware corporation. 1.1.3 "Obligations" means all indebtedness, obligations and liabilities of any kind of Debtor to Seller, now existing or hereafter adsing, and whether direct or indirect, acquired outright, conditionally or as a collateral security from another, absolute or contingent, joint or several, secured or unsecured, due or to become due, contractual or tortious, liquidated or unliquidated, or arising by operation of law or otherwise, and including without limitation all sums owed under any promissory notes of Debtor payable to Seller. 2.1 Guarantee. Intending to be legally bound, and to induce Seller to grant credit or continue to grant credit or otherwise extend financial accommodation to Debtor, Guarantor hereby unconditionally and absolutely guarantees to Seller the due performance and full payment of all Obligations together with all expenses of obtaining or endeavoring to obtain performance or payment of the Obligations, or enforcing this Guarantee, including court costs and reasonable attorneys' fees and expenses. This Guarantee is a continuing one and will be effective and binding on Guarantor regardless of how long before or after the date hereof any of the Obligations were or are incurred, except that upon receipt by Seller of a notice that Guarantor will not be liable for future Obligations, Guarantor will not be liable for such of the Obligations as are incurred after such receipt unless such Obligations are renewals, extensions or modifications of Obligations theretofore existing or unless Seller is bound by agreement entered into before receipt of such notice to permit such Obligations to be incurred. 3.1 Amount of Liability. This Guarantee will be unlimited in amount. 4.1 Unconditional Liability. The liability of Guarantor under this Guarantee is continuing, absolute and unconditional and will not be affected in any way by reason of: -1- Exhibit "B" 4.1.1 Any failure to retain or preserve, or the lack of prior enforcement of, any rights against any person or persons (including Debtor and Guarantor) or in any property; 4.1.2 The invalidity of any such dghts which may be attempted to be obtained; 4.1.3 Any delay in enforcing or failing to enforce any such rights even if such rights are thereby lost; or 4.1.4 Any delay in making demand on Guarantor for performance or payment. 4.2 Guarantor's Claims and Defenses. The liability of Guarantor under this Guarantee will not be subject to any counterclaim, setoff, deduction or defense based upon any claim the Guarantor may have against Seller or Debtor. 5.1 Consents and Waivers. The Guarantor hereby consents to the taking of, or failure to take, from time to time without notice to the Guarantor, any action of any nature whatsoever with respect to the Obligations and with respect to any dghts against any person or persons (including Debtor and Guarantor) or in any property, including but not being limited to any renewals, extensions, modifications, postponements, compromises, indulgences, waivers, surrenders, exchanges and releases, and Guarantor will remain fully liable in this Guarantee notwithstanding any of the foregoing. Guarantor hereby waives the benefit of all laws now or hereafter in effect in any way limiting or restricting the liability of Guarantor hereunder except the defense of payments made on account of the Obligations and Guarantor's liability under this Guarantee. Guarantor hereby waives all notices of any character whatsoever with respect to this Guarantee and the Obligations, including, without limitation, notice: 5.1.1 Of the acceptance of and reliance on this Guarantee; 5.1.2 Of the present existence or future incurring of any of the Obligations; 5.1.3 Of the amount, terms and conditions thereof; and 5.1.4 Of any defaults thereon. 6.1 Acceleration. Upon the occurrence of any event of default under any agreement between Debtor and Seller, or if any of the Obligations are not duly performed, including the prompt payment when due of any amount payable thereon, all the Obligations will at Seller's option be deemed to be immediately due and payable for the purposes of this Guarantee and the liability of Guarantor. 7.1 No SubroQation. So long as the Obligations have not been paid in full, no payment by Guarantor, pursuant to the provisions hereof, will entitle Guarantor, by subrogation to the rights of Seller or otherwise, to any payment by Debtor or out of the property of Debtor. 8.1 Subsequent Guarantees. A subsequent guarantee by Guarantor or any other guarantor of the Obligations will not be deemed to be in lieu of or to supersede or terminate this Guarantee but will be construed as an additional or supplementary guarantee unless otherwise expressly provided therein; and in the event Guarantor or any other guarantor have given to Seller a previous guarantee or guarantees, this Guarantee will be construed to be an additional or supplementary guarantee, and not be in lieu thereof or to terminate such previous guarantee or guarantees. 9.1 Joint and Several Liability. If more than one person is designated as Guarantor herein the obligations of each such person will be joint and several, and any reference to the "Guarantor" will be -2- deemed to refer to and be applicable to each one separately, as well as to all. If there is more than one Guarantor, Seller may take any action whatsoever with respect to one Guarantor, without in any way affecting the obligations of any other Guarantor. 10.1 Waiver. Any waiver by Seller of any provisions hereof or of the full and timely performance by Guarantor of its obligations will be in writing and will be effective only in the specific instance and only for the purpose for which given. No failure or delay on the part of Seller in exercising any right, power or privilege under this Guarantee will operate as a waiver thereof, nor will any single or partial exercise of any right, power or remedy by Seller preclude any other or further exercise thereof or the exercise of any other right, power or remedy under this Guarantee. The remedies provided herein are cumulative and not exclusive of any remedies provided by law. 11.1 Notices. All notices, demands and other communications which are required to be given to or made by Guarantor or Seller to the other in connection with this Guarantee will be in writing and will be deemed to have been given when mailed by certified or registered mail or telegraphed or delivered by hand to the applicable party at the following address (or at such other address as is designated in a wdtten notice given in conformity with this section). - If to Seller: Vice President-Controller, Harsco Corporation, P. O. Box 8316, 4718 Old Gettysburg Rd., Camp Hill, PA 17001; if to Guarantor: Peter Kenny, President, Team One Technologies, Inc., 27 Forestwood Court, Unit B, Romeoville, IL 60446. 12.1 Successors and Assi(~ns. This Guarantee and all of the terms and conditions hereof will be binding upon the personal representatives, successors and assigns of Guarantor and will inure to the benefit of the successors and assigns of Seller but will confer no dghts on third persons. 13.1 Governincl Law. This Guarantee will be governed by and construed in accordance with the laws of the :ommonwealth of Pennsylvania where Seller maintains its principal divisional offices. IN WITNESI NHEREOF, the undersigned have executed this Guarantee Agreement as of the date first set fort ye. (signature of offic~.e.~.,V.----""~ ~ (S EA[,,~-.~-' ~....~ Team One TechnolOaies, Inc. (Name of corporation or partnership) By: Peter Kenny, President (Title) -3- Personal Guaranty Contract GUARANTY AGREEMENT dated this 3rd day of August, 2001 for and in consideration of the extension of credit to KR Holdings LLC and/or his agents of Peter Kenny and Arlene L. Kenny (referred to hereinafter as the "Guarantor~), and other good and sufficient considerations to the undersigned accruing, I (or we, jointly and severally) hereby give this Continuing Guaranty to Taylor-Wharton Gas Equipment Division of Harsco Corporation (referred to hereinafter as the "Harsco"), for the payment in full, together with all interest, fees and charges of whatsoever nature and kind of any and all indebtedness of the Guarantor to the Harsco. whether an open account, credit card account, or evidenced by note, secured or unsecured, due and owing at the present time, or that may hereafter be due and owing by Guarantor to Harsco, and it is further agreed that if Dills are not paid when due, I (or we or any of us) will personally pay the same upon notice and demand. It is agreed that this Continuing Guaranty applies to any extensions or renewals of credit given by Harsco to Guarantor. It is specifically understood and agreed that the Harsco shall not be required to exhaust its legal remedies for recovery and collection against the Guarantor before looking to the undersigned (or any of them) for payment of this account, but that if the account is not paid when due Harsco may, at once, notify the undersigned, and upon receipt of such notice that the said account is past due and unpaid, the undersigned assumes liability therefor and agrees to pay the same without delay or defalcation. The discharge of Guarantor in bankruptcy will not relieve the undersigned from liability with regard to any amount due and owing under this Continuing Guaranty. It is distinctly understood and agreed that Harsco may enter suit against the undersigned (or any one or more of the undersigned) for the recovery of the entire amount of said indebtedness hereby secured, and may recover judgment therefore against the undersigned (or any one or more of said guarantors). It is also understood and agreed that in the event the Harsco commences such suit then and in that event I (or we and each of us) shall pay for the cost of suit and attorneys' fees and commissions for collection, in addition to the indebtedness hereby secured. It is further understood and agreed that the undersigned, each for himself, his heirs, executors, and administrators, does hereby waive the benefit of any and all state laws exempting real and/or personal property from levy and sale on execution, and agrees to the immediate issuance and levying of wdts of execution upon his interests in any real estate of personal property and the subjugation thereof to sale for satisfaction of any such judgment or judgments. The undersigned hereby waives notice of the acceptance of this guaranty, notice of demand and matudty of payments to become due, notice of default in payment by the Guarantor and all such notices required or customarily given under like circumstances. It is also specifically Understood and agreed that I (or we and each of us) expressly consent that the time of payment of any indebtedness hereby secured may be extended, or that the Harsco may at any time require and accept other security of any nature whatsoever from Guarantor without notice to consent from me (or us or each of us). I (or we and each of us jointly and severally) agree to be held responsible for said obligations precisely as if the same had been contracted and due and owing by the undersigned or each of us in person. This Continuing Guaranty binds each of the signers hereto, jointly and severally, their respective heirs, executors, and administrators and shall extend to and cover all renewals of any claims or demands guaranteed under this instrument, or the extension of time of payment thereof, and shall remain in full force and effect from ',his date until revoked by the undersigned in writing to be sent by registered mail to the Vice President-Controller at P. O. Box 8316. City of Camp Hill. State of Pennsylvania 17001-8316, evidence of such mailing to be Exhibit "C" established by postal receipt. No addition, alteration, modification, novation or change in any of the terms or conditions of this Guaranty shall be binding upon the Harsco unless made in writing and signed by an authorized Vice President of Harsco. The obligation of Guarantor is a primary and unconditional obligation and shall not be affected in any manner by any change in the status of Customer or by any change from any cause whatsoever. This Guaranty shall not be revoked by the death or incapacity of any Guarantor but shall remain in full force and effect until terminated in a writing executed by Harsco and Guarantor. Guarantor hereby waives any defenses whatsoever which Guarantor and/or Customer may have with respect to any of the obligations or liabilities of Guarantor to Harsco under this Guaranty including, without limitation to the generality hereof, defenses adsing out of estoppel, laches or any statute of limitations. It is the specific intention and agreement of the parties that this Agreement for any purpose be governed and interpreted solely by and under the laws of the Commonwealth of Pennsylvania in which jurisdiction the principal offices of Harsco Corporation are located. It is the specific intention and agreement of the parties that this Agreement be suitable for filing and confession of judgment in the event of a default hereunder. If any provisions of this Guaranty Agreement shall contravene or be invalid under the laws of the United States or any State, such contravention or invalidity st~all not invalidate this Agreement or any other agreement which is part of this transaction, but shall be construed as not containing such provision, and the rights and obligations of the parties under this Guaranty Agreement shall be interpreted, construed and enforced accordingly. IN WITNESS WHEREOF, the parties have executed this Guaranty Agreement the day and year first above written. ' Arlene L. Kenny WITNESS: Taylor-Wharton Gas Equipment Divisio~ ~_Harsco Corporation Personal Guaranty Contract GUARANTY AGREEMENT dated this 3rd day of August, 2001 for and in consideration of the extension of credit to KR Holdings LLC and/or his agents of Ernest P. Rogers and Cathy Jordan-Rogers (referred to hereinafter as the "Guarantor"), and other good and sufficient considerations to the undersigned accruing, I (or we, jointly and severally) hereby give this Continuing Guaranty to Taylor-Wharton Gas Equipment Division of Harsco Corporation (referred to hereinafter as the "Harsco"), for the payment in full, together with all interest, fees and charges of whatsoever nature and kind of any and all indebtedness of the Guarantor to the Harsco, whether an open account, credit card account, or evidenced Dy note, secured or unsecured, due and owing at the present time, or that may hereafter be due and owing by Guarantor to Harsco, and it is further agreed that if bills are not paid when due, I (or we or any of us) will personally pay the same upon notice and demand. It is agreed that this Continuing Guaranty applies to any extensions or renewals of credit given by Harsco to Guarantor. It is specifically understood and agreed that the Harsco shall not be required to exhaust its legal remedies for recovery and collection against the Guarantor before looking to the undersigned (or any of them) for payment of this account, but that if the account is not paid when due Harsco may, at once, notify the undersigned, and upon receipt of such notice that the said account is past due and unpaid, the undersigned assumes liability therefor and agrees to pay the same without delay or defalcation. The discharge of Guarantor in bankruptcy will not relieve the undersigned from liability with regard to any amount due and owing under this Continuing Guaranty. It is distinctly understood and agreed that Harsco may enter suit against the undersigned (or any one or more of the undersigned) for the recovery of the entire amount of said indebtedness hereby secured, and may recover judgment therefore against the undersigned (or any one or more of said guarantors), it is also understood and agreed that in the event the Harsco commences such suit then and in that event I (or we and each of us) shall pay for the cost of suit and attorneys' fees and commissions for collection, in addition to the indebtedness hereby secured. It is further understood and agreed that the undersigned, each for himself, his heirs, executors, and administrators, does hereby waive the benefit of any and all state laws exempting real and/or personal property'from levy and sale on execution, and agrees to the immediate issuance and levying of writs of execution upon his interests in any real estate of personal property and the subjugation thereof to sale for satisfaction of any such judgment or judgments. The undersigned hereby waives notice of the acceptance of this guaranty, notice of demand and maturity of payments to become due, notice of default in payment by the Guarantor and all such notices required or customarily given under like circumstances. It is also specifically understood and agreed that I (or we and each of us) expressly consent that the time of payment of any indebtedness hereby secured may be extended, or that the Harsco may at any time require and accept other security of any nature whatsoever from Guarantor without notice to consent from me (or us or each of us). I (or we and each of us jointly and severally) agree to be held responsible for said obligations precisely as if the same had been contracted and due and owing by the undersigned or each of us in person. This Continuing Guaranty binds each of the signers hereto, jointly and severally, their respective heirs, executors, and administrators and shall extend to and cover all renewals of any claims or demands guaranteed under this instrument, or the extension of time of payment thereof, and shall remain in full force and effect from this date until revoked by the undersigned in writing to be sent by registered mail to the Vice President-Controller at P. O. Box 8316, City of Camp Hill, State of Pennsylvania 17001-8316, evidence of such mailing to be Exhibit "D" established by postal receipt. No addition, alteration, modification, novation or change in any of the terms or conditions of this Guaranty shall be binding upon the Hersco unless made in writing and signed by an authorized Vice President of Harsco. The obligation of Guarantor is a primary and unconditional obligation and si~all not be affected in any manner by any change in the status of Customer or by any ci3ange from any cause whatsoever. This Guaranty shall not be revoked by the death or incapacity of any Guarantor but shall remain in full force and effect until terminated in a writing executed by Harsco and Guarantor. Guarantor hereby waives any defenses whatsoever which Guarantor and/or Customer may have wi..? re?~ec*~ to any of the obligations or liabilities of Guarantor tO Harsco under this Guaranty including, without limitation to the generality hereof, defenses arising out of estoppe~, laches or any statute of limitaticns. It is the specific intention and agreement of the parties that this Agreement for any purpose be governed and interpreted solely by and under the laws of the Commonwealth of Pennsylvania in which jurisdiction the principal offices of Harsco Corporation are located. It is the specific intention and agreement of the parties that this Agreement be suitable for filing and confession of judgment in the event of a default hereunder. If any provisions of this Guaranty Agreement shall contravene or be invalid under the laws of the United States or any State, such contravention or invalidity shall not invalidate this Agreement or any other agreement which is part of this transaction, but shall be construed as not containing such provision, and the dghts and obligations of the parties under this Guaranty Agreement shall be interpreted, construed and enforced accordingly. IN WITNESS WHEREOF, the parties have executed this Guaranty Agreement the day and year first above written. WITNESS: GUARANTORS Emest P. Rogers C~tl'~ Jordan-Rogers ~ ,2 Taylor-Wharton Gas Equipment Division of Hersco Co~oration VERIFICATION COMPANY NAME: Harsco Corporation, Gas & Fluid Control Group, a division of HARSCO Corporation I verify that the statements made in the foregoing Complaint are true and correct. I understand that false statements herein are made subject to the penalties of 18 PA C.S. § 4904 relating to unswom falsification to authorities. Dated: HARSCO CORPORATION, GAS & FLUID CONTROL GROUP, Plaintiff VS, KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND ERNEST P. ROGERS AND CATHY JORDAN-ROGERS, Defendants IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION-LAW NO. 03-3735 CIVIL AFFIDAVITS OF SERVICE PURCELL, KRUG &HALLER /,-"'~3o~n W. Purcell, Jr. 1719 North Front Street Harrisburg, PA 17102 (717) 234-4178 - ?FPIDA¥1T OF...SERVICE Commonwealth of Pennsylvania Case Number: 03-3735 County of CUMBERLAND Common Pleas Court Plaintiff: HARSCO CORPORATION, GAS & FLUID CONTROL GROUP VS. Defendant: KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND EARNEST P. ROGERS AND CATHY JORDAN-ROGERS For: John W. Purcell Jr. PURCELL, KRUG & HALLER Received by CHOICE PROC.E, SS - TAMP.A, on the 8th day of August, 2003 at 3:35 pm to be serve.d on ,CATHY JOR, DAN- ROGE,~S, 4755 ASH DRIVE, Mr. NOMONEE FA~.LS, WISCONSII'J 53~,51. I, iAI', ii i,~ m iA~,~ ~ ~C hA (; ~ ~:~0/2J)P- , being duly sworn, depose and say that on the ~ 14~' day of ~Od{- .20 ~)~ at :__~'.m., executed service by delivering a true copy of the NOTICE AND coMPLAINT in accordance with state statutes in the manner marked below: ~.INDIVIDUAL SERVICE: Served the within-named person. () SUBSTITUTE SERVICE: By serving as () POSTED SERVICE: After attempting service on ____ place on the property described herein. / at __ and on __/__ at __ to a conspicuous ( ) OTHER SERVICE: As described in the Comments below by serving as () NON SERVICE: For the reason detailed in the Comments below. MARRIED: YES /~, OR NO__ MILITARY STATUS: YES NO X, AF~FID. AVIT OFrSERVICE for 03-3735 I certify that I have no interest in the above action, am of legal age and have proper authority in the jurisdiction in which this service was made. S u bscri bed ,a nd Sv4om-tO-13e fore m e ;3~net haiti a/'n~tt/~ ~h o i s PROCESS SERVER # Appointed in accordance with State Statutes CHOICE PROCESS - TAMPA P.O. Box 1218 Tampa, FL 33601 (813) 229-1444 Our Job Serial Number: 2003004049 AFFIDAVIT OF SERVICE Commonwealth of Pennsylvania Case Number: 03-3735 County of CUMBERLAND Common Pleas Court Plaintiff: HARSCO CORPORATION, GAS & FLUID CONTROL GROUP VS. Defendant: KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND EARNEST P. ROGERS AND CATHY JORDAN-ROGERS For: John W. Purcell Jr. PURCELL, KRUG & HALLER Received by CHOICE PROCESS - TAMPA on the 8th day of August, 2003 at 3:35 pm to be served on ARLENE L. KENNY, 1240 RICHFIELD COURT, WOODRIDGE, ILLINOIS 60517. I, ,~A$o,~ ~A/J~/v~ , being duly sworn, depose agld say that on [he //~, day of ~- .20 O.~ at ~ :,?,.5'.,~.m., executed service by delivering a true copy of the NOTICE AND COMPLAINT in accordance with state statutes in the manner marked below: () INDIVIDUAL SERVICE: Served the within-named person. ~,SUBSTITUTE SERVICE: By serving as ( ) POSTED SERVICE: After attempting service on ____ place on the property described herein. / at __ and on __/__ at to a conspicuous ( ) OTHER SERVICE: As described in the Comments below by serving as ( ) NON SERVICE: For the reason detailed in the Comments below. MARRIED: YES X, OR NO__ MILITARY STATUS: YES NO ~, COMMENTS: AFFIDAVIT'OF'SERVICE for 03-3735 certify that I have no interest in the above action, am 0f)egal'age and have proper authority in the jurisdiction in which this service was made. !OFFICIAL SEAL Subscribe(land Sworn to before me on the day of ~K.U ~ , ~ by the affiant who is personally known to me. NO~J~RY PUBLIC PROCESS SERVE.R #I Appointed in accordance with State Statutes CHOICE PROCESS - TAMPA P.O. Box 1215 Tampa, FL 33601 (813) 229-1444 Our Job Serial Number: 2003004047 AFFIDAVIT OF SERVICE Commonwealth of Pennsylvania County of CUMBERLAND Common Pleas Court Case Number: 03-3735 Plaintiff: HARSCO CORPORATION, GAS & FLUID CONTROL GROUP VS. Defendant: KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND EARNEST P. ROGERS AND CATHY JORDAN-ROGERS For: John W. Purcell Jr. PURCELL, KRUG & HALLER Received by CHOICE PROCESS - TAMPA on the 8th day of August, 2003 at 3:35 pm to be s~rved on KR .J:I, OLDINGS, LLC, 27 FORESTVVOOD COURT, UNIT B, ROMEOVlLLE, ILLINOIS 60446. I, '/~F..~,cA,~,3 , being duly sworn, depose and say that on the /2- dayof /~" ,200.~at ~ :2-o/~.m., executed service by delivering a true copy of the NOTICE AND COMPLAINT in accordance with state statutes in the manner marked below: ( ) PUBLIC AGENCY: By serving the within-named agency. as of ( ) SUBSTITUTE SERVICE: By serving as [~:~-CORPORATE SERVICE: By serving as ( ) OTHER SERVICE: As described in the Comments below by serving _ as ( ) NON SERVICE: For the reason detailed in the Comments below. COMMENTS: I certify that I have no interest in the above action, am of legal age and have proper authority in the jurisdiction in which this service was made. Subscribed and Sworn to before me on the day of A/J ~1 , ~o~ by the affiant who is personally known to me. NO'I~.RY PUBLIC i sE*L ..... I Jackle L. Dotan I Appointed in accordance with State Statutes CHOICE PROCESS - TAMPA P.O. Box 121 $ Tampa, FL 33601 (813) 229-1444 Our Job Serial Number: 2003004044 AFFIDAVIT 'OF SERVICE Commonwealth of Pennsylvania Case Number 03-3735 County of Cumberland Common Pleas Court PLAINTIFF: HARSCO CORPOPJ~.TION, GAS & FLUID CONTROL GROUP, VS. DEFENDENT: KR HOLDINGS LLC., et al., Received by CHOICE PROCESS SERVICE-TAMPA on the 12th day of August, 2003 at 9:15 am to be served on TEAM TECHNOLOGIES, INCORPORATED, 27 Forestwood Court, Unit B, Romeovllle, IL 60446. I, Robert C. Regalado - Process Server, being duly sworn, depose and say that on the 12th day of August, 2003 at 2:20 pm, I: SERVED the within named CORPORATION by delivering a true copy of the Notice and Complaint to Arlene Kenny as Owner of the within named corporation. Description of Person Served: Age: 48, Sex: F, Race/Skin Color: White, Height: 5'10", Weight: 150, Hair Blonde, Glasses: N I am over the age of 18 and have no interest in the above action. SEN- .... ~ D~an ~ Subscribed and Sworn to before me on the 13th day of August, 2003 by the affiant who is personally known to me. NO'~Y PUBLIC Robert C. Regalad~ Process Server Agency Lic. # 117;~1132 CHOICE PROCESS SERVICE-TAMPA Post Office Box 1215 Tampa, FL 33601 (888) 776-2377 Our Job Serial Number: 2003207195 Ref: 4045 FFIOAVi3"OF SERVICE Commonwealth of Pennsylvania Case Number: 03-3735 County of CUMBERLAND Common Pleas Court Plaintiff: HARSCO CORPORATION, GAS & FLUID CONTROL GROUP VS. Defendant: KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND EARNEST P. ROGERS AND CATHY JORDAN-ROGERS For: John W. Purcell Jr. PURCELL, KRUG & HALLER Received by CHOICE PROCES,S, - TAMPA on th,e, 8th day of August, 2003 at 3:35 om to be served on ERNEST P. ROGERS, 4765 ASH DRIVE, ~IENO~,~,O;.IEE FA~.LS, WISCON-~IN 5305']. i, ~;ll~kw~ [,~4,4~n~J~'~' , being duly sworn, depose and say that on the [~'~- day of ~0<.105J¢- . 200.~ at._~_: ~O.~., executed service by delivering a true copy of the NOTICE AND COMPLAIN'~ in accordance with state s{atutes in the manner marked below: ( ) INDIVIDUAL SERVICE: Served the within-named person. '~SU~BSTITUTE SERVICE: By serving C,~tr~ () POSTED SERVICE: After attempting service on / at __ place on the property described herein. ( ) OTHER SERVICE: As described in the Comments below by serving as _ as and on __/__ at .__to a conspicuous ( ) NON SERVICE: For the reason detailed in the Comments below. MARRIED: YES ~/ OR NO MILITARY STATUS: YES NO ~' '- ~ -' ' AFFIDAVI'~' OF'SI~RVICE for 03-3735 I certify that I have no interest in the above action, am of legal age and have proper authority in the jurisdiction in which this service was made. Subscrib_e~nd S~..g~rn to befgJ'e me on the /'~-~' the affiant who is PROCESS SERVER # Appointed in accordance with State Statutes CHOICE PROCESS - TAMPA P.O. Box 1215 Tampa, FL 33601 (813) 229-1444 Our Job Serial Number: 2003004048 AFFIDAVtT OF, SERVICE Commonwealth of Pennsylvania County of CUMBERLAND Common Pleas Court Case Number: 03-3735 Plaintiff: HARSCO CORPORATION, GAS & FLUID CONTROL GROUP VS. Defendant: KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND EARNEST P. ROGERS AND CATHY JORDAN-ROGERS For: John W. Purcell Jr. PURCELL, KRUG & HALLER Received by CHOICE PROCESS - TAMPA on the 8th day of August, 200~.~3 at 3:35, pm to be served pn PETER KENNY, 1240 RICHFIELD COURT, WOODRIDGE, ILLINOIS 6.0517. I, ~J~O/~~ /.~-~'/L)~--", being duly sworn depose and say that on the ~ day oi ~)~(~ ,20 o,{ at _.~_._:,~,5'~.m., executed service by delivering a true copy of the NOTICE AND COMPLAINT in accordance with state statutes n the manner marked below: ~NDIVIDUAL SERVICE: Served the within-named person. ( ) SUBSTITUTE SERVICE: By serving as ( ) POSTED SERVICE: After attempting service on __ __ place on the property described herein. / at__and on__/__at __to a conspicuous ( ) OTHER SERVICE: As described in the Comments below by serving as ( ) NON SERVICE: For the reason detailed in the Comments below. MARRIED: YES ~ OR NO MILITARY STATUS: YES NO ~ COMMENTS: AFFIDAVIT OF'SERVICE for 03-3735 I certify that I have no interest ih the above action, am of legal ~ge and have proper authority in the jurisdiction in which this service was made. OFFICIAL SEN. ~'~ J~ L De~ Subscribed and Sworn to before me on the day of ;~ , ~oe~ by the affiant who is personally known to me. NOT/~Y PUBLIC Appointed in accordance with State Statutes CHOICE PROCESS - TAMPA P.O. Box 1215 Tampa, FL 33601 (813) 229-1444 Our Job Serial Number: 2003004046 HARSCO CORPORATION, GAS & FLUID CONTROL GROUP, Plaintiff VS. KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND ERNEST P. ROGERS AND CATHY JORDAN-ROGERS, Defendants : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA : : CIVIL ACTION-LAW : : NO. 03-3735 CIVIL PRAECIPE TO THE PROTHONOTARY: Please enter judgment in favor of the Plaintiff and against the Defendants in the above matter, for failure to file a response to the Complaint, within twenty days of service, and after Ten Day Notice pursuant to Pa. R.C.P. 237.1. Judgment shall be as follows: 1. In favor of the Plaintiff and against the Defendants for $51,757.47 as of March 1, 2003, plus continuing interest thereafter, plus reasonable Attorney's fees and costs of suit. I hereby certify that a Ten Day Notice of Default was mailed to the Defendants on September 16, 2003 in accordance with the above referenced Rule. Date: January 20, 2004 John ~. Purc-~"ell, Jr., Esquire ~N~rth Front Street --~--lCfarrisburg, PA 17102 (717) 234-4178 HARSCO CORPORATION, GAS & FLUID CONTROL GROUP, Plaintiff VS. KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND ERNEST P. RQGERS AND CATHY JORDAN-ROGERS, Defendants : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION-LAW NO, 03-3735 CIVIL NOTICE TO PLEAD TO: KR Holdings, LLC 27 Forestwood Court, Unit B, Romeoville, IL 60446 DATE OF NOTICE: September 16, 2003 YOU ARE IN DEFAULT BECAUSE YOU HAVE FAILED TO ENTER A WRITTEN APPEARANCE PERSONALLY OR BY ATTORNEY AND FILE IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE CLAIMS SET FORTH AGAINST YOU. UNLESS YOU ACT WITHIN TEN DAYS FROM THE DATE OF THIS NOTICE A JUDGMENT MAY BE ENTERED AGAINST YOU WITHOUT A HEARING AND YOU MAY LOSE YOUR PROPERTY OR OTHER IMPORTANT RIGHTS. YOU SHOULD TAKE THIS NOTICE TO A LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE FOLLOWING OFFICE TO FIND OUT WHERE YOU CAN GET LEGAL HELP. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA 17013 (717)240-3166 or (800) 990-9108 PURC~ELI~., KRUG & HALLER BY ~Oohh?W~ 'Purcell, Jr. I.D. 29955 17!9 North Front Street Harrisburg, PA 17102 (717) 234-4178 Attorney for Plaintiff NOTICIA IMPORTANTE TO: KR Holdings, LLC 27 Forestwood Court, Unit B, Romeoville, IL 60446 FECHA DE NOTICIA: September 16, 2003 USTED NO HA COMPLIDO CON EL AVISO ANTERIOR PORQUE HA FALTADO EN TOMAR MEDIDAS REQUERIDAS RESPECTO A ESTE CASO. SI USTED NO ACUTA DENTRO DE DIEZ (10) DIAS DESDE LA FECHA DE ESTA NOTICIA, ES POSIBLE QUE UN FALLO SERIA RESITRADO CONTRA USTED SIN UNA AUDENCIA Y USTED PODRIA PERDER SU PROPIEDAD O OTROS DERECHOS IMPORTANTES. USTED DEBE LLEVAR ESTA NOTICIA A SU ABOGADO EN SEGUIDA. SI USTED NO TIENE ABOGADO O NO TIENE CON QUE PAGAR LOS SERVICIOS DE UN ABAOGADO, VAYA O LLAME A LA OFICINA ABA JO PARA AVERIGUAR A DONDE USTED PUEDE OBTENER LA AYUDA LEGAL. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA '17013 (717)240-3166 or (800) 990-9'108 HARSCO CORPORATION, GAS & FLUID CONTROL GROUP, Plaintiff VS. KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND ERNEST P. RQGERS AND CATHY JORDAN-ROGERS, Defendants : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA : CIVIL ACTION-LAW : NO. 03~3735 CIVIL NOTICE TO PLEAD TO: Team Technologies, Incorporated 27 Forestwood Court, Unit B, Romeoville, IL 60446 DATE OF NOTICE: September 16, 2003 YOU ARE IN DEFAULT BECAUSE YOU HAVE FAILED TO ENTER A WRITTEN APPEARANCE PERSONALLY OR BY ATTORNEY AND FILE IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE CLAIMS SET FORTH AGAINST YOU. UNLESS YOU ACT WITHIN TEN DAYS FROM THE DATE OF THIS NOTICE A JUDGMENT MAY BE ENTERED AGAINST YOU WITHOUT A HEARING AND YOU MAY LOSE YOUR PROPERTY OR OTHER IMPORTANT RIGHTS. YOU SHOULD TAKE THIS NOTICE TO A LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE FOLLOWING OFFICE TO FIND OUT WHERE YOU CAN GET LEGAL HELP. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA 17013 (717)240-3166 or (800) 990-9108 BY PURCELL, KRUG & HALLER John Wi Purcell, Jr. I.D. 29955 1719 North Front Street Harrisburg, PA 17102 (717) 234-4178 Attorney for Plaintiff NOTICIA IMPORTANTE TO: Team Technologies, Incorporated 27 Forestwood Court, Unit B, Romeoville, IL 60446 FECHA DE NOTICIA: September 16, 2003 USTED NO HA COMPLIDO CON EL AVISO ANTERIOR PORQUE HA FALTADO EN TOMAR MEDIDAS REQUERIDAS RESPECTO A ESTE CASO. SI USTED NO ACUTA DENTRO DE DIEZ (10) DIAS DESDE LA FECHA DE ESTA NOTICIA, ES POSIBLE QUE UN FALLO SERIA RESITRADO CONTRA USTED SIN UNA AUDENCIA Y USTED PODRIA PERDER SU PROPIEDAD O OTROS DERECHOS IMPORTANTES. USTED DEBE LLEVAR ESTA NOTIClA A SU ABOGADO EN SEGUIDA. SI USTED NO TIENE ABOGADO O NO TIENE CON QUE PAGAR LOS SERVlClOS DE UN ABAOGADO, VAYA O LLAME A LA OFICINA ABA JO PARA AVERIGUAR A DONDE USTED PUEDE OBTENER LA AYUDA LEGAL. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA 17013 (717)240-3166 or (800) 990-9108 HARSCO CORPORATION, GAS & FLUID CONTROL GROUP, Plaintiff VS. KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L KENNY AND ERNEST P. ROGERS AND CATHY JORDAN-ROGERS, Defendants : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA : CIVIL ACTION-LAW : NO. 03-3735 CIVIL NOTICE TO PLEAD TO: Peter Kenny 1240 Richfield Court, Woodridge, IL 60517 DATE OF NOTICE: September 16, 2003 YOU ARE IN DEFAULT BECAUSE YOU HAVE FAILED TO ENTER A WRITTEN APPEARANCE PERSONALLY OR BY ATTORNEY AND FILE IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE CLAIMS SET FORTH AGAINST YOU. UNLESS YOU ACT WITHIN TEN DAYS FROM THE DATE OF THIS NOTICE A JUDGMENT MAY BE ENTERED AGAINST YOU WITHOUT A HEARING AND YOU MAY LOSE YOUR PROPERTY OR OTHER IMPORTANT RIGHTS. YOU SHOULD TAKE THIS NOTICE TO A LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE FOLLOWING OFFICE TO FIND OUT WHERE YOU CAN GET LEGAL HELP. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA 17013 (717)240-3166 or (800) 990-9108 BY PURCELL KRUG & HALLER John ~}/', i PUi'Cell, Jr. LD. 29955 1719 North Front Street Harrisburg, PA 17102 (717) 234-4178 Attorney for Plaintiff NOTICIA IMPORTANTE TO: Peter Kenny 1240 Richfield Court, Woodridge, IL 60517 FECHA DE NOTICIA: September 16, 2003 USTED NO HA COMPLIDO CON EL AVISO ANTERIOR PORQUE HA FALTADO EN TOMAR MEDIDAS REQUERIDAS RESPECTO A ESTE CASO. SI USTED NO ACUTA DENTRO DE DIEZ (10) DIAS DESDE LA FECHA DE ESTA NOTICIA, ES POSlBLE QUE UN FALLO SERIA RESITRADO CONTRA USTED SIN UNA AUDENCIA Y USTED PODRIA PERDER SU PROPIEDAD O OTROS DERECHOS IMPORTANTES. USTED DEBE LLEVAR ESTA NOTICIA A SU ABOGADO EN SEGUIDA. SI USTED NO TIENE ABOGADO O NO TIENE CON QUE PAGAR LOS SERVICIOS DE UN ABAOGADO, VAYA O LLAME A LA OFICINA ABA JO PARA AVERIGUAR A DONDE USTED PUEDE OBTENER LA AYUDA LEGAL. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA 17013 (717)240-3166 or (800) 990-9108 HARSCO CORPORATION, GAS & FLUID CONTROL GROUP, Plaintiff VS. KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND ERNEST P. ROGERS AND CATHY JORDAN-ROGERS, Defendants : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA : CIVIL ACTION-LAW : NO. 03-3735 CIVIL NOTICE TO PLEAD TO: Arlene L. Kenny 1240 Richfield Court, Woodridge, IL 60517 DATE OF NOTICE: September 16, 2003 YOU ARE IN DEFAULT BECAUSE YOU HAVE FAILED TO ENTER A WRITTEN APPEARANCE PERSONALLY OR BY ATTORNEY AND FILE IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE CLAIMS SET FORTH AGAINST YOU. UNLESS YOU ACT WITHIN TEN DAYS FROM THE DATE OF THIS NOTICE A JUDGMENT MAY BE ENTERED AGAINST YOU WITHOUT A HEARING AND YOU MAY LOSE YOUR PROPERTY OR OTHER IMPORTANT RIGHTS. YOU SHOULD TAKE THIS NOTICE TO A LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE FOLLOWING OFFICE TO FIND OUT WHERE YOU CAN GET LEGAL HELP. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA 17013 (717)240-3166 or (800) 990-9108 BY PURCELL, KRUG & HALLER John W. PUrCell, Jr. i.D. 29955 1719 North Front Street Harrisburg, PA 17102 (717) 234-4178 Attorney for Plaintiff NOTICIA IMPORTANTE TO: Arlene L. Kenny 1240 Richfield Court, Woodridge, IL 60517 FECHA DE NOTICIA: September 16, 2003 USTED NO HA COMPLIDO CON EL AVISO ANTERIOR PORQUE HA FALTADO EN TOMAR MEDIDAS REQUERIDAS RESPECTO A ESTE CASO. SI USTED NO ACUTA DENTRO DE DIEZ (10) DIAS DESDE LA FECHA DE ESTA NOTICIA, ES POSlBLE QUE UN FALLO SERIA RESITRADO CONTRA USTED SIN UNA AUDENCIA Y USTED PODRIA PERDER SU PROPIEDAD O OTROS DERECHOS IMPORTANTES. USTED DEBE LLEVAR ESTA NOTIClA A SU AI3OGADO EN SEGUIDA. SI USTED NO TIENE ABOGADO O NO TIENE CON QUE PAGAR LOS SERVlClOS DE UN ABAOGADO, VAYA O LLAME A LA OFIClNA ABA JO PARA AVERIGUAR A DONDE USTED PUEDE OBTENER LA AYUDA LEGAL. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA 17013 (717)240-3166 or (800) 990-9108 HARSCO CORPORATION, GAS & FLUID CONTROL GROUP, Plaintiff VS. : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA : CIVIL ACTION-LAW : NO. 03-3735 CIVIL KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND : ERNEST P. ROGERS AND CATHY JORDAN-ROGERS, Defendants NOTICE TO PLEAD TO: Ernest P. Rogers W 147 N 6557 Ash Drive, Monomonee Falls, WS 53051 DATE OF NOTICE: September 16, 2003 YOU ARE IN DEFAULT BECAUSE YOU HAVE FAILED TO ENTER A WRITTEN APPEARANCE PERSONALLY OR BY ATTORNEY AND FILE IN WRITING WITH THE COURT YOUR DEFENSES OR QBJECTIONS TO THE CLAIMS SET FORTH AGAINST YOU. UNLESS YOU ACT WITHIN TEN DAYS FROM THE DATE OF THIS NOTICE A JUDGMENT MAY BE ENTERED AGAINST YOU WITHOUT A HEARING AND YOU MAY LOSE YOUR PROPERTY OR OTHER IMPORTANT RIGHTS. YOU SHOULD TAKE THIS NOTICE TO A LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE FOLLOWING OFFICE TO FIND OUT WHERE YOU CAN GET LEGAL HELP. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA 17013 (717)240-3166 or (800) 990-9108 PURCELL, KRUG & HALLER BY . ~ John W. Purc~ell, Jr. I.D. 29955 1719 North Front Street Harrisburg, PA 17102 (717) 234-4178 Attorney for Plaintiff NOTICIA IMPORTANTE TO: Ernest P. Rogers W 147 N 6557 Ash Drive, Monomonee Falls, WS 53051 FECHA DE NOTICIA: September 16, 2003 USTED NO HA COMPLIDO CON EL AVISO ANTERIOR PORQUE HA FALTADO EN TOMAR MEDIDAS REQUERIDAS RESPECTO A ESTE CASO. SI USTED NO ACUTA DENTRO DE DIEZ (10) DIAS DESDE LA FECHA DE ESTA NOTICIA, ES POSIBLE QUE UN FALLO SERIA RESITRADO CONTRA USTED SIN UNA AUDENClA Y USTED PODRIA PERDER SU PROPIEDAD O OTROS DERECHOS IMPORTANTES. USTED DEBE LLEVAR ESTA NOTIClA A SU ABOGADO EN SEGUIDA. SI USTED NO TIENE ABOGADO O NO TIENE CON QUE PAGAR LOS SERVlCIOS DE UN ABAOGADO, VAYA O LLAME A LA OFICINA ABA JO PARA AVERIGUAR A DONDE USTED PUEDE OBTENER LA AYUDA LEGAL. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA 17013 (717)240-3166 or (800) 990~9108 HARSCO CORPORATION, GAS & FLUID CONTROL GROUP, Plaintiff VS. KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND ERNEST P. ROGERS AND CATHY JORDAN-ROGERS, Defendants : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA : CIVIL ACTION-LAW : NO. 03-3735 CIVIL NOTICE TO PLEAD TO: Cathy Jordan-Rogers W 147 N 6557 Ash Drive, Monomonee Falls, WS 53051 DATE OF NOTICE: September 16, 2003 YOU ARE IN DEFAULT BECAUSE YOU HAVE FAILED TO ENTER A WRITTEN APPEARANCE PERSONALLY OR BY ATTORNEY AND FILE IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE CLAIMS SET FORTH AGAINST YOU. UNLESS YOU ACT WITHIN TEN DAYS FROM THE DATE OF THIS NOTICE A JUDGMENT MAY BE ENTERED AGAINST YOU WITHOUT A HEARING AND YOU MAY LOSE YOUR PROPERTY OR OTHER IMPORTANT RIGHTS. YOU SHOULD TAKE THIS NOTICE TO A LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE FOLLOWING OFFICE TO FIND OUT WHERE YOU CAN GET LEGAL HELP. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA 17013 (717)240-3166 or (800) 990-9108 BY PURCELL, KRUG & HALLER J0~n W. PurCell, Jr. I.D. 29955 1719 North Front Street Harrisburg, PA 17'102 (717) 234-4178 Attorney for Plaintiff NOTICIA IMPORTANTE TO: Cathy Jordan-Rogers W 147 N 6557 Ash Drive, Monomonee Falls, WS 53051 FECHA DE NOTICIA: September 16, 2003 USTED NO HA COMPLIDO CON EL AVISO ANTERIOR PORQUE HA FALTADO EN TOMAR MEDIDAS REQUERIDAS RESPECTO A ESTE CASO. SI USTED NO ACUTA DENTRO DE DIEZ (10) DIAS DESDE LA FECHA DE ESTA NOTICIA, ES POSIBLE QUE UN FALLO SERIA RESITRADO CONTRA USTED SIN UNA AUDENCIA Y USTED PODRIA PERDER SU PROPIEDAD O OTROS DERECHOS IMPORTANTES. USTED DEBE LLEVAR ESTA NOTICIA A SU ABOGADO EN SEGUIDA. SI USTED NO TIENE ABOGADO O NO TIENE CON 0UE PAGAR LOS SERVICIOS DE UN ABAOGADO, VAYA O LLAME A LA OFICINA ABA JO PARA AVERIGUAR A DONDE USTED PUEDE OBTENER LA AYUDA LEGAL. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA 17013 (717)240-3166 .or (800) 990-9108 HARSCO CORPORATION, GAS & FLUID CONTHOL GROUP, Plaintiff vs. KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND ERNEST P. ROGERS AND CATHY JORDAN-ROGERS, Defendants : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA : CIVIL ACTION-LAW NO. 03-3735 CIVIL MOTION TO VACATE JUDGMENT AND WITHDRAW COMPLAINT 1. The Movant is the Plaintiff Harsco Corporation, Gas & Fluid Control Group in the above captioned matter. 2. The Plaintiff had previously obtained a default ,Judgment against the Defendants on January 22, 2004. 3. Questions conceming jurisdiction of the Court over the Defendants have been raised, and Plaintiff is desirous of vacating the Jud(,~nent and withdrawing the Complaint in order to pursue the matter in another state forum. WHEREFORE, the Plaintiff requests this Honorable Court to vacate the Judgment entered previously, and to allow the Plaintiff to withdraw the Complaint. Respectfully submitted, PURCELL, KRUG; & HALLER ~hn ~. 15~c------b~l, Jr. I.D~29955 ~--~f719 North Front Street Harrisburg, PA 17102 (717) 234-4178 CERTIFICATE OF SERVICI~: I, John W. Purcell, Jr., Esquire, Attorney for the Plaintiffs, hereby certify that a true and correct copy of the foregoing was served on the Defendants by forwarding said copy to them at the following address, by first class U.S. Mail on July 29, 2004: KR Holdings, LLC 27 Forestwood Court, Urfit B Romeoville, IL 60466 Team Technologies, Incorporated 27 Forestwood Courg, Ur~it B Romeoville, IL 60466 Peter Kenny 1240 Richfield Court Woodridge, IL 60517 Arlene L. Kenny 1240 Rich_field Court Woodridge, IL 60517 Ernest P. Rogers 4765 Ash Drive Menomonee Falls, WI 53051 Cathy Jordan-Rogers 4765 Ash Drive Menomonee Falls, WI 53051 ~955 HARSCO CORPORATION, GAS & FLUID CONTROL GROU~P; Plaintiff VS, KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., pETER : KENNY AND ARLENE L. KENNY AND : ERNEST P. ROGERS AND CATHY : jORDAN-ROGERS, : Defendants : : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA : : CIVIL ACTION-LAW : : NO. 03-3735 CIVIL ORDER OFCOURT AND NOW, this _ ~ -- day of ~..~.~ ., 2004 upon Motion of the Plaintiff to Vacate Judgment and Withdraw Proceedings, it is hereby oRDERED and DECREED that the Judgment entered on January 22, 2004 is hereby vacated as if it had not been previously entered, and plaintiff is granted leave to withdraw the Complaint upon appropriate Praecipe, BY THE COURT, HARSCO CORPORATION, GAS & FLUID CONTROL GROUP, Plaintiff VS. KR HOLDINGS, LLC, TEAM TECHNOLOGIES, INC., PETER KENNY AND ARLENE L. KENNY AND ERNEST p. ROGERS AND CATHY JORDAN-ROGERS, Defendants : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA : CIVIL ACTION-LAW : : NO. 03-3735 CIVIL PRAECIP~E TO THE PROTHONOTARY: In accordance with the Court's Order of August 6, 2004, Plaintiff hereby withdraws the Complaint filed in the above captioned matter, without prejudice. Purcell, Krug & Hailer Date: August 9, 2004