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HomeMy WebLinkAbout07-2564COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION PNC BANK, NATIONAL ASSOCIATION, DOCKET NO. Q~`j --.?s'L y ~l V ~ C~~,,,.I Plaintiff v. VIGNESH, LLC, DBA UNI-MART, Defendant CONFESSION OF JUDGMENT PREVIOUSLY ASSIGNED TO: N/A CONFESSION OF JUDGMENT Pursuant to the authority contained in the warrant of attorney, the original or a copy of which is attached to the Complaint filed in this action, I appear for the Defendant and confess judgment in favor of the Plaintiff and against the Defendant as follows: a. Principal b. Interest to April 23, 2007 c. Late Charges d. UCC Search Fees e. Attorneys' Fees TOTAL: Date: May 2007 $ 463,808.23 $ 28,322.55 $ 2,282.63 $ 96.00 49,~13_~R $543,722.49, plus interest, other expenses, fees and costs Respectfully submitted, McNees Wallace & Nurick LLC By: eo h ,Esquire Supreme Co 1D #24848 100 Pine Street, PO Box 1166 Harrisburg, PA 17108-1166 (717)237-5439 Attorneys for Plaintiff COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION PNC BANK, NATIONAL ASSOCIATION, DOCKET NO. O'ff' - •~ ~ ~ C t ~ ~ C Plaintiff I v. VIGNESH, LLC, DBA UNI-MART, Defendant :CONFESSION OF JUDGMENT PREVIOUSLY ASSIGNED TO: N/A COMPLAINT FOR CONFESSION OF JUDGMENT UNDER RULE 2951 1. 'The Plaintiff, PNC Bank, National Association, is a national banking association organized and existing under the laws of the United States of America with a principal regional office located at 4242 Cazlisle Pike, Camp Hill, PA 17011 (the "Plaintiff'). 2. The Defendant, Vignesh, LLC, dba Uni-Mart, is a Pennsylvania limited liability company with a last known address c/o Pinal Patel, Member, 6160 Springford Drive, Apt. D4, Harrisburg, PA 17111 (the "Defendant"). 3. The Defendant executed and delivered to the Plaintiff a U.S. Small Business Administration Note dated August 9, 2005, in the original principal amount of Four Hundred Eighty-Nine Thousand Dollars ($489,000), as amended by an Amendment to US Small Business Administration Note dated April 17, 2006 (together, the "Note"), true and correct photostatic reproductions of the originals of which are attached hereto as Exhibit "A" and made a part hereof. 4. The Defendant executed and delivered to the Plaintiff a Disclosure for Confession of Judgment ("Disclosure for Confession"), a true and correct photostatic reproduction of the original of which is attached hereto as Exhibit "B" and made a part hereof. 5. Defendant is in default of Defendant's obligations to make payment to the Plaintiff as required in the Note, and the Plaintiff has demanded payment in full of all outstanding amounts as provided in the Note. A copy of the Plaintiffs demand dated February 12, 2007, is attached hereto as Exhibit "C" and made a part hereof. 6. Judgment is not being entered by confession against a natural person in connection with a consumer credit transaction. 7. There has not been any assignment of the Note. 8. Judgment has not been entered on the Note in any jurisdiction. 9. The amount due to the Plaintiff as a result of the Defendant's default is as follows: a. Principal $463,808.23 b. Interest to Apri123, 2007 $ 28,322.55 c. Late Charges $ 2,282.63 d. UCC Search Fees $ 96.00 e. Attorneys' Fees 49, 12 ~_~R TOTAL DUE: $543,722.49 10. Interest continues to accrue at a rate equal to the Prime Rate published in the Wall Street 7~Lrna1, plus two and one-quarter percent (2.25%), adjusted quarterly. WHEREFORE, Plaintiff, PNC Bank, National Association, demands judgment against the Defendant, Vignesh, LLC, dba Uni-Mart, in the amount of Five Hundred Forty-Three Thousand Seven Hundred Twenty-Two and 49/100 Dollars ($543,722.49), plus interest at a rate equal to the Prime Rate published in the Wall Str ..t ]~ ~rnal, plus two and one-quarter percent (2.25%), adjusted quarterly, through the date of payment, including on and after the date of entry of judgment on this Complaint, and for other expenses, fees and costs to which the Plaintiff maybe entitled. Respectfully submitted, McNees Wallace & Nurick LLC Date: May ~, 2007 By: Geo uff, Esquire reme C urt ID #24848 100 Pine Street, PO Box 1166 Harrisburg, PA 17108-1166 (717) 237-5439 Attorneys for Plaintiff COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION PNC BANK, NATIONAL ASSOCIATION, :DOCKET NO. Plaintiff v. VIGNESH, LLC, DBA UNI-MART, Defendant CONFESSION OF JUDGMENT PREVIOUSLY ASSIGNED TO: N/A VERIFICATION I, Eric D. Krimmel, Vice President, for PNC Bank, National Association, being authorized to do so on behalf of PNC Bank, National Association, hereby verify that the statements made in the foregoing pleading are true and correct to the best of my information, knowledge and belief. I understand that false statements herein are made subject to the penalties of 18 Pa. C.S. Section 4904, relating to unsworn falsification to authorities. PNC BANK, NATIONAL ASSOCIATION Date: S /~ ~0 > By: _ (~t.~=....~ ! -. Eric D. Krimmel Vice President ' A US !f & fr U.S. Small Business Administration NOTE SBA Loan # PLP 90089340-09 SSA Loan Name Vignesh, LLC Date Loan Amount 488,000.00 Interest Rate The initial rate is fixed at 8.50%; thereafter floating at WSJ Prime plus 2.25%. Borrower Vignesh, LLC dba Uni-Mart Operating Company Lender PNC Bank, N. A. 1. PROMISE TO PAY: In return for the Loan, Borrower promises to pay to the order of Lender the amount of Four Hundred and Eighty Nine Thousand- --- -QO/100 Dollars, interest on the unpaid principal balance, and all other amounts required by this Note. 2. DEFINITIONS: "Collateral" means any property taken as security for payment of this Note or any guarantee of this Note. "Guarantor" means each person or entity that signs a guarantee of payment of this Note. "Loan" means the loan evidenced by this Note. "Loan Documents" means the documents related to this loan signed by Borrower, any Guarantor, or anyone who pledges collateral. "SBA" means the Small Business Administration, anAgency of the United States of America. SBA Form 147 (08/03/02) Verson 4.1 Page 1/8 Bankers Systems, Inc., St. Cloud, MN x~,~b~~ caA~~ 3. PAYMENT TERMS: Borrower must make all payments at the place Lender designates. The payment terms for this Note are: 'This Note will mature in 10 years from date of Note. The interest rate on this Note will fluctuate. The initial interest rate is 8.50% per year. This initial rate is the prime rate on the date SBA received the loan application, plus 2.25%. The interest rate on this Note will then begin to fluctuate as described below. The initial interest rate must remain in effect until the first change period begins. Borrower must pay principal and interest of $6,062.90 every month, beginning one month from the month this Note is dated; payments must be made on the first calendar day in the months they are due. Lender will apply each installment payment first to pay interest accrued to the day Lender receives the payment, then to bring principal current, then to pay any late fees, and will apply any remaining balance to reduce the principal. The interest rate will be adjusted quarterly (the "change period"). The "Prime Rate" is the prime rate in effect on the first business day of the month in which an interest rate change occurs, as published in the Wall Street Journal on the next business day. The adjusted interest rate will be 2.25°!o above the Prime Rate. Lender will adjust the interest rate on the first calendar day of each change period. The change in interest rate is effective on that day whether or not Lender gives Borrower notice of the change. Lender must adjust the payment amount at least annually as needed to amortize principal over the remaining term of the note. If SBA purchases the guaranteed portion of the unpaid principal balance, the interest rate becomes fixed at the rate in effect at the time of the earliest uncured payment default. If there is no uncured payment default, the rate becomes fixed at the rate in effect at the time of purchase. Late Charge: If a payment on this Note is more than 10 days late, Lender may charge Borrower a late fee of up to 5% of the unpaid portion of the regularly scheduled payment. Notwithstanding any provision in this Note to the contrary: Borrower may prepay this Note. Borrower may prepay 20 percent or less of the unpaid princ?pal balance at any time without notice. If Borrower prepays more than 20 percent and the Loan has been sold on the secondary market, Borrower must: (a.) Give Lender written notice; (b.) Pay all accrued interest; and (c.) If the prepayment is received less than 21 days from the date Lender receives the notice, pay an amount equal to 21 days' interest from the date Lender receives the notice, less any interest accrued during the 21 days and paid under subparagraph b., above. If Borrower does not prepay within 30 days from the date Lender receives the notice, Borrower must give Lender a new notice. SBA Form 147 (08103/02) Verson 4.1 Pege 218 Bankers Systems, Inc., St. Cloud, MN 4. DEFAULT: Borrower is in default under this Note if Borrower does not make a payment when due under this Note, or if Borrower or Operating Company: A. Fails to do anything required by this Note and other Loan Documents; B. Defaults on any other loan with Lender; C. Does not preserve, or account to Lender's satisfaction for, any of the Collateral or its proceeds; D. Does not disclose, or anyone acting on their behalf does not disclose, any material fact to Lender or SBA; E. Makes, or anyone acting on their behalf makes, a materially false or misleading representation to Lender or SBA; F. Defaults on any loan or agreement with another creditor, if Lender believes the default may materially affect Borrower's ability to pay this Note; G. Fails to pay any taxes when due; H. Becomes the subject of a proceeding under any bankruptcy or insolvency law; I. Has a receiver or liquidator appointed for any part of their business or property; J. Makes an assignment for the benefit of creditors; K. Has any adverse change in financial condition or business operation that Lender believes may materially affect Borrower's ability to pay this Note; L. Reorganizes, merges, consolidates, or otherwise changes ownership or business structure without Lender's prior written consent; or M. Becomes the subject of a civil or criminal action that Lender believes may materially affect Borrower's ability to pay this Note. 5. LENDER'S RIGHTS IF THERE IS A DEFAULT: Without notice or demand and without giving up any of its rights, Lender may: A. Require immediate payment of all amounts owing under this Note; B. Collect all amounts owing from any Borrower or Guarantor; C. File suit and obtain judgment; D. Take possession of any Collateral; or E. Sell, lease, or otherwise dispose of, any Collateral at public or private sale, with or without advertisement. 6. LENDER'S GENERAL POWERS: Without notice and without Borrower's consent, Lender may: A. Bid on or buy the Collateral at its sale or the sale of another lienholder, at any price it chooses; B. Incur expenses to collect amounts due under this Note, enforce the terms of this Note or any other Loan Document, and preserve or dispose of the Collateral. Among other things, the expenses may include payments for property taxes, prior liens, insurance, appraisals, environmental remediation costs, and reasonable attorney's fees and costs. If Lender incurs such expenses, it may demand immediate repayment from Borrower or add the expenses to the principal balance; C. Release anyone obligated to pay this Note; D. Compromise, release, renew, extend or substitute any of the Collateral; and E. Take any action necessary to protect the Collateral or collect amounts owing on this Note. SBA Fo-m 147 (08/03/02) Version 4.1 Page 3/8 Bankers Systems, Inc., St. Cloud, MN 7. WHEN FEDERAL LAW APPLIES: When SBA is the holder, this Note will be interpreted and enforced under federal law, including SBA regulations. Lender or SBA may use state or local procedures for filing papers, recording documents, giving notice, foreclosing liens, and other purposes. By using such procedures, SBA does not waive any federal immunity from state or local control, penalty, tax, or liability. As to this Note, Borrower may not claim or assert against SBA any local or state law to deny any obligation, defeat any claim of SBA, or preempt federal law. 8. SUCCESSORS AND ASSIGNS: Under this Note, Borrower and Operating Company include the successors of each, and Lender includes its successors and assigns. 9. GENERAL PROVISIONS: A. All individuals and entities signing this Note are jointly and severally liable. B. Borrower waives all suretyship defenses. C. Borrower must sign all documents necessary at any time to comply with the Loan Documents and to enable Lender to acquire, perfect, or maintain Lender's liens on Collateral. D. Lender may exercise any of its rights separately or together, as many times and in any order it chooses. Lender may delay or forgo enforcing any of its rights without giving up any of them. E. Borrower may not use an oral statement of Lender or SBA to contradict or alter the written terms of this Note. F. If any part of this Note is unenforceable, all other parts remain in effect. G. To the extent allowed by law, Bon•ower waives all demands and notices in connection with this Note, including presentment, demand, protest, and notice of dishonor. Bonower also waives any defenses based upon any claim that Lender did not obtain any guarantee; did not obtain, perfect, or maintain a lien upon Collateral; impaired Collateral; or did not obtain the fair market value of Collateral at a sale. SBA Form 1 d7 (08!03102) Version 4.1 Page 4/8 Bankers Systems, Inc., St. Cloud, MN 10. STATE-SPECIFIC PROVISIONS: PA CONFESSION OF JUDGMENT 1. POWER TO CONFESS JUDGMENT. UNDERSIGNED HEREBY EMPOWERS ANY ATTORNEY OF ANY COURT OF RECORD, AT ANY TIME AFTER THE OCCURRENCE OF ANY EVENT OF DEFAULT HEREUNDER, TO APPEAR FOR THE UNDERSIGNED AND, WITH OR WITHOUT COMPLAINT FILED, CONFESS JUDGMENT, OR A SERIES OF JUDGMENTS, AGAINST THE UNDERSIGNED IN FAVOR OF THE LENDER OR ANY HOLDER HEREOF FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE, ALL ACCRUED INTEREST AND ALL OTHER AMOUNTS DUE HEREUNDER, TOGETHER WITH COSTS OF SUIT AND AN ATTORNEY'S COMMISSION OF 10% OF SUCH PRINCIPAL AND INTEREST ADDED AS A REASONABLE ATTORNEY'S FEE, AND FOR DOING SO, THIS NOTE OR A COPY VERIFIED BY AFFIDAVIT SHALL BE A SUFFICIENT WARRANT. THE UNDERSIGNED HEREBY FOREVER WAIVES AND RELEASES ALL ERRORS IN SAID PROCEEDINGS AND ALL RIGHTS OF APPEAL AND ALL RELIEF FROM ANY AND ALL APPRAISEMENT, STAY OR EXEMPTION LAWS OF ANY STATE NOW IN FORCE OR HEREAFTER ENACTED. JUDGMENT MAY BE CONFESSED FROM TIME TO TIME UNDER THE AFORESAID POWER TO CONFESS JUDGMENT AND NO SINGLE EXERCISE OF THE FOREGOING POWER TO CONFESS JUDGMENT, OR A SERIES OF JUDGMENTS, SHALL BE DEEMED TO EXHAUST THE POWER, WHETHER OR NOT ANY SUCH EXERCISE SHALL BE HELD BY ANY COURT TO BE INVALID, VOIDABLE, OR VOID, BUT THE POWER SHALL CONTINUE UNDIMINISHED AND IT MAYBE EXERCISED FROM TIME TO TIME AS OFTEN AS THE LENDER SHALL ELECT UNTIL SUCH TIME AS THE LENDER SHALL HAVE RECEIVED PAYMENT IN FULL OF THE DEBT, INTEREST, COSTS AND FEES. 2. Governing Law; Jurisdiction. This Note will be interpreted and the rights and liabilities of the parties hereto determined in accordance with the laws of the Commonwealth of Pennsylvania, excluding its conflict of laws rules. The Undersigned hereby irrevocably consents to the exclusive jurisdiction of the Courts of Common Pleas of the Commonwealth of Pennsylvania and the United States District Court for the Middle District of Pennsylvania; provided that nothing contained in this Note will prevent the Lender or any holder hereof from bringing any action, enforcing any award or judgment or exercising any rights against the Undersigned, against any security or against any property of the Undersigned within any other county, state or other foreign or domestic jurisdiction. The Undersigned agrees that the venue provided above is the most convenient forum for both the Lender and the Undersigned and the Undersigned waives any objection to venue and any objection based on a more convenient forum in any action instituted under this Note. The Undersigned agrees that service of process in any such proceeding may be duly effected upon the Undersigned by mailing a copy thereof by registered mail, postage prepaid, to the Undersigned. 3. WAIVER OF JURY TRIAL. THE UNDERSIGNED IRREVOCABLY WAIVES ANY AND ALL RIGHTS THE UNDERSIGNED MAY HAVE TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR CLAIM OF ANY NATURE RELATING TO THIS NOTE, ANY DOGUMENTS EXECUTED IN CONNECTION WITH THI$ NOTE OR ANY TRANSACTION CONTEMPLATED IN ANY OF SUCH DOCUMENTS. THE UNDERSIGNED ACKNOWLEDGES THAT THE FOREGOING WAIVER IS KNOWING AND VOLUNTARY. SBA Form 147 (08103/02) Verson 4.1 Pape 5!8 Bankers Systems, Inc., St. Cloud, MN 11. BORROWER'S NAME(S) AND SIGNATURE(S): By signing below, each individual or entity becomes obligated under this Note as Borrower. Vignesh LLC dba l)nl-Mart ~'- y os' Pinal Patet, Member SBA Form 147 (08!03/02) Version 4.1 Page 8/8 Bankers Systems, Inc., St. Cloud, MN ~` #32172738-602607785 f, ,~ Amendment to US Small Business PN~]~ANI[~ Administration Note THIS AMENDMENT TO US SMALL BUSINESS ADMINISTRATION NOTE (this "Amendment") is made as of April 17, 2006, by and between VIGNESI3, LLC. DBA UNI-MART (the "Borrower"), and PNC BANK, NATIONAL ASSOCIATION (the "Bank"). BACKGROUND A. The Borrower has executed and delivered to the Bank (or a predecessor which is now known by the Bank's name as set forth above), a US Small Business Administration Note, which is more fully described on attached Exhibit A, which is made a part of this Amendment (collectively as amended from time to time, the "Loan Documents") which evidences or secures some or all of the Borrower's obligations to the Bank for one or more loans or other extensions of credit (the "Obligations"). B. The Borrower and the Bank desire to amend the Loan Documents as provided for in this Amendment. NOW, THEREFORE, in consideration of the mutual covenants herein contained and intending to be legally bound hereby, the parties hereto agree as follows: 1. Certain of the Loan Documents are amended as set forth in Exhibit A. Any and all references to any Loan Document in any other Loan Document shall be deemed to refer to such Loan Document as amended by this Amendment. This Amendment is deemed incorporated into each of the Loan Documents. Any initially capitalized terms used in this Amendment without defmition shall have the meanings assigned to those terms in the Loan Documents. To the extent that any term or provision of this Amendment is or may be inconsistent with any term or provision in any Loan Document, the terms and provisions of this Amendment shall control. 2. The Borrower hereby certifies that: (a) all of its representations and warranties in the Loan Documents, as amended by this Amendment, are, except as may otherwise be stated in this Amendment: (i) true and correct as of the date of this Amendment, (ii) ratified and confirmed without condition as if made anew; and (iii) incorporated into this Amendment by reference, (b) no Event of Default or event which, with the passage of time or the giving of notice or both, would constitute an Event of Default, exists under any Loan Document which v~ill not be cured by the execution and effectiveness of this Amendment, (c) no consent, approval, order or authorization of, or registration or filing with, any third party is required in connection with the execution, delivery and carrying out of this Amendment or, if required, has been obtained, and (d) this Amendment has been duly authorized, executed and delivered so that it constitutes the legal, valid and binding obligation of the Borrower, enforceable in accordance with its terms. The Borrower confirms that the Obligations remain outstanding without defense, set off, counterclaim, discount or charge of any kind as of the date of this Amendment. 3. The Borrower hereby confirms that any collateral for the Obligations, including liens, security interests, mortgages, and pledges granted by the Borrower or third parties (if applicable), shall continue unimpaired and in full force and effect, and shall cover and secure all of the Borrower's existing and future Obligations to the Bank[, as modified by this Amendment]. 4. As a condition precedent to the effectiveness of this Amendment, the Borrower shall comply with the terms and conditions (if any) specified in Exhibit A. 5. This Amendment may be signed in any number of counterpart copies and by the parties to this Amendment on separate counterparts, but all such copies shall constitute one and the same instrument. Delivery of an executed counterpart of a signature page to this Amendment by facsimile transmission shall be effective as delivery of a manually executed counterpart. Any party so executing this Amendment by facsimile transmission shall promptly deliver a manually executed counterpart, provided that any failure to do so shall not affect the validity of the counterpart executed by facsimile transmission. Form 17A -Multistate Rev. 3/99 ~. ~ 6. This Amendment will be binding upon and inure to the benefit of the Borrower and the Bank and their respective heirs, executors, admnustrators, successors and assigns. 7. This Amendment has been delivered to and accepted by the Bank and will be deemed to be made in the State where the Bank's office indicated in the Loan Documents is located. This Amendment will be interpreted and the rights and liabilities of the parties hereto determined in accordance with the laws of the State where the $ank's office indicated in the Loan Documents is Located, excluding its conflict of laws rules. 8. Except as amended hereby, the terms and provisions of the Loan Documents remain unchanged, are and shall remain in fi>Zl force and effect unless and until modified or amended in writing in accordance with their terms, and are hereby ratified and confirmed. Except as expressly provided herein, this Amendment shall not constitute an amendment, waiver, consent or release with respect to any provision of any Loan Document, a waiver of any default or Event of Default under any Loan Document, or a waiver or release of any of the Bank's rights and remedies (all of which are hereby reserved). The Borrower expressly ratifies and confirms the confession of judgment (if applicable) and waiver of jury trial provisions contained in the Loan Documents. WITNESS the due execution of this Amendment as a document under seal as of the date first written above. WITNESS /ATTEST: VIGNESH, DBA UNI-r '~ 1 ~ { j (SEAL) Print Name: ~'/~ r .,~c:F(n(>7~~A.~ Pinalk az atel Title: Member (Include title only if an officer of entity signing to the right) PNC BANK, NATIONAL ASSOCIATION By. ,,.-~ A~4 r''y - ,~' (S~~) Print Name: ~ .^ /...J ! ,f, , ..ff ~~ Title: ,p~v~'''' - 2 - Form 17A -Multistate Rev. 3/99 • ' ~ ~ ` ~ ~. • ' ~ . ~4 { EXHIBIT A TO AMENDMENT TO LOAN DOCUMENTS DATED APRIL 17, 2006 A. The "Loan Documents" that are the subject of this Amendment include the following (as any of the foregoing have previously been amended, modified or otherwise supplemented): 1. US Small Business Administration Note dated August 9, 2005 in the original principal amount of $489,000.00 (the "Note"). 2. All other documents, instruments, agreements, and certificates executed and delivered in connection with the Loan Documents listed in this Section A. B. The Loan Documents are amended as follows: The Note is hereby amended by extending a .three (3) month principal deferment on the outstanding principal balance as of May 1, 2006. The repayment schedule is hereby modified as defined below: "The interest rate on this Note will fluctuate. The initial interest rate is 8.50% per year. This initial rate is the prime rate on the date the SBA received the loan application, plus 2.25%. The initial interest rate must remain in effect until the first change period. Commencing on August 1, 2006, Borrower must pay principal and interest of $6,521.71 every month; payments must be made on the first calendar day in the months they are due. Lender will apply each installment payment first to pay interest accrued to the day Lender receives the payment, then to bring principal current, then to pay any late fees, and will apply any remaining balance to reduce principal. The interest rate will be adjusted quarterly (the "change period"). The "Prime Rate" is the prime rate in effect on the first business day of the month in which an interest rate change occurs, as published in the Wall Street Journal on the next business day. The adjusted interest rate will be 2.25% above the Prime Rate. Lender will adjust the interest rate on the first calendar day of each change period. The change in interest rate is effective on that day whether or not Lender gives Borrower notice of the change. The initial interest rate must remain in effect until the first change period begins. Lender must adjust the payment amount at least annually as needed to amortize principal over the remaining term of this Note. If SBA purchases the guaranteed portions of the unpaid principal balance, the interest rate becomes fixed at the rate in effect at the time of the earliest uncured payment default. If there is no uncured payment default, the rate becomes fixed at the rate in effect at the time of purchase. - 3 - Form 17A -Multistate Rev. 3/99 ~. ~- , All remaining principal and accrued interest is due and payable 10 years from the date of Note. Late Charge: If payment on this Note is more than 10 days late, Lender may charge Borrower a late fee of up to 5% of the unpaid portion of the regularly scheduled payment." C. Conditions to Effectiveness of Amendment: The Barilc's willingness to agree to the amendments set forth in this Amendment are subject to the prior satisfaction of the following conditions: 1. This Amendment to Loan Documents duly executed by Borrower and Bank. 2. The Consent of Guarantor to this Amendment to Loan Documents duly executed by all Guarantors. - 4 - Form 17A -Multistate Rev. 3/99 p -.. ~ ~ CONSENT OF GUARANTOR Each of the undersigned guarantors (jointly and severally if more than one, the "Guarantor") consents to the provisions of the foregoing Amendment (the "Amendment") and all prior amendments (if any) and confirms and agrees that: (a) the Guarantor's obligations under its US Small Business Administration Guaranty dated August 9, 2005 (collectively if more than one, the "Guaranty"), relating to the Obligations mentioned in the Amendment, shall be unimpaired by the Amendment; (b) the Guarantor has no defenses, set offs, counterclaims, discounts or charges of any kind against the Bank, its officers, directors, employees, agents or attorneys with respect to the Guaranty; and (c) all of the terms, conditions and covenants in the Guaranty remain unaltered and in full force and effect and are hereby ratified and confirmed and apply to the Obligations, as modified by the Amendment. The Guarantor certifies that all representations and warranties made in the Guaranty are true and correct. The Guarantor hereby confirms that any collateral for the Obligations, including liens, security interests, mortgages, and pledges granted by the Guarantor or third parties (if applicable), shall continue unimpaired and in full force and effect, shall cover and secure all of the Guarantor's existing and future Obligations to the Bank, as modified by this Amendment. The Guarantor ratifies and confirms the indemnification, confession of judgment (if applicable) and waiver of jury trial provisions contained in the Guaranty. WITNESS the due execution of this Consent as a document under seal as of the date of this Amendment, intending to be legally bound hereby. WITNESS /ATTEST: ~~i'~ Print Nam N r' ~ / ! ~ ' / Lam= . -,~ I C. ~ " (SEAL) Pinalkumar Patel pp ~ 4 t. ~~_ ~ (SEAL) Print Name: '~' /~- % '`. L, ~ Kiran Patel - 5 - Form 17A -Multistate Rev. 3/99 ~~ , ~^`~ Disclosure for Confession of Judgment PNC]~A~~T][~ Undersigned: VIGNESH, LLC DBA UNI-MART 38 ERFORD ROAD . CAMP HILL, PA 17011 Lender: PNC BANK, NATIONAL ASSOCIATION 8800 TINICUM BOULEVARD PHILADELPHIA, PA 19153 The undersigned has executed, and/or is executing, on or about the date hereof, the following document(s) under which the undersigned is obligated to repay monies to Lender: U.S. Small Business Administration Note. A. THE UNDERSIGNED ACKNOWLEDGES AND AGREES THAT THE ABOVE DOCUMENTS CONTAIN PROVISIONS UNDER WHICH LENDER MAY ENTER JUDGMENT BY CONFESSION AGAINST THE UNDERSIGNED. BEING FULLY AWARE OF ITS RIGHTS TO PRIOR NOTICE AND A HEARING ON THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT MAY BE ASSERTED AGAINST I'f BY LENDER THEREUNDER BEFORE JUDGMENT IS ENTERED, THE UNDERSIGNID HEREBY FREELY, KNOWINGLY AND INTELLIGENTLY WAIVES THESE RIGHIB AND EXPRESSLY AGREES AND CONSENTS TO LENDER'S ENTERING JUDGMENT AGAINST IT BY CONFESSION PURSUANT TO THE TERMS THEREOF. B. THE UNDERSIGNED ALSO ACKNOWLEDGES AND AGREES THAT THE ABOVE DOCUMENTS CONTAIN PROVISIONS UNDER WHICH LENDER MAY, AFTER ENTRY OF JUDGMENT AND WITHOUT EITHER NOTICE OR A HEARING, FORECLOSE UPON, ATTACH, LEVY, TAKE POSSESSION OF OR OTHERWISE SEIZE PROPERTY OF THE UNDERSIGNED IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. BEING FULLY AWARE OF ITS RIGHTS AFTER JUDGMENT IS ENTERED (INCLUDING THE RIGHT TO MOVE TO OPEN OR STRH~ THE JUDGMENT, THE UNDERSIGNED HEREBY FREELY, KNOWINGLY AND INTELLIGENTLY WAIVES ITS RIGHTS TO NOTICE AND A HEARING AND EXPRESSLY AGREES AND CONSENTS TO LENDER'S TAKING SUCH ACTIONS AS MAY BE PERMITTED UNDER APPLICABLE STATE AND FEDERAL LAW WITHOUT PRIOR NOTICE TO THE UNDERSIGNED. C. The undersigned certifies that a representative of Lender specifically called the confession of judgment provisions in the above documents to the attention of the undersigned, and/or that the undersigned was represented by legal counsel in connection with the above documents. D. The undersigned hereby certifies: that its annual income exceeds $10,000; that all references to Athe undersigned= above refer to all persons and entities signing below; and that the undersigned received a copy hereof at the time of signing. Dated: ~ ~ g "~ ~ VIGNESH, LLC DBA LTNI-MART ,~ Pinal Pa ,Member Yril: tfA1Vx, riA1lu1VAL ASSUC;lA'1'lU1V ~~ '' " ~ , 4242 Carlisle Pike ' " Camp Hill, PA 17011 E-mail:.:ric.krimmelr7a,pnacom PNCBANK Certified Mail February 12, 2007 Mr. Pinal Patel, Member Vignesh, LLC d/b/a Uni-Mart Mr. Pinal Patel a!k/a Pinalkumar Patel Mrs. Kiran Patel 6160 Springford Drive, Apt. D4 Harrisburg, PA 17111 In re: Vignesh, LLC d/b/a Uni-Mart ("Vignesh") UbligorlObligation Nos.: 32172738-602607785 ($489,000 Loan) Dear Vignesh, LLC d/b/a Uni-Mart: Dear Mr. and Mrs. Patel: Eric D. ICrimmel Vice President (717) 730-2492 Tel (717) 730-2373 Fax Please be advised this letter replaces a letter dated February 9, 2007, which referenced an obligor number which incorrectly contained an extra number. As you know, you are obligated to PNC Bank, National Association ("PNC"} for the above-referenced loan account (the "Loan"), as evidenced by a certain Note, Loan Agreements, Guarantees, and other related loan documents (the "Loan Documents"). As you also know, you are in default under the Loan and Loan Documents for your failure to: (1) pay the October 1, 2006, November 1, 2006, December 1, 2006, January 1, 2007 and February 1, 20071oan payments, (2) provide PNC with proof of adequate insurance coverage. The above items constitute Events of Default under the Loan and Loan Documents. As a result of the above Events of Default, all liabilities and obligations under the Loan and Loan Documents have been accelerated and all liabilities and obligations under the Loan and Loan Documents are immediately due and payable to PNC. As of this date the amount due under the Loan and Loan Documents are as follows: Oblieor/Obligation Nos.: 32122738-602607785 (5489.000 Loan Principal $463,808.23 Interest to 2I12J07 18,982.85 Late charges 2.282.63 Total $485,073.71, plus satisfaction fees. Please be advised that unless payment in full is immediately delivered to PNC 4242 Carlisle Pike, Camp Hill, PA 17011, in immediately available funds via wire transfer or cashier's check, PNC shall take all action it deems appropriate to collect the above sums due and owing, preserve, protect and enforce its rights under the Loan and Loan Documents. Member of The PNC Financial Services f3roup 4242 Carlisle Pike Camp Hilt Pennsylvania 17011 www.pnc.com • ~' ' ° d Mr. Pinal Patel, Member r Vignesh, LLC d/b/a Uni-Mart February 12, 2007 Page 2 No forbearance, delay or inaction by us in the exercise of our rights and remedies, and no continuing performance by us or you under the Loan: (a) shall constitute: (i) a modification or an alteration of the terms, conditions or covenants of the documents evidencing the Loan or any related Loan Documents, all of which remain in full force and effect; or (ii) a waiver, release or limitation upon our exercise of any of its rights and~remedies thereunder, all of which are hereby expressly reserved; or (b) shall relieve or release you or any guarantor in any way from any of your respective duties, obligations, covenants or agreements under the Loan Documents or from the consequences of the Defaults described above or any other Default thereunder. We are not obligated to waive the Defaults described above or any other Defaults, whether now existing or which may occur after the date of this letter. Very truly yours, PNC Bank, National Association ~~ Eric D. Krimmel Vice President Certified Mail No.: 7099 3400 0013 3801 5971 cc: Regular Mail -_~-- ~~ '~.. ~. "~ ~Q V3 ~ `~"~ N ~~ ~. d Q~ 1~ '1'~ c-. --r, r ~ ... ~' `wa ,r', r-a _~ ~~ s w C.,e) ~~ ~i ~ ~ r; i c'~ ,.:._7 ~~~'{-t ~~ -G COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CNIL ACTION PNC BANK, NATIONAL ASSOCIATION, DOCKET NO. ~'~' - .ZS'L ~( C7~v ~ L~~~ Plaintiff / v. :CONFESSION OF JUDGMENT VIGNESH, LLC, DBA UNI-MART, Defendant :PREVIOUSLY ASSIGNED TO: N/A AFFIDAVIT OF NON-MILITARY SERVICE TO THE PROTHONOTARY: I do certify, to the best of my knowledge, that Defendant, Vignesh, LLC, dba Uni-Mart, in the above-captioned action is not presently on active or nonactive military status. Respectfully submitted, Date: May ~, 2007 McNees Wallace & Nurick LLC By: Leo Sh ,Esquire S e Co ID #24848 100 Pine eet, PO Box 1166 Harrisburg, PA 17108-1166 (717)237-5439 Attorneys for Plaintiff C'.~ G ~ .-i - :~ ~- „ , ,.,~ r 5 t' ~ -ry _. ~.~ ..{~ ~"' COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION ., PNC BANK, NATIONAL ASSOCIATION, DOCKET NO. O'`1 cs[•SL ~ C,t v~l~ ~-~'1 Plaintiff v. VIGNESH, LLC, DBA UNI-MART, Defendant CONFESSION OF JUDGMENT PREVIOUSLY ASSIGNED TO: N/A NOTICE UNDER RULE 2958.1 OF JUDGMENT AND EXECUTION THEREON NOTICE OF DEFENDANT'S RIGHTS TO: Vignesh, LLC, dba Uni-Mart A judgment in the amount of $543,722.49, plus interest, other expenses, fees and costs has been entered against you and in favor of the plaintiff without any prior notice or hearing based on a confession of judgment contained in a written agreement or other paper allegedly signed by you. The sheriff may take your money or other property to pay the judgment at any time after thirty (30) days after the date on which this notice is served on you. You may have legal rights to defeat the judgment or to prevent your money or property from being taken. YOU MUST FILE A PETITION SEEKING RELIEF FROM THE JUDGMENT AND PRESENT IT TO A JUDGE WITHIN THIRTY (30) DAYS AFTER THE DATE ON WHICH THIS NOTICE IS SERVED ON YOU OR YOU MAY LOSE YOUR RIGHTS. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. -~~ Cumberland County Bar Association 32 South Bedford Street Carlisle, PA 17013 (717) 249-3166 or 1-800-990-9108 Respectfully submitted, McNees Wallace & Nurick LLC Date: May Z.., 2007 By: Ge ey S uff, Esquire rem ourt ID #24848 100 Pi a Street, PO Box 1166 Harrisburg, PA 17108-1166 (717)237-5439 Attorneys for Plaintiff r...~ ~ ~ C --x _-~ s - T ~ ~, c~ ~; W %c`? r`. - ~ ~°• - '~' ~ ~ ,~-' COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION PNC BANK, NATIONAL ASSOCIATION, DOCKET NO. ~ ~' -' o2.SL ~~ ~w~~ ~~ Plaintiff v. VIGNESH, LLC, DBA UNI-MART, Defendant CONFESSION OF JUDGMENT PREVIOUSLY ASSIGNED TO: N/A PRAECIPE FOR ENTRY OF APPEARANCE TO THE PROTHONOTARY: Please enter my appearance on behalf of Plaintiff, PNC Bank, National Association. Papers maybe served at the address set forth below. Geoffrey S. Shuff, Esquire McNees Wallace &Nurick LLC 100 Pine Street, PO Box 1166 Harrisburg, PA 17108-1166 (717) 237-5439 Respectfully submitted, McNees Wallace &Nurick LLC Date: May ~i 2007 By: . Sh ,Esquire preme Co ID #24848 100 Pine Street, PO Box 1166 Harrisburg, PA 17108-1166 (717) 237-5439 Attorneys for Plaintiff 1 ,i ~Y ~~ _ ~ y" ±~ ~~ (( ~ :- r~-~~ ~ ~..tttY~ .~.. i ...5 ±:. • ~ ~~~.) _ ... ~ t -'--.: t ~~ ' ~A ` ^~'~. sir' COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION PNC BANK, NATIONAL ASSOCIATION, DOCKET NO. O'ff' - as~y ' Plaintiff ~[ u~ . 1 v. :CONFESSION OF JUDGMENT VIGNESH, LLC, DBA UNI-MART, Defendant :PREVIOUSLY ASSIGNED TO: N/A CERTIFICATE OF ADDRESSES I hereby certify that the precise address of Plaintiff, PNC Bank, National Association, is 4242 Carlisle Pike, Camp Hill, PA 17011; and that the last known address of Defendant, Vignesh, LLC, dba Uni-Mart, is c/o Pinal Patel, Member, 6160 Springford Drive, Apt. D4, Harrisburg, PA 17111. Respectfully submitted, McNees Wallace & Nurick LLC ,.--''. Date: May ~ 2007 By: ffre hu squire eme Co #24848 100 Pine Street, PO Box 1166 Harrisburg, PA 17108-1166 (717) 237-5439 Attorneys for Plaintiff ~; ~ ~ n = . ~ -~ r- 1 ~. i f ' ~ ~ tom.. '.._. ~.~ .~ T ( ~~ ," COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION PNC BANK, NATIONAL ASSOCIATION, Plaintiff v. VIGNESH, LLC, DBA UNI-MART, Defendant To: Vignesh, LLC, dba Uni-Mart, Defendant DOCKET NO. p'T _ as'G / ~~~~~ ~ CONFESSION OF JUDGMENT PREVIOUSLY ASSIGNED TO: N/A You aze hereby notified that on , 2007, judgment by confession was entered against you in the sum of $543,722.49, i th above-captioned case. DATE: S~~ j0 Z Prothonotary ~ / 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 Baz Association 32 South Bedford Street Carlisle, PA 17013 (717) 249-3166 or 1-800-990-9108 I hereby certify that the following is the address of the Defendant stated in the certificate of residence: Vignesh, LLC, dba Uni-Mart c/o Pinal Patel, Member 6160 Springford Drive, Apt. D4 Harrisburg, PA 17111 . • ,~ • A, Vignesh, LLC, dba Uni-Mart, Demandado(s) Por este medio sea avisado que en el dia de de 2007, un fallo por admision fue registrado contra usted por la contidad de $543,722.49, del caso antes escrito. Fecha: el dia de de 2007 Protonotario LLEVE ESTA DEMANDA A UN ABODAGO IMMEDIATAMENTE. SI NO TIENE ABOGADO O SI NO TIENE EL DINERO SUFICIENTE DE PAGAR TAL SERVICIO, VAYA EN PERSONA A LLAME POR TELEFONO A LA OFICINA CUYA DIRECCION SE ENCUENTRA ESCRITA ABAJO PARR AVERIGUAR DONDE SE PUEDE CONSEGUIR ASISTENCIA LEGAL. Cumberland County Bar Association 32 South Bedford Street Carlisle, PA 17013 (717) 249-3166 or 1-800-990-9108 Por este medio certifico que to siguiente es la direction del demandado dicho en el certificado de residencia: Vignesh, LLC, dba Uni-Mart c/o Pinal Patel, Member 6160 Springford Drive, Apt. D4 Hamsburg, PA 17111 t ..~ COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION PNC $ANK, NATIONAL ASSOCIATION, DOCKET NO. 07-2564 Civil Term Plaintiff v. :CONFESSION OF JUDGMENT VIGNESH, LLC, DBA UNI-MART, Defendant :PREVIOUSLY ASSIGNED TO: N/A RETURN OF SERVICE PURSUANT TO PA. R.C.P. No. 2958.1(c) Plaintiff, PNC Bank, National Association, hereby files this Return of Service and swears and affirms that the person or persons listed below was or were served pursuant to Pa. R.C.P. No. 2958.1(b) with the Notice of Judgment and Execution Required by Rule 2958.1 by certified mail, return receipt requested, as provided by Pa. R.C.P. No. 403. A copy of each receipt for certified mail is attached hereto. Vignesh, LLC, dba Uni-Mart c/o Pinal Patel, Member 6160 Springford Drive, Apt. D4 Harrisburg, PA 17111 Respectfully submitted, McNees Wallace & Nurick LLC Date: May2~f , 2007 By: ~ieofff~~'S. uff, Esquire ~S~ugreine urt ID #24848 100 Pine treet, PO Box 1166 Harrisburg, PA 17108-1166 (717)237-5439 Attorneys for Plaintiff ~ ~- - - ___ ~ 7160 3901:9849 9718 4725 Tp. Vignesii, LLC, dba Uui-Mart ' c/o Pinal Patel, Member 6160 Springford Drive, Apt. D4 Harrisburg, PA 17111 SENDER: Geoffrey S. Shull REFERENCE: PNC Bank PS Form S~0 Ja 2005 RETURN Postage RECEIPT ~~~ Fee SERVICE Return Receipt Fee Restricted Delivery Totai Postage & Fees US POSt81 SOfVIC9 -~ yj ~. POSTMgRK~6R ~: R i t f , 'o ~ > ~ `" ~ ''~<' ece p or , -, ~~ Certified Mail ~~ ~ ~ No irwuranos . P '~ ~., Do Not u,. for MterrWior-N Mail ``-'Y ~, ;;-.: .... Is deUvery address ditlereM from item 17 II YEB, enter delNery address below: B. Date of Delivery u ~e„t ^ ~ ^ ~a ^ No G ' ~. ~` ~ ~ - ~ ~ ~~= o ~ `~~ ~" ~-ri ~ C ~ ~ © m . ., ~~,, ,~ '_" --~