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HomeMy WebLinkAbout07-3212OF"G/NAI IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PA CIVIL ACTION -LAW STATE COLLEGE PREMIER RENTALS, L.P. ~s. Plaintiff, CATHY WAGNER, t/d/b/a GROOMINGDALES, Defendant. Civil Action No. D'7 -.~~l~ ~~ v ~ l~z..~ CONFESSION OF JUDGMENT Pursuant to the authority contained in the warrant of attorney, a copy of which is attached to the Complaint filed in this action, I appear for the Defendant and confess judgment in favor of the Plaintiff and against Defendant as follows: Principal amount due: Other authorized items: Interest from September of 2006: Attorneys' Fees: TOTAL AMOUNT DUE: $ 51,609.01 ~ 2,580.45 $ 54,18 46 plus interest and costs David B. nsiglio, Esquire Attorney for Defendant JUDGMENT ENTERED AS ABOVE, ~ a pd 7 R THONOTARY .~ r~ a O ~y. a -...t -T3 per. ~... '.!~ .., ..M i I.,, ~. {~ r...J r ~ DRI~INAL IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PA CIVIL ACTION -LAW STATE COLLEGE PREMIER RENTALS, L.P. Plaintiff, Civil Action No. d'1' -32/Z `',~ ~~~~2t,•, vs. CATHY WAGNER, t/d/b/a GROOMINGDALES, Defendant. COMPLAINT FOR CONFESSION OF JUDGMENT NOW COMES PLAINTIFF, STATE COLLEGE PREMIER RENTALS, L.P., pursuant to Rule 2950 et seq. of the Pennsylvania Rules of Civil Procedure, and confesses judgment against Defendant, CATHY WAGNER, t/d/b/a GROOMINGDALES, for money in the total amount of $54,189.46, on the basis of a Lease executed between the parties on May 11, 2006 for property located at 829 State Street, Suite/Office #1011, Lemoyne, Pennsylvania: 1. Plaintiff is a Pennsylvania limited partnership with an address of P.O. Box 409, State College, PA 16801. 2. Defendant, Cathy Wagner, is an adult individual whose last known address is 17 Center Drive, Camp Hill, Pennsylvania 17011. 3. On or about May 11, 2006, the parties executed a LEASE whereby Plaintiff leased to Defendant the premises at 829 State Street, Suite/Office #1011, Lemoyne, Pennsylvania, (the "premises") a parcel within what was known as State Street Plaza. A true and correct copy of the LEASE is attached hereto and made part hereof as Exhibit "A." 4. Defendant also signed a Guaranty of Lease which is attached hereto and made apart hereof as Exhibit "B." 5. Section 2 of the LEASE provides that the term of the LEASE shall be from August 1, 2006 through July 31, 2011. 6. Section 4 of the LEASE establishes annual Base Rents for the respective years for the term of the LEASE together with Additional Rent. 7. Section 5 of the LEASE prescribes the time, date and location for the payment of Base and Additional Rent. 8. Section 6 of the LEASE prescribes late payment charges and interest rate on delinquencies. 9. Despite her possession and use of the premises, Defendant has failed to pay Base and Additional Rent and other charges which are her responsibility under the LEASE commencing in or about March of 2007 and continuing as of the date of the filing of this Complaint. 10. As of April 15, 2007, Defendant, in breach and violation of the LEASE, vacated the premises. 11. Defendant is in default of the LEASE because of her failure to pay rent and charges when due as required under the specific terms of the LEASE and due to her vacation of the premises. -2- 12. Pursuant to terms of the LEASE, Plaintiff has the right to declare Base Rent and all items of Additional Rent for the entire balance of the term of the LEASE immediately due and payable, together with all other charges, payments, costs, and expenses payable by tenant as those such amounts were payable in advance on the date the event of default has occurred. 13. By virtue of the aforesaid defaults, the amount now due and owed under the LEASE is $51,609.01. 14. Pursuant to the express terms of the LEASE, Defendant has irrevocably authorized and empowered the Prothonotary and any attorney of record to confess judgment for amounts due and for an attorney's fee of five (5%) percent, to-wit: CONFESSION OF JUDGMENT FOR RENT. TENANT IRREVOCABLY AUTHORIZES AND EMPOWERS THE PROTHONOTARY AND CLERK OR ANY ATTORNEY OF ANY COURT OF RECORD TO APPEAR FOR AND CONFESS JUDGMENT AGAINST TENANT FOR SUCH RENT AND OTHER SUMS AS ARE DUE AND/OR MAY BECOME DUE UNDER THIS LEASE, WITHOUT STAY OF EXECUTION AND WITH AN ATTORNEY'S COLLECTION FEE OF FIVE PERCENT (5%) OF THE AMOUNT DUE (BUT NOT LESS THAN $1,000.00), WHICH IS REASONABLE AS AN ATTORNEY'S FEE. TO THE EXTENT PERMITTED BY LAW, TENANT RELEASES ALL ERRORS IN SUCH PROCEEDINGS. IF A VERIFIED COPY OF THIS LEASE IS FILED, IT SHALL NOT BE NECESSARY TO FILE THE ORIGINAL LEASE. THE AUTHORITY AND POWER TO APPEAR FOR AND CONFESS JUDGMENT AGAINST TENANT SHALL NOT BE EXHAUSTED BY THE INITIAL EXERCISE THEREOF AND MAY BE CONFESSED AS OFTEN AS ANY EVENT OF DEFAULT OCCURS. SUCH AUTHORITY MAY BE EXERCISED DURING OR -3- AFTER THE EXPIRATION OF THE LEASE TERM AND/OR DURING OR AFTER THE EXPIRATION OF ANY EXTENDED OR RENEWAL TERM. 15. Pursuant to Section 31 of the LEASE, Plaintiff may and hereby does confess judgment against Defendant for the foregoing amounts. 16. Attorney's fees of five (5%) percent are in the amount of $2,580.45. 17. Judgement is not being entered by confession against a natural person in connection with a consumer credit transaction. WHEREFORE, Plaintiff demands that judgment be entered in its favor and against Defendant in the amount of $54,189.46, plus interest and the costs of this action. Respectfully submitted, MILLER, KISTLER, CAMPBELL, MILLER, WIL~,IAMS & BENSON, INC. By: David B. `C~nsiglio, Esquire I.D.# 72772 720 South Atherton Street State College, PA 16801 Date: May 24, 2007 (814) 234-1500 -4- 'VERiF!'CAT~ON' I verify that the statements contained in the foregoing document arc hue and correct to the best ofmy knowledge, informacian and belief. I understand thattbe statements therein aze subject to tl~e penalties of 18 Pa. C.S.A. Section 4904. relating to unswom falsification to authorities. Principal for Plaintiff Dated: ~//~'/ Q ~ IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PA CIVIL ACTION -LAW STATE COLLEGE PREMIER RENTALS, L.P. Plaintiff, Civil Action No. vs. CATHY WAGNER, t/d/b/a GROOMINGDALES, Defendant. CERTIFICATE OF SERVICE I, David B. Consiglio, Esquire, of Miller, Kistler, Campbell, Miller, Williams & Benson, Inc., do hereby certify that on this 24`" day of May, 2007, a true and correct copy of the foregoing document was served on the following person by depositing the same in the United States Mail, certified with returned receipt requested and regular, postage prepaid, addressed as follows: Cathy Wagner tld/b/a Groomingdales 17 Center Drive Camp Hill, PA 17011 MILLER, HISTLER, CAMPBELL, MILLER, WILI~IAMS & BENSON, INC. By: David B. C~hsiglio, Esquire LEASE DATE: May 11, 2006 "LANDLORD": STATE COLLEGE PREMIER RENTALS, L.P., with an address of: PO Box 409, State College, Pennsylvania 16804-0409 "TENANT": Groomingdales c/o Cathy Wagner, with an address of 17 Center Drive, Camp Hill, PA 17011 "PREMISES": Suite/Office #1011, consisting of 890 quare feet, in the Shopping Center known as State Street Plaza in Lemoyne, Pennsylvania, located at 829 State Street, Lemoyne, Pennsylvania 17043 (the "Shopping Center") NOW, THEREFORE, for and in consideration of the mutual covenants set forth herein, and intending to be legally bound, Landlord and Tenant hereby agree as follows: 1. LEASE OF PREMISES; PARKING LOT: Landlord does hereby demise and lease to Tenant, and Tenant does hereby lease and take from Landlord, the Premises. Tenant, its employees, agents and invitees are also granted the non-exclusive right, in common with Landlord and the other tenants at the Shopping Center and their employees, agents and invitees, to use the parking lot at the Shopping Center in connection with normal operation of Tenant's business. Notwithstanding the foregoing, Landlord reserves the right to modify the parking lot: from time to time as may be deemed desirable by Landlord. 2. TERM : The term of the Lease (the "Term") shall be five (5) years, commencing on August 1, 2006 (the "Commencement Date") and expiring without further act or notice on July 31, 2011 (the "Termination Date"). As used herein, the term "Lease Year" shall refer to a period of one year wmmencing on the Commencement Date or any annual anniversary thereof. Tenant shall have the option (the "Renewal Option") to extend the Term two times for an additional five (5) years each (the "Renewal Term"), commencing on the day immediately following the Termination Date. Tenant shall exercise the Renewal Option by providing written notice of such exercise to Landlord not less than six (6) months prior to the Termination Date. 3. U5E: The Premises shall be used by Tenant solely as a pet grooming center and for no other use. The Tenant shall not occupy or use the Premises or any part thereof, nor permit or suffer the same to occupied or used for any purposes other than herein limited, nor for any purpose deemed unlawful, disreputable, hazardous or a nuisance. 4. RENT : The Tenant covenants and agrees to pay to Landlord annual base rent ("Base Rent") in the first Lease Year of $9,345, payable in monthly installments of $779.00 per month. Base Rent during each Lease Year of the Term or any Renewal Term, if exercised, shall be equal to One Hundred Two percent (103%) of the Base Rent applicable during the immediately preceding Lease Year. asz~io.z ~,n iroh EXHIBIT A In addition to the Base Rent, Tenant shall pay Landlord as "Additional Rent" all other payments, impositions, charges, costs, fees, reimbursements and all other sums of money as shall become due and payable by Tenant to Landlord under this Lease, whether specifically stated to be treated as Additional Rent. THIS LEASE IS A TRUE TRIPLE-NET LEASE AND TENANT IS RESPONSIBLE FOR ITS PROPORTIONATE SHARE OF ALL COSTS THAT LANDLORD INCURS FOR THE PREMISES AS DISCUSSED THROUGHOUT THIS LEASE. Unless specifically provided herein to the contrary, any Additional Rent due shall be paid on the first day of each calendar month of the Term. 5. RENT; WIN DUE; WIRE PAID: All Base Rent and Additional Rent payable by Tenant to Landlord under this Lease shall be deemed to be rent and shall be payable and recoverable as rent in the manner herein provided, and Landlord shall have all rights set forth herein against Tenant for default in any such payment. Base Rent and any Additional Rent shall be paid to Landlord in advance, on the first day of each calendar month, during the entire Term, without deduction or set-off, in legal tender of the United States of America, at the address of Landlord as set forth above, or to such other person of entity or to such other address as Landlord may designate in writing. Tenant's obligation to pay all rent due under this Lease shall survive the expiration or earlier termination of this Lease. 6. LATE PAYMENT CHARGE; INTEREST RATE ON DELINQUENCIES: If Tenant shall fail to pay any rent within five (5) days of when the same shall be due, Tenant shall pay to Landlord a late payment charge of the greater of $50.00 or 10% of the monthly rent for each occurrence, as Additional Rent, intended to partially compensate Landlord for its administrative costs. Tenant acknowledges that such late fee is a reasonable estimate of such costs and does not constitute a penalty. In addition, any amounts not paid when due shall bear interest at the greater of one and one half percent (1.5%) per month and the maximum interest rate legally permitted, from the date such payment was due until paid. In no event shall the interest rate hereunder exceed the interest rate legally permitted. 7. UTILITIES: Tenant shall contract directly with serving utility companies for the provision of all separately zoned and metered Tenant utilities. Tenant shall pay when due, directly to such utility companies, all charges for such services and Landlord shall have no liability for any interruption thereof. In the event that certain utilities or services are not metered separately, Tenant shall reimburse Landlord upon receipt of an invoice equal to Tenants proportionate share of such services. If not paid when due, such charges shall be added to and become payable as Additional Rent with the installment of rent next due. 8. CONDITION OF PREMISES: Tenant accepts the Premises in "as is" condition and agrees that Landlord has made no representations or warranties concerning the Shopping Center or Premises, except as expressly set forth in this Lease. 9. TITLE AND QUIET ENJOYMENT: Landlord covenants and represents that Landlord is the owner of the Premises herein leased and has the right and authority to enter into, execute and deliver this Lease; and does further covenant that Tenant, on paying the rent and 883„~ ~ S/I l/06 2 performing the conditions and covenants herein contained, shall and may peaceably and quietly have, hold and enjoy the Premises during the Term. 10. ALTERATIONS; IMPROVEMENTS: No alterations, additions, or improvements shall be made, and no climate regulating, air conditioning, cooling, heating or sprinkler systems, plumbing systems, television or radio antennas, heavy equipment, apparatus and fixtures, shall be installed in or attached to the Premises, without the written consent of Landlord. Unless otherwise indicated by Landlord, all such alterations, additions or improvements, when made, installed in or attached to the Premises, shall belong to and become the property of Landlord and shall be surrendered with the Premises and as part thereof upon the expiration or earlier termination of this Lease, without hindrance, molestation or injury. If Landlord shall require Tenant to remove any such alternations, additions or improvements at the expiration or earlier termination of the Lease, Tenant shall do so at Tenant's expense, such obligation to survive expiration or earlier termination of the Lease. 11. SIGNS: Except for signs which are located wholly within the interior of the Premises, which must be away from the Premises store front window by at least fifteen feet, no signs shall be placed, erected, maintained or painted on the Premises or any place in the Shopping Center or the exterior without the prior written consent of Landlord. All signs installed by or at the request of Tenant shall be maintained by Tenant in good condition during the Term, and Tenant shall remove all signs at the termination of this Lease and shall repair and restore any damage caused by the installation or removal thereof. In the event Landlord elects to impose a uniform sign package on all or a portion of the Shopping Center, Tenant shall pay to Landlord the cost of replacing its existing Tenant signage with signage consistent with any future Landlord imposed specifications. Should Tenant fail to perform any of its obligations under this Section 11, Landlord may perform such obligations on behalf of Tenant, and the cost and expense thereof, together with interest from the date such costs and expenses were incurred by Landlord, shall be paid by Tenant to Landlord as Additional Rent within ten (10) days after delivery of a statement from Landlord identifying the amount due. 12. MAINTENANCE AND CARE; JANITORIAL SERVICES: Tenant shall, at Tenant's own cost and expense, take good care of the Premises and make all repairs and replacements, including painting and decorating, necessary to maintain the Premises in good condition and state of repair. At the expiration or earlier termination of this Lease, Tenant shall surrender and deliver up the Premises in good order and condition, reasonable wear and tear and damage by the elements not resulting from neglect or fault of Tenant excepted. Tenant shall not encumber nor obstruct the sidewalks, driveways, yards, entrances, hallways and stairs adjacent to the Premises, and shall keep and maintain the same in a clean condition, free from debris, trash and refuse. Tenant shall, at Tenant's own cost and expense, maintain, repair and, if necessary, replace all systems servicing the Premises, including, but not limited to, all interior plumbing, air conditioning, heating and electrical systems, and shall be responsible for the maintenance and repair of all other interior portions of the Premises. All plumbing and all toilet facilities shall be kept in constant working order and in a clean and sanitary condition. If during the Initial Term or any subsequent Renewal Term, Tenant's HVAC unit needs to be replaced, Landlord shall bear ssano.a sit troe such cost, except if the Tenant had not performed the appropriate semi-annual preventive maintenance which caused the units replacement. In this case, the cost of the HVAC unit replacement shall be the Tenants. Tenant shall be responsible for the cost of up rg ading the current HVAC svstem if its occupancy of the Premises requires additional tonnage and heating_ and cooling capabilities. Tenant shall also be responsible to provide Landlord with a semi- annual preventive maintenance performance schedule and resulting report from a qualified heating ventilation and air conditioning contractor. Except for repairs made necessary by Tenant, its agents, employees, guests, licensees, invitees, subtenants, assignees, or successors (for which Tenant shall be responsible), Landlord shall be responsible for structural repairs to, and exterior maintenance of, the building containing the Premises. All interior janitorial services within the Premises of any nature whatsoever are to be performed by Tenant at Tenant's expense 13. GLASS, DAMAGE, REPAIRS: In case of the destruction of or any damage to the glass in the Premises from any cause whatsoever, or the destruction of or damage of any kind whatsoever, Tenant shall promptly repair the said damage or replace or restore any destroyed parts of the Premises or Shopping Center, as the case maybe, at Tenant's own cost and expense. 14. COMPLIANCE WITH LAWS: Tenant shall, at Tenant's cost and expense, promptly comply with all federal, state and local laws, ordinances, rules, regulations, requirements and directives ("Laws") applicable to and affecting the Premises or their, including, without limitation, all Laws concerning the presence, use and disposal of hazardous substances, and shall-promptly comply with all orders, regulations, requirements and directives of the Board of Fire Underwriters or similar authority and of any insurance companies which have issued or about to issue policies of insurance covering the Premises or its contents, for the prevention of fire or other casualty, damage or injury. 15. INSPECTION AND REPAIIt: Tenant agrees that Landlord and Landlord's agents, employees or other representatives shall have the right to enter into and upon the Premises or any part thereof, at all reasonable hours, for the purpose of examining the same or making such repairs or alterations therein as maybe necessary for the safety and preservation thereof. This Section shall not be deemed to be a covenant by Landlord nor be construed to create an obligation on the part of Landlord to make such inspection or repairs. 16. SERVICES: The following services have been installed within the Premises: (i) electrical service; (ii) water service; and (iii) sewer connection. Landlord makes no warranty or representation concerning the condition of such services or the adequacy of the same to serve Tenant's use of the Premises. 17. INSURANCE :Tenant shall, at Tenant's sole cost and expense, carry at all times during the Term comprehensive general liability insurance with respect to Tenant's use of the Premises under a policy or policies which shall have a combined single limit for any one (1) occurrence of not less than Two Million Dollars ($2,000,000) for personal injury, bodily injury, death and damage or injury to or destruction of property occurring upon, in or about the Premises and for broad form contractual liability assumed under this Lease. All such policies shall be saano.z sn gyros 4 provided by insurers reasonably acceptable to Landlord and authorized to do business in the Commonwealth of Pennsylvania, shall name Landlord as additional insured and shall provide that they may not be cancelled without thirty (30) days prior notice to Landlord. Prior to the Commencement Date, and thereafter not less than thirty (30) days prior to the expiration of the insurance policies theretofore famished, Tenant shall provide Landlord with certificates of insurance in a form satisfactory to Landlord evidencing the existence and/or renewal of such policies. Tenant shall also maintain all risk fire and extended coverage on a repair and replacement basis on all improvements to the Premises, and on Tenant's trade fixtures, furnishings, equipment and personality located at the Premises. Tenant shall also maintain such other insurance in effect as may be reasonably required by Landlord from time to time. 18. INCREASE OF INSURANCE RATES: If by reason of the use to which the Premises are put by Tenant or character of or the manner in which Tenant's business is carried on, Landlord's insurance rates for fire and other hazards shall be greater than normally charged, such additional payment shall be the obligation of Tenant, and Tenant shall, upon demand, pay to Landlord, as Additional Rent, the additional premium for such increased insurance. 19. INDEMNIFICATION: Tenant shall indemnify and hold harmless Landlord from and against any and all damages, liabilities, claims, losses, payments, expenses, judgments and costs (including attorney's fees) for damage to property or injuries to persons occasioned wholly or in part by or resulting from any act or omission of Tenant or Tenant's agents, employees, guests, licensees, invitees, subtenants, assignees or successors; or arising by reason of a breach by Tenant of any obligation of Tenant under this Lease; or attributable in whole or in part to Tenant's use of the Premises or the conduct of Tenant's business therein. 20. FIRE AND OTHER CASUALTY: In case of fire or other casualty, Tenant shall give immediate notice to Landlord. ff the Premises shall be partially damaged by fire, the elements or other casualty, Landlord shall repair the same as speedily as practical, but Tenant's obligation to pay the rent hereunder shall not cease. If, in the opinion of Landlord, the Premises are so extensively and substantially damaged as to render them untenantable, then the rent shall cease until such time as the Premises shall be made tenantable by Landlord. However, if, in the opinion of Landlord, the Premises are totally destroyed or so extensively and substantially damaged as to require practically a rebuilding thereof, then the rent shall be paid up to the time of such destruction and this Lease shall then come to an end. In no event, however, shall the provisions of this Section become effective or be applicable if the fire or other casualty and damage shall be the result of the carelessness, negligence or improper conduct of Tenant or Tenant's agents, employees, guests, licensees, invitees, subtenants, assignees or successors. In such case, the performance of all covenants, conditions and terms hereof on Tenant's part to be performed shall continue and Tenant shall be liable to Landlord for the damage and loss suffered by Landlord. If Tenant shall have been insured against any of the risks herein covered, then the proceeds of such insurance shall be paid over to Landlord to the extent of Landlord's costs and expenses to make the repairs hereunder, and such insurance carriers shall have no recourse against Landlord for reimbursement. 21. RELEASE AND WAIVER OF SUBROGATION: Tenant releases Landlord and Landlord's agents, employees and other representatives from any and all liability or responsibility 862710? 5/11/06 5 to Tenant or anyone claiming through or under Tenant by way of subrogation or otherwise for any loss or damage to property of Tenant covered by insurance required to be maintained under this Lease (whether or not actually maintained.) The Tenant shall obtain from Tenant's insurance carriers and will deliver to Landlord waivers of the subrogation rights which such insurers might otherwise have under such policies. 22. CONDEMNATION; EMINENT DOMAIlV: If the land and Premises leased herein, or of which the Premises are a part, or any portion thereof, should be taken under the eminent domain or condemnation proceedings, or if suit or other action shall be initiated for the taking or condemnation thereof, or if in lieu of any formal condemnation proceedings or actions, Landlord shall grant an option to purchase and or shall sell and convey the Premises or any portion thereof, to the governmental or other public authority, agency, body or public utility, seeking to take said land and Premises or any portion thereof, then this Lease, at the option of Landlord, shall terminate, and the term hereof shall end as of such date as Landlord shall fix by notice in writing; and Tenant shall have no claim or right to claim or be entitled to any portion of any amount which maybe awarded as damages or paid as the result of such condemnation proceedings or paid as the purchase price for such option, sale or conveyance in lieu of formal condemnation proceedings; and all rights of Tenant to damages, if any, are hereby assigned to Landlord. The Tenant agrees to execute and deliver any instruments, at the expense of Landlord, as may be deemed necessary or required to expedite condemnation proceedings or to effectuate a proper transfer of title to such governmental or other public authority, agency, body or public utility seeking to take or acquire the said lands and Premises or any portion thereof. The Tenant covenants and agrees to vacate the said Premises, remove all Tenant's personal property therefrom and deliver up peaceable possession thereof to Landlord or such other party designated by Landlord in the aforementioned notice. Failure by Tenant to comply with any provisions in this clause shall subject Tenant to such costs, expenses, damages and losses as Landlord may incur by reason of Tenant's breach hereof. 23. MECHANICS' LIENS: Tenant shall provide Landlord with a copy of a Waiver of Mechanics Liens validly filed in Cumberland County prior to undertaking any construction authorized by Landlord. If any mechanics' or other liens shall be created or filed against the Premises by reason of labor performed or materials furnished for Tenant in the erection, construction, completion, alteration, repair or addition to any building or improvement, Tenant shall within fifteen days thereafter, at Tenant's own cost and expense, cause such lien or liens to be satisfied and discharged or record. Failure so to do shall entitle Landlord to exercise such remedies as are provided herein in the case of any default of this Lease, in addition to such as are permitted by law. 24. ESTOPPEL CERTIFICATE: Tenant shall, at any time and from time to time, at the request of Landlord, upon ten (10) business days notice, execute and deliver to Landlord. a certificate in the form of Exhibit "A" attached hereto or any other reasonable form supplied by Landlord, it being intended that any such certificate delivered pursuant hereto maybe relied upon by others with whom Landlord maybe dealing. Tenant hereby appoints Landlord as Tenant's attorney-in-fact to execute any such certificates in the event Tenant does not execute and return such certificates within the time period set forth above. sazno.a sn iro6 6 25. MORTGAGE PRIORITY; ATTORNMENT: This Lease shall be subject and subordinate to any mortgage, and all renewals, modifications, consolidations, replacements and extensions thereof, which may now or hereafter be placed upon the Premises or any part thereof, without requirement of further documentation. Notwithstanding the foregoing, Tenant agrees to execute any instruments, without cost, which maybe deemed necessary or desirable, to further effect the subordination of this Lease to any such mortgage or mortgages. A refusal by Tenant to execute such instruments shall entitle Landlord to the option of cancelling this Lease, and the Term hereof is hereby expressly limited accordingly. If any person shall succeed to all or part of Landlord's interest in the Premise, whether by purchase, foreclosure, deed in lieu of foreclosure or otherwise, and if so requested by such successor in interest, Tenant shall attorn to such successor and shall execute any instruments, without cost, which maybe deemed necessary or desirable to confirm such attornment. 26. NOTICES: All notices required under the terms of this Lease shall be given and shall be deemed complete by mailing such notices by certified or registered mail, return receipt requested or by reputable overnight delivery service, to the address of the parties as shown at the head of this Lease, or to such other address as maybe designated in writing, which notice of change of address shall be given in the same manner. 27. ASSIGNMENT: The Tenant shall not, without the written consent of Landlord, assign, mortgage or hypothecate this Lease, nor sublease the Premises or any part thereof. If Tenant requests Landlord's consent to an assignment or sublease of all or part of the Premises, Landlord shall have the right to recapture the Premises. If Landlord consents to an assignment of the Lease or a sublease of all or part of the Premises, one half of any profit or additional consideration or rent in excess of the rent payable by Tenant hereunder shall be paid by Tenant to Landlord as Additional Rent when received by Tenant. In the event of any assignment or subleasing of the Premises, Tenant shall remain liable under this Lease. Landlord's consent to any assignment or subleasing of the Premises shall not be deemed to constitute consent to any subsequent assignment or subleasing. 28. SALE OF PROPERTY: In the event of a sale of the property, this Lease shall be assigned to the new owner and remain in full force and effect. The assigning Landlord shall not be liable for any obligations under the Lease from and after the date of such assignment. 29. DEFAULT: Any other provisions in this Lease notwithstanding, it shall be an event of default ("Event of Default") under this Lease if: (i) Tenant fails to pay any installment of Base Rent, Additional Rent or other sum payable by Tenant hereunder when due, or (ii) Tenant fails to observe or perform any other covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than fifteen (15) days, or (iii) Tenant uses or occupies the Premises other than as permitted hereunder, or (iv) Tenant assigns or sublets, or purports to assign or sublet, the Premises or any part thereof other than in the manner and upon the conditions set forth herein, or (v) Tenant abandons or vacates the Premises or, without Landlord's prior written consent, Tenant removes or attempts to remove or manifests an intention to remove any or all of Tenant's property from the Premises other than in the ordinary and usual course of Tenant's business, or (vi) Tenant files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, asa~io.z sn trot 7 under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (vii) if Tenant is a banking organization, Tenant files an application for protection, voluntary liquidation or dissolution applicable to banking organizations, or (viii) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant's property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (ix) Tenant shall generally not pay Tenant's debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due, or (x) any of the foregoing occurs as to any guarantor or surety of Tenant's performance under this Lease, or such guarantor or surety defaults on any provision under its guaranty or suretyship agreement. The notice and grace period provision in clause (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (ix) above or, to the extent applicable, (x). 30. LANDLORD'S REMEDIES: Upon the occurrence of any Event of Default, Landlord at any time thereafter may at its option exercise any one or more of the following remedies: a. Landlord may terminate this Lease, by written notice to Tenant, without any right by Tenant to reinstate its rights by payment of rent due or other performance of the terms and conditions hereof. Upon such termination Tenant shall immediately surrender possession of the Premises to Landlord, and Landlord shall immediately become entitled to receive from Tenant an amount equal to the difference between the aggregate of all Base Rent and Additional Rent reserved under this Lease for the balance of the Term, and the fair rental value of the Premises for that period, determined as of the date of such termination. b. Landlord may, at Landlord's option, with or without terminating this Lease, enter upon the Premises and remove any and all persons therefrom and take and retain possession thereof by any means available to Landlord, including summary dispossess proceedings. If Landlord elects to terminate Tenant's right to possession only, without terminating the Lease, Landlord may, at Landlord's option, enter into the Premises, remove Tenant's signs and other evidences of tenancy, and take and hold possession thereof as hereinabove provided, without such entry and possession terminating the Lease or releasing Tenant, in whole or in part, from Tenant's obligations to pay the rent hereunder for the full term or for any other of its obligation under this Lease. Landlord may, but will not be under obligation to, relet all or any part of the Premises in any manner, for any term, for such rent and upon terms satisfactory to Landlord and may decorate or make any repairs, changes, alterations or additions in or to the Premises that may be necessary or convenient. If Landlord does not relet the Premises, Tenant will pay Landlord on demand all amounts due from Tenant to Landlord under this Lease for the remainder of the Term. If the Premises are relet, Tenant shall pay any excess of the rent over the actual proceeds of such reletting, net of all expenses, including repairs 882710.2 5/I1/O6 8 or construction costs and leasing commissions. Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord's damages under this Lease. If the Premises are at the time of any Event of Default sublet or leased by Tenant to others, Landlord may, as Tenant's agent, collect rents due from any subtenant or other tenant and apply such rents to the rent and other amounts due hereunder without in any way affecting Tenant's obligation to Landlord hereunder. Such agency, being given for security, is hereby declared to be irrevocable. c. Landlord may declare Base Rent and all items of Additional Rent (the amount thereof to be based on historical amounts and Landlord's estimates for future amounts) for the entire balance of the then current Term immediately due and payable, together with all other charges, payments, costs, and expenses payable by Tenant as though such amounts were payable in advance on the date the Event of Default occurred. d. Landlord may remove all persons and property from the Premises, and store such property in a public warehouse or elsewhere at the cost of and for the account of Tenant, without service of notice or resort to legal process (all of which Tenant expressly waives) and without being deemed guilty of trespass or becoming liable for any loss or damage which maybe occasioned thereby. e. No right or remedy herein conferred upon or reserved to Landlord is intended to be exclusive of any other right or remedy, and every right and remedy shall be cumulative and in addition to any other right or remedy given hereunder or now or hereafter existing at law or equity. Without limitation of the foregoing, Landlord shall be entitled to injunctive relief in case of the violation, or attempted or threatened violation, of any covenant, agreement, condition or provision of this Lease, or to a decree compelling performance of any covenant, agreement, condition or provision of this Lease, or to any other remedy allowed by law or equity. f. If proceedings shall be commenced by Landlord to recover possession of the Premises, either at the end of the Term or upon the earlier termination of this Lease, or for non-payment of rent or any other reason, Tenant specifically waives the right to any notices now or hereafter required by law, and agrees that no notices other than those set forth in this Lease shall be required. g. No expiration or termination of this Term by operation of law or otherwise (except as expressly provided herein), and no repossession of the Premises or any part thereof shall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive such expiration, termination or repossession, and Landlord may, at its option, sue for and collect all rent and other charges due hereunder at any time as and when such charges accrue. h. Tenant hereby expressly waives any and all rights of redemption granted by or under any present or future law in the event this Lease is terminated, or in the event of Landlord obtaining possession of the Premises, or in the event Tenant is evicted or dispossessed for any cause, by reason of violation by Tenant of any of the provisions of this Lease. 88?710:1 S/I I/06 9 i. The receipt by Landlord of any rent or other sum payable hereunder, with knowledge of the breach of any covenant or agreement (other than the prior failure to pay such rent or other sum) shall not constitute a waiver or cure of such breach or prevent Landlord from exercising any of its rights or remedies hereunder on account of Tenant's breach. j. In the event that Landlord commences suit for the repossession of the Premises, for the recovery of rent or any other amount due under the provisions of this Lease, or because of the breach of any other covenant herein contained on the part of Tenant to be kept or performed, and a breach shall be established, Tenant shall pay to Landlord all expenses incurred in connection therewith, including reasonable attorneys' fees. 31. CONFESSION OF JUDGMENTS. a. CONFESSION OF .TUDGMENT FOR RENT. TENANT IRREVOCABLY AUTHORIZES AND EMPOWERS THE PROTHONOTARY AND CLERK OR ANY ATTORNEY OF ANY COURT OF RECORD TO APPEAR FOR AND CONFESS JUDGMENT AGAINST TENANT FOR SUCH RENT AND OTHER SUMS AS ARE DUE AND/OR MAY BECOME DUE UNDER THIS LEASE, WITHOUT STAY OF EXECUTION AND WITH AN ATTORNEY'S COLLECTION FEE OF FIVE PERCENT (5°Io) OF THE AMOUNT DUE (BUT NOT LESS THAN $1,000.00), WHICH IS REASONABLE AS AN ATTORNEY'S FEE. TO THE EXTENT PERMITTED BY LAW, TENANT RELEASES ALL ERRORS IN SUCH PROCEEDINGS. IF A VERIFIED COPY OF THIS LEASE IS FILED, IT SHALL NOT BE NECESSARY TO FILE THE ORIGINAL LEASE. THE AUTHORITY AND POWER TO APPEAR FOR AND CONFESS JUDGMENT AGAINST TENANT SHALL NOT BE EXHAUSTED BY THE INITIAL EXERCISE THEREOF AND MAY BE CONFESSED AS OFTEN AS ANY EVENT OF DEFAULT OCCURS. SUCH AUTHORITY MAY BE EXERCISED DURING OR AFTER THE EXPIRATION OF THE LEASE TERM AND/OR DURING OR AFTER THE EXPIRATION OF ANY EXTENDED OR RENEWAL TERM. b. CONFESSION OF .TUDGMENT FOR POSSESSION. TENANT IRREVOCABLY AUTHORIZES AND EMPOWERS THE PROTHONOTARY AND CLERK OR ANY ATTORNEY OF ANY COURT OF RECORD TO APPEAR FOR AND CONFESS JUDGMENT AGAINST TENANT FOR POSSESSION OF THE PREMISES, WITHOUT STAY OF EXECUTION. TO THE EXTENT PERMITTED BY LAW, TENANT RELEASES ALL ERRORS IN SUCH PROCEEDINGS. IF A VERIFIED COPY OF THIS LEASE IS FILED, IT SHALL NOT BE NECESSARY TO FILE THE ORIGINAL LEASE. THE AUTHORITY AND POWER TO APPEAR FOR AND CONFESS JUDGMENT AGAINST TENANT SHALL NOT BE EXHAUSTED BY THE INITIAL EXERCISE THEREOF AND MAY BE CONFESSED AS OFTEN AS ANY EVENT OF DEFAULT OCCURS. SUCH AUTHORITY MAY BE EXERCISED DURING OR AFTER THE EXPIRATION OF THE TERM AND/OR DURING OR AFTER THE EXPIRATION OF ANY EXTENDED OR RENEWAL TERM. IF SUCH PROCEEDING IS TERMINATED AND POSSESSION OF THE PREMISES REMAINS IN OR IS RESTORED TO TENANT, LANDLORD SHALL HAVE THE RIGHT FOR THE SAME EVENT OF DEFAULT AND UPON ANY SUBSEQUENT EVENT OR 88?710.? S/11/OG ~ O EVENTS OF DEFAULT, OR UPON THE TERMINATION OF THIS LEASE UNDER ANY OF THE TERMS OF THIS LEASE, TO BRING ONE OR MORE FURTHER ACTION OR ACTIONS TO RECOVER POSSESSION OF THE PREMISES AND CONFESS JUDGMENT FOR THE RECOVERY OF POSSESSION OF THE PREMISES AS HEREINABOVE PROVIDED. c. REPRESENTATIONS. TENANT HEREBY REPRESENTS THAT (A) TENANT IS KNOWLEDGEABLE IN BUSINESS MATTERS, (B) THIS LEASE IS FOR BUSINESS OR COMMERCIAL PURPOSES ONLY AND NOT FOR PERSONAL OR RESIDENTIAL PURPOSES, AND (C) TENANT HAS FULLY REVIEWED THE AFORESAID WARRANTS OF ATTORNEY TO CONFES5 JUDGMENT WITH ITS OWN COUNSEL. d. WAIVER OF RIGHTS. SUBSECTIONS 24.6.1 AND 24.6.2 ABOVE SET FORTH WARRANTS OF ATTORNEY TO CONFESS JUDGMENTS AGAINST TENANT. IN GRANTING THESE WARRANTS OF ATTORNEY TO CONFESS JUDGMENTS AGAINST TENANT, TENANT HEREBY KNOWINGLY, INTENTIONALLY, VOLUNTARILY AND UNCONDITIONALLY WAIVES ANY AND ALL RIGHTS TENANT HAS OR MAY HAVE TO PRIOR NOTICES AND AN OPPORTUNITY FOR HEARING UNDER THE RESPECTIVE CONSTITUTIONS AND LAWS OF THE UNITED STATES AND THE COMMONWEALTH OF PENNSYLVANIA. Cathy Wright oo ing a ("TENANT") By: - i ~ J " Print Name: ~' ~ `f' aJ Cd'~ Title: 'vt 32. CURE BY LANDLORD: If Tenant shall fail or refuse to comply with and perform any conditions and covenants of the within Lease, Landlord may, if Landlord so elects, carry out and perform such conditions and covenants, at the cost and expense of Tenant and the said cost and expense shall be considered Additional Rent. Such Additional Rent shall be payable on demand or, at the option of Landlord, shall be added to the installment of Base Rent due immediately thereafter. Landlord's rights set forth in this Section shall be in addition to such other remedies as Landlord may have under this Lease by reason of Tenant's breach of the covenants and conditions in this Lease contained. 33. REMOVAL OF TENANT'S PROPERTY: Any equipment, fixtures, goods or other property of Tenant not removed by Tenant upon the termination of this Lease, or upon any quitting, vacating or abandonment of the Premises by Tenant, or upon Tenant's eviction, shall be considered abandoned and Landlord shall have the right, without any notice to Tenant, to sell or otherwise dispose of the same, at the expense of Tenant, and shall not be accountable to Tenant for any part of the proceeds of such sale, if any. Landlord's rights set forth in this Section shall ssn~o.a sn t~ 11 be in addition to such other remedies as Landlord may have under this Lease by reason of Tenant's breach of the covenants and conditions in this Lease contained. 34. NON-WAIVER BY LANDLORD: The various rights, remedies, options and elections of Landlord, expressed herein are cumulative, and the failure of Landlord to enforce strict performance by Tenant of any of the conditions and covenants of this Lease or to exercise any elections or option, or to resort or have recourse to any remedy herein conferred or the acceptance by Landlord of any installment of rent after any breach by Tenant, in any one or more instances, shall not be construed or deemed to be a waiver of a relinquishment for the future by Landlord of any such conditions and covenants, options, elections or remedies, but the same shall continue in full force and effect. 35. LIABILITY OF LANDLORD: Tenant shall look solely to the Shopping Center and the rents derived therefrom for enforcement of any obligation hereunder or by law assumed or enforceable against Landlord, and no other property or assets of Landlord shall be subject to levy, execution or other enforcement proceeding for the satisfaction of Tenant's remedies or with respect to this Lease. Landlord shall not be liable for any damage or injury which maybe sustained by Tenant or any other person, as a consequence of the failure, breakage, leakage or obstruction of the water, plumbing, steam, sewer, waste or soil pipes, roof drains, leaders, gutters, valleys, down spouts or the like or of the electrical, gas power, conveyer, refrigeration, sprinkler, air-conditioning or heating systems, elevators or hoisting equipment; or by reason of the elements; or resulting from the carelessness, negligence or improper conduct on the part of any other Tenant or of Landlord (except for intentional acts of Landlord) or Landlord's invitees, subtenants, assignees or successors; or attributable to any interference with, interruption of or failure, beyond the control of Landlord, of any services to be furnished or control of Landlord, of any services to be furnished or supplied by Landlord. 36. NON-PERFORMANCE OF LANDLORD: This Lease and the obligation of Tenant to pay the rent hereunder and to comply with the covenants and conditions hereof shall not be affected, curtailed, impaired or excused, nor shall Landlord be liable for any cost or damages incurred by Tenant, as a result of Landlord's failure to supply any service or material called for herein by reason of any rule, order, regulation or preemption by any governmental entity, authority, department, agency or subdivision; or during any period of repairs or alterations at the Shopping Center; or by reason of negotiations for the adjustment of any fire or other casualty loss; or because of strikes or other labor trouble; or for any other cause beyond the reasonable control of Landlord. 37. RULES AND REGULATIONS: Landlord expressly reserves the right now and in the future to promulgate reasonable rules and regulations relating to the use of the Premises and all common areas of the Shopping Center, which rules and regulations shall be deemed a part of this Lease and breach of which shall entitle Landlord to exercise the remedies set forth in this Lease or otherwise available to Landlord at law or in equity. 38. LANDLORD'S LIEN: In addition to the statutory Landlord's lien, Tenant hereby grants to Landlord a security interest to secure payment of all rent or other sums of money due from Tenant, and to secure payment of any damage or loss which Landlord may suffer by reason 682710.2 S/1IN6 1 of the breach by Tenant of any covenant, agreement, or condition contained herein, upon all goods, wares, fixtures, furniture, improvements and other personal property of Tenant presently or hereafter situated on the Premises. Such property shall not be removed from the Premises without the consent of Landlord until all arrearages in rent as well as any other sums of money due Landlord hereunder shall first have been paid, and all the covenants, agreements, and conditions hereof have been fulfilled and performed by Tenant. In addition to any other remedies provided herein, upon an event of default, Landlord may enter the Premises and take possession of any and all goods, wares, equipment, fixtures, furniture, improvements and other personal property of Tenant situated upon the Premises without liability for trespass or conversion. Landlord may sell the same at a public or private sale, with or without having such property at the sale. TENANT HEREBY WAIVES ANY RIGHT TO NOTICE AND HEARING PRIOR TO THE LANDLORD'S EXERCISE OF ITS RIGHT OF DISTRESS, EITHER PURSUANT TO 68 PA.C.S.A. §250.302 OR OTHERWISE. At such sale, Landlord or its assigns may purchase the property unless such purchase is otherwise prohibited by law. Unless otherwise provided by law, the requirement of reasonable notice shall be met if such notice is given to Tenant at the Premises at least five (5) days prior to the time of the sale. The proceeds of such disposition shall be applied as a credit against the indebtedness secured by the security interest granted in this paragraph, plus all expenses connected with the taking of possession and sale of the property, including a reasonable attorney's fee. Any surplus shall be paid to Tenant and Tenant shall pay any deficiencies upon demand. Tenant hereby authorizes Landlord to file a financing statement in a manner sufficient to perfect the security interest of Landlord in the aforementioned property and the proceeds thereof. 39. HOLDING OVER: If Tenant shall continue to occupy the Premises after expiration or sooner termination of this Lease, Tenant shall pay, as liquidated damages, for each month of continued occupancy an amount equal to two times the monthly rent being paid by Tenant hereunder for the month immediately prior to such holdover. Acceptance of such rent by Landlord from Tenant after expiration or termination of this Lease shall not serve to reinstate or extend this Lease or affect any prior notice given by Landlord to Tenant. 40. RIGHT TO EXHIBIT: Tenant agrees to permit Landlord and Landlord's agents, employees or other representatives to show the Premises to persons wishing to rent or purchase the same, and Tenant agrees that during the final six (6) months of the Term, Landlord or Landlord's agents, employees or other representatives shall have the right to place notices on the front of the Premises or any part thereof, offering the Premises for rent or for sale. 41. RENTAL TAX: Tenant shall pay Landlord upon demand as Additional Rent the amount of any rental excise, transaction, sales, business or privilege tax (except income tax) attributed to or measured by rental which is now or subsequently imposed upon Landlord by any government or unit thereof. 42. TENANT'S PROPORTIONATE SHARE: As used in this Lease, the term "Tenant's Proportionate Share" shall refer to a fraction, the numerator of which is the ground floor square footage of the Premises and the denominator of which is the ground floor square footage of all rentable buildings in the Shopping Center, which shall be subject to adjustment for increases and decreases in the square footage of the Premises and the rentable buildings in the ssa~ io.a s~i roe 13 Shopping Center. Tenant's Proportionate Share at the commencement of this Lease is one and seven tenths percent (1.7%). 43. TAXES AND ASSESSMENTS: Tenant shall pay to Landlord in each calendar year, Tenant's Proportionate Share of all Taxes (as defined hereafter). As used herein, the term "Taxes" shall mean all taxes and assessments levied or assessed against the Shopping Center, including general real property taxes and assessments for public improvements. Such amounts shall be paid by Tenant as Additional Rent in monthly installments in advance, based upon Landlord's estimate of total Taxes for the calendar year. Following the end of each calendar year, Landlord shall provide Tenant with a statement setting forth the actual amount of Taxes for the calendar year and the Taxes, if any, to be paid by Tenant to Landlord for such calendar year, which amount shall be due within thirty (30) days after receipt by Tenant of such statements. Iii the event that the actual amount of Taxes for a calendar year are less than total tax payments by Tenant for such period, then such excess shall be applied to Tenant's next succeeding Tax Payment. Landlord shall have the right to setoff any amount due to Landlord by Tenant from monies due from Landlord to Tenant under Section 4, if any. Should this Lease commence or terminate on a day other than the first day of the calendar year, Tenant's share of Taxes for such partial year shall be pro-rated based on the number of days of the Term which falls within such calendar year. 44. COMMON AREA SERVICES: Landlord shall furnish Tenant those services hereafter described which shall be included in CAM (defined hereafter): a. Illuminate parking area until 11:59 PM b. Refuse container or containers (if common area designated) c. Exterior lighting on or around building 45. COMMON AREA MAINTENANCE: Tenant shall pay to Landlord Tenant's Proportionate Share of the cost incurred by Landlord, in operating, maintaining, repairing, and replacing the common areas and facilities of the Shopping Center ("CAM"), including, but not limited to, Landlord's costs of painting, signing, lighting, cleaning, striping, policing and security and snow removal, premiums for liability, casualty and other insurance maintained by Land-lord, repairs to and replacements of paving, roofing, curbs, walkways, landscaping, drainage, pipes, ducts, conduits lighting and other common facilities and structures, garbage collection and disposal, and common sewer, water, electric and other utilities, but CAM costs shall not include rental agency and management fees that Landlord may incur. At the commencement of each calendar year, Landlord shall provide Tenant with an estimate of the total projected costs of CAM for such calendar year. During such calendar year, Tenant shall pay, in advance, each month, one twelfth of Tenant's Proportionate Share of such projected CAM cost, as Additional Rent. Following the end of each calendar year, Landlord shall provide Tenant with a statement setting forth the actual amount of CAM costs for the calendar year, Tenant's Proportionate Share of such costs, and the amount of CAM, if any, still to be paid by Tenant to Landlord for such calendar year, which amount shall be due within thirty (30) days after receipt by Tenant of such statement. In the event that the actual amount of asano.a sn iro6 14 Tenant's Proportionate Share of CAM costs for a calendar year are less than total CAM payments by Tenant for such period, then such excess shall be applied to Tenant's next succeeding CAM payment. Landlord may, from time to time during a calendar year, make reasonable adjustments to Tenant's monthly CAM payment to account for differences between actual CAM costs and Landlord's projection of CAM costs for such calendar year. If any repair or replacement shall be a capital expenditure, CAM costs shall include the amortized cost of such repair or replacement, based upon its useful life. Should municipal refuse disposal be provided and there shall be no charge for such service, then it shall be Tenant's responsibility to take care of and provide its own refuse containers and arrange for collection and disposal of the same. Such containers shall be placed at a location selected by Landlord not sooner than 5:00 p.m. the day before pickup and shall be removed by Tenant not later than 5:00 p.m. the day of the pickup and shall be stored in the Premises. Should this Lease commence or terminate on a day other than the first day of the calendar year, Tenant's share of CAM costs for such partial year shall be pro-rated based on the number of days of the Term which falls within such calendar year. 46. ROOF: Landlord shall have the exclusive right to use and install equipment on the roof of the building in which the Premises is located, provided that such use, and the installation of such equipment, shall not interfere with Tenant's use of the Premises. 47. SECURITY: As security for the performance of its obligations hereunder, upon execution of this Lease, Tenant has paid to Landlord, and agrees to maintain thereafter, a security deposit of Seven Hundred and Seventy-Nine Dollars ($779.00). Upon the occurrence of any event of default hereunder, Landlord may, from time to time, without prejudice to any other remedy, use the security deposit to the extent necessary to make good any arrears of Base Rent or Additional Rent, or any other loss or damage of Landlord, and Tenant shall thereafter immediately replenish the all or such portion of the security deposit soused by Landlord. The remaining balance of the security deposit shall be returned by Landlord to Tenant within a reasonable time after termination of this Lease; provided, however, that Landlord shall not be obligated to return the remaining balance of such security deposit until all payments due from Tenant to Landlord under this Lease shall have been made in full. The security deposit .shall not be considered and advance payment of rent or a measure of Landlord's damages in case of default by Tenant. Tenant shall receive no interest on such security deposit and Landlord may commingle the same with other monies of Landlord. In the event of a sale or transfer of Landlord's interest in the Premises, Landlord shall have the right to transfer the security deposit to the purchaser or transferee and upon such transfer Tenant shall look only to the new landlord for the return of the security deposit and Landlord shall thereupon be released from all liability to Tenant for the return of or accounting for such security deposit. 48. VALIDITY OF LEASE: The terms, conditions, covenants and provisions of this Lease shall be deemed to be severable. If any clause or provision herein contained shall be adjudged to be invalid or unenforceable by a court of competent jurisdiction or by operation of ssz~io.a sn iroe 15 any applicable law, it shall not affect the validity of any other clause or provision herein, but such other clauses or provisions shall remain in full force and effect. 49. ENTIRE CONTRACT: This Lease contains the entire contract between the parties. No representative, agent or employee of Landlord has been authorized to make any representations or promises with reference to the within letting or to very, alter or modify the terms hereof. No additions, changes or modifications, renewals or extensions hereof, shall be binding unless reduced to writing and signed by Landlord and Tenant. 50. GENDER AND BINDING EFFECT: In all references herein to any parties, persons, entities or corporations and the use of any particular gender or the plural or singular number is intended to include the appropriate gender or number as the text of the within instrument may require. All the terms, covenants and conditions herein contained shall be for and shall inure to the benefit of and shall bind the respective parties hereto, and their heirs, executors, administrators, personal or legal representatives, successors and assigns. 51. FORCE MAJEURE: This Lease and the time of performance of the obligations of both Landlord and Tenant hereunder shall be extended to the extent reasonably necessary to accommodate any rule, order, regulation or preemption by any governmental entity, authority, department agency or subdivision promulgated subsequent to the date of this Lease. 52. JOINT AND SEVERAL LIABILITY: If two or more individuals, corporations, partnerships or other business associations (or any combination of the above) shall sign this Lease as Tenant, the liability of each such executing party to pay rent and perform all other obligations of Tenant hereunder shall be joint and several. 53. APPLICABLE LAW: This Lease shall be construed in accordance with the laws of the Commonwealth of Pennsylvania. 54. WAIVER OF JURY TRIAL. TENANT HEREBY WAIVE5 TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS LEASE, THE RELATIONSHIP OF LANDLORD AND TENANT, TENANT'S USE OR OCCUPANCY OF THE PREMISES, OR ANY CLAIM OF INJURY OR DAMAGE, OR ANY OTHER REMEDY WITH RESPECT THERETO. Cathy Wright / G in ale (" ENANT") By: ~ Print Name: i ,~ Title: ~ aa~~io.z sn iroe 16 IN WITNESS HEREOF, the parties hereto have hereunto set their hands and seals, or caused these presents to be signed by their proper and corporate officers and their proper corporate seal to be hereto affixed, the day and year first above written. STATE COLLEGE PREMIER RENTALS, L.P.,a Tenant Date saa~~o.a snirtM 17 Exhibit "A" ESTOPPEL CERTIFICATE The undersigned, ("Tenant"), hereby certifies that: 1. Annexed hereto as Exhibit "A" is a true and correct copy of the lease ("Lease")~, dated as of the day of , 20_, by and between the undersigned, as Tenant, and State College Premier Rentals, L.P., as Landlord ("Landlord"), covering certain space ("Premises") identified as Store # in the Shopping Center known as Hoover's Plaza in Lemoyne, Pennsylvania,. 2. The Lease is valid and in full force and effect on the date hereof. The termination date of the present term of the Lease, excluding renewals, is 3. There are no other agreements between Landlord and Tenant with respect to the Premises. 4. To Tenant's knowledge, there are no uncured defaults on the part of Tenant or on the part of Landlord under the Lease, and no event has occurred and no condition exists which, with the giving of notice or the lapse of time, or both, will constitute a default under the Lease. 5. Fixed Rent payable by Tenant presently is $ per month. Additional Rent (including Tenant's share of taxes and common area maintenance costs) payable by Tenant presently is $ per month. No rent has been paid by Tenant more than thirty (30) days in advance of its due date. Tenant's security deposit is $ 6. Tenant claims no present charge, lien or claim of offset under the Lease or otherwise, against rents or other charges due or to become due thereunder. 7. Tenant has accepted possession of the Premises and any improvements required by the terms of the Lease to be made by Landlord thereunder have been completed to the satisfaction of Tenant. The address for notices to be sent to Tenant is as set forth in the Lease. Any amendments or modifications to the Lease should be listed here: 882710.2 5/I I/06 9. or the Building. This Estoppel Certificate maybe relied upon by Landlord and and their successors and assignees. IN WITNESS WHEREOF, the undersigned has executed and delivered this Estonnel Certificate on the day of Tenant has no right of first refusal, option or other right to purchase the Premises _, 200_. (Tenant) By: Title: aeano.a sn iroe GUARANTY OF LEASE THIS GUARANTY OF LEASE (this "Guaranty") is made as of the day of 2006, Cathy Wright (each individually and collectively, "Guarantor"), in favor of STATE COLLEGE PREMIER RENTALS, L.P. ("Landlord"). 55. Pursuant to that certain Lease dated as of May 4, 2006 (the "Lease"), Landlord has leased to Groomingdales ("Tenant"), certain real property of Landlord in the shopping center known as State Street Plaza, located in Lemoyne, Pennsylvania, more particularly described in the Lease. Capitalized terms used, but not otherwise defined, in this Guaranty shall have the meanings given to such terms in the Lease. 56. Guarantor has a financial interest in Tenant. Guarantor will be materially benefited by the Lease and is executing a Guaranty is a material inducement to Landlord enter into the Lease. NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Guarantor, intending to be legally bound, irrevocably and unconditionally agrees in favor of Landlord, and Landlord's successors and assigns, as follows: a. Guaranteed Obli ations. Guarantor guarantees irrevocably and unconditionally to Landlord that all sums payable by Tenant under the Lease will be paid in full when due in accordance with the Lease and that Tenant will perform and observe all of Tenant's covenants, conditions, obligations, liabilities, agreements and indemnities thereunder in full and in a timely fashion. b. Guarant N~ot_Impaired. This Guaranty is, and is intended to be, a contract of suretyship and an irrevocable, absolute, unconditional, unlimited and continuing guaranty that shall not be affected by any act or thing whatsoever. Guarantor's obligations under this Guaranty shall extend to all of Tenant's obligations with respect to any additional space leased by Tenant pursuant to any provision of the Lease, and shall in no way be altered, diminished, affected or impaired by any reason including, without limitation, the happening from time to time of any of the following, whether or not Guarantor has been notified thereof or consented thereto: (i) any modification, amendment, extension, renewal, indulgence, waiver, surrender, assignment, exchange or release (whether material or otherwise) of any of the obligations of Tenant under the Lease or under any separate lease with Landlord; (ii) the voluntary or involuntary liquidation or dissolution of Tenant, the sale of substantially all of the assets of Tenant, the marshalling of assets and liabilities, receivership, conservatorship, insolvency, bankruptcy, assignment for the benefit of creditors, reorganization, arrangement, composition or readjustment of, or other similar proceeding affecting Tenant or any of Tenant's assets; (iii) any assignment of the Lease or subletting of the Demised Premises or any part thereof by Tenant; (iv) the settlement or compromise with Tenant of the obligations guaranteed hereunder; or (v) the taking, acceptance or release of other guaranties, collateral or security with respect to the obligations guaranteed hereunder; it being understood that the liability of Guarantor shall be primary and unconditional. 682710.? 5/11N6 EXHIBIT No waiver, forbearance or extension of time to perform granted by Landlord to Tenant shall be construed to invalidate or otherwise affect the enforceability of, this Guaranty. c. Rejection of Lease. If the Lease is rejected or disaffirmed by Tenant or Tenant's trustee in bankruptcy pursuant to any bankruptcy law or any other law affecting creditors' rights, then Guarantor shall, and does hereby (without the necessity of any further agreement or act) assume all obligations and liabilities of Tenant under the Lease to the same extent as if (a) Guarantor were originally named Tenant under the Lease, and (b) there had been no such rejection or disaffumance. Guarantor shall upon Landlord's request promptly confirm in writing such assumption. No limitation on the liability of Tenant under the Lease which may now or hereafter be imposed by any federal, state or other statute, law or regulation applicable to such proceedings shall in any way limit the obligation of Guarantor hereunder, which obligation is co- extensive with Tenant's liability set forth within the Lease without regard to any such statutory or legal limitation. d. Waiver of Notice. Guarantor hereby waives: (i) presentment, demand for payment, and protest of non-performance under the Lease; (ii) notice of any kind with respect to this Guaranty and the Lease, including but not limited to notice of acceptance and reliance, notice of default and/or notice of any obligations or liabilities contracted or incurred by Tenant; (iii) any right to require Landlord to enforce its rights and remedies against Tenant under the Lease or otherwise; (iv) any right to require Landlord to proceed against any security held from Tenant or any other party; (v) the benefit of all laws now or hereafter in effect in any way limiting or restricting the liability of Guarantor hereunder, including, without limitation, all defenses whatsoever to the liability of Guarantor hereunder except. the defense of payment or performance by Tenant or payment or performance on account of the liability of Guarantor hereunder; (vi) any right to stay of execution or exemption of property in any action to enforce the liability of Guarantor hereunder; and (vii) the benefit of any valuation and appraisement privileges. e. Joint and Several Liability. Guarantor's liability shall be primary and joint and several with that of Tenant. Moreover, the liability of each individual constituting Guarantor shall be joint and several. Landlord may proceed against Guarantor under this Guaranty without initiating or exhausting any other remedy against Tenant or resorting to any other security held by Landlord, and may proceed against Tenant and Guarantor separately or concurrently. Guarantor hereby waives any right to require any prior enforcement of any right or remedy against any persons or property, and agrees that any delay in enforcing or failure to enforce any such rights or remedies shall in no way effect the liability of Guarantor hereunder, even if such rights are thereby lost. f. Further Assurances. Within fifteen (15) days after Landlord's written request, Guarantor shall execute and deliver to Landlord a written statement certifying any matter concerning this Guaranty or the Lease as Landlord may reasonably request. g. Notices. Any notice. to Guarantor from Landlord shall be deemed to have been given upon delivery or refusal to accept delivery Guazantor if sent to Guarantor's address set forth below by United States certified or registered mail, return receipt requested, or by Federal asa»o.a sn iro6 2 Express or other reputable overnight carrier, postage prepaid, or at such other notice address as Guarantor may provide to Landlord in writing: Groomingdal y W fight h. Waiver of Jury Trial. In the event of any court proceedings brought by Landlord or Guarantor in accordance with, pursuant to, or to enforce, this Guaranty or the Lease, both Landlord and Guarantor irrevocably waive the right to demand a jury trial. i. Costs and Expenses. In addition to all other liability of Guarantor hereunder, Guarantor agrees to pay on demand all reasonable costs and expenses (including attorneys' fees and court costs) which may be incurred in connection with the enforcement of the Lease or this Guaranty. j. Successors and Assi ns. This Guaranty shall inure to the benefit of Landlord and its successors and assigns (including any subsequent owner of the Demised Premises), and any person or persons to whom Landlord may grant any interest in the Lease or the liabilities of Tenant thereunder, and shall bind Guarantor and its successors and assigns. k. Governing Law. THIS GUARANTY SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE COMMONWEALTH OF PENNSYLVANIA . Guarantor irrevocably and unconditionally agrees that any suit, action or other legal proceeding arising out of this Guaranty maybe brought in the courts of record in the Commonwealth of Pennsylvania or in the .courts of the United States located in such Commonwealth, consents to the jurisdiction of each such court in any such suit, action or proceeding, and waives any objection to the venue of any such suit, action or proceeding in any of such courts. This Guaranty may not be modified or amended except by a written agreement duly executed by Guarantor and Landlord. 662710.2 5/11/06 3 IN WITNESS WHEREOF, Guarantor, intending to be legally bound, has caused this Guaranty to be executed on the date first above written. Name: Cathy W ght Name: Name: 8827 f 0.2 5/11/06 BASE RENT Amount Paid By Tenant Amount Due Late Fee TOTAL August 1, 2006 $1,053.38 $105.34 $1,158.72 September October November December January 1, 2007 February March April $389.50 $389.50 May June July 31, 2007 $2,337.00 $2,337.00 TOTAL $3,885.22 EXHIBIT BASE RENT Amount Paid By Tenant Amount Due Late Fee TOTAL August 1, 2007 $802.37 $802.37 September $802.37 $802.37 October $802.37 $802.37 November $802.37 $802.37 December $802.37 $802.37 January 1, 2008 $802.37 $802.37 February $802.37 $802.37 March $802.37 $802.37 April $802.37 $802.37 May $802.37 $802.37 June $802.37 $802.37 July 31, 2008 $802.37 $802.37 TOTAL $9,628.44 BASE RENT Amount Paid By Tenant Amount Due Late Fee TOTAL August 1, 2008 $826.44 $826.44 September $826.44 $826.44 October $826.44 $826.44 November $826.44 $826.44 December $826.44 $826.44 January 1, 2009 $826.44 $826.44 February $826.44 $826.44 March $826.44 $826.44 April $826.44 $826.44 May $826.44 $826.44 June $826.44 $826.44 July 31, 2009 $826.44 $826.44 TOTAL $9,917.28 BASE RENT Amount Paid By Tenant Amount Due Late Fee TOTAL August 1, 2009 $851.23 $851.23 September $851.23 $851.23 October $851.23 $851.23 November $851.23 $851.23 December $851.23 $851.23 January 1, 2010 $851.23 $851.23 February $851.23 $851.23 March $851.23 $851.23 April $851.23 $851.23 May $851.23 $851.23 June $851.23 $851.23 July 31, 2010 $851.23 $851.23 TOTAL $10,214.76 BASE RENT I Amount Paid I Amount Due I Late Fee By Tenant August 1, 2010 $876.76 September $876.76 October $876.76 November $876.76 December $876.76 January 1, 2011 $876.76 February $876.76 March $876.76 April $876.76 May $876.76 June $876.76 July 31, 2011 $876.76 TOTAL $876.76 $876.76 $876.76 $876.76 $876.76 $876.76 $876.76 $876.76 $876.76 $876.76 $876.76 $876.76 TOTAL $10,521.12 Additional Rent Amount Paid By Amount Due Late Fee TOTAL Tenant Balance of 2007 $1,225.98 Calendar 2008 $138.94 per $1 667.28 month (estimate per Paragraph 30(c) of Lease Calendar 2009 $143.11 per $1 717.32 month Calendar 2010 $147.40 per $1 768.80 month January 1, 2011 through $151.83 per $1 062.81 July 31, 2011 month , TOTAL $7,442.19 GRAND TOTAL $51,609.01 ~ '~ l~ ~'. f ,---- ~. ~~,' c ?> .._, `~-.` ~; c_ r~ .. ~_' ~;~ n.~ _. a --< ca 0 x» c~ --~ ~i ~~ ~ :_-' ~,., -~-,, Jm --C ~, ORIGINAL IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PA CIVIL ACTION -LAW STATE COLLEGE PREMIER RENTALS, L.P. Plaintiff, Civil Action No. Q7 3~L2r~t v c (, !, vs. ~r/Ly'1. CATHY WAGNER, t/d/b/a GROOMINGDALES, Defendant. PRAECIPE FOR ENTRY OF APPEARANCE TO THE PROTHONOTARY: Kindly enter the appearance of the undersigned counsel on behalf of Plaintiff, State College Premier Rentals, L.P. Respectfully submitted, MILLER, KISTLER, CAMPBELL, MILLER, WILLIAMS & BENSON, INC. By: David .Consiglio, Esquire I.D.# 72772 720 South Atherton Street State College, PA 16801 Date: May 24, 2007 (814) 234-1500 ,~ IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PA CIVIL ACTION -LAW STATE COLLEGE PREMIER RENTALS, L.P. Plaintiff, Civil Action No. Q"1 - 3 ~ I~ -(~-c v- ~ l~ vs. ~ Yi2.l~-1 CATHY WAGNER, t/d/b/a GROOMINGDALES, Defendant. CERTIFICATE OF SERVICE I, David B. Consiglio, Esquire, of Miller, Kistler, Campbell, Miller, Williams & Benson, Inc., do hereby certify that on this 24th day of May, 2007, a true and correct copy of the foregoing document was served on the following person by depositing the same in the United States Mail, postage prepaid, addressed as follows: Cathy Wagner t/d/b/a Groomingdales 17 Center Drive Camp Hill, PA 17011 MILLER, KISTLER, CAMPBELL, MILLER, WILLIAMS & BENSON, INC. By: David B. nsiglio, Esquire ~ c:. ~ ~ -~, T1 S I'(j tT) ~ Sf* '~- ~=--- r . x ' P... t .) - .._ -~ "i '-~ C- CJ !:j r-n .. ~ .JJ IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PA CIVIL ACTION -LAW STATE COLLEGE PREMIER RENTALS, L.P. Plaintiff, Civil Action No. 07-3212 vs. CATHY WAGNER, t/d/b/a GROOMINGDALES, Defendant. PRAECIPE TO DISCONTINUE TO THE PROTHONOTARY: Please mark the above-captioned matter settled, satisfied and discontinued with prejudice. Respectfully submitted, Date: , ~ n- d7 MILLER, HISTLER, CAMPBELL, MILLER, WILL S & BENSON, INC. By: David B. onsiglio, Esquire I.D.# 72772 720 South Atherton Street State College, PA 16801 (814) 234-1500 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PA CIVIL ACTION -LAW STATE COLLEGE PREMIER RENTALS, L.P. Plaintiff, vs. CATHY WAGNER, t/d/b/a GROOMINGDALES, Defendant. Civil Action No. 07-3212 CERTIFICATE OF SERVICE I, David B. Consiglio, Esquire, of Miller, Kistler, Campbell, Miller, Williams & Benson, Inc., do hereby certify that on this 'day of July, 2007, a true and correct copy of the foregoing document was served on the following person by depositing the same in the United States Mail, postage prepaid, addressed as follows: John W. Purcell, Jr., Esquire Purcell, Krug & Haller 1719 North Front Street Harrisburg, PA 17102 MILLER, KISTLER, CAMPBELL, MILLER, WILLIAMS & BENSON, INC. By: Davi B. Consiglio, Esquire ~j r~ iy7' „~. ~~--"~ Tj ...,.,,} r._7 s td;:) _ - J. n v .~ ~ ~.