The URL can be used to link to this page

Home My WebLink About09-1653 Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, : IN THE COURT OF COMMON PLEAS OF N.A., : CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff V. :NO. 09 - ??53 CIVIL TERM THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants NOTICE OF ENTRY OF JUDGMENT PURSUANT TO PA. R.C.P. NO. 236 TO: Them Associates Realty, Inc. 9 Rapuano Way Carlisle, PA 17013 You are hereby notified that on 31ij?j(J?I , judgment by confession was entered against you in the above-captioned case in favor of Commerce Bank/Harrisburg, N.A., as follows: Principal $310,535.41 Late Fees $132.55 Costs of Suit (estimated) $500.00 Attorney Fees $31,053.54 Total: $342,221.50* *Plus interest per diem at $40.97, along with additional costs and fees incurred, until paid in full. Date: 3?/10?,f Prothonotary Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA :NO. 09 - 00 CIVIL TERM NOTICE OF ENTRY OF JUDGMENT PURSUANT TO PA. R.C.P. NO. 236 TO: Peter P. Them 9 Rapuano Way Carlisle, PA 17013 You are hereby notified that on 31111I R , judgment by confession was entered against you in the above-captioned case in favor of Commerce Bank/Harrisburg, N.A., as follows: Principal $310,535.41 Late Fees $132.55 Costs of Suit (estimated) $500.00 Attorney Fees $31,053.54 Total: $342,221.50* *Plus interest per diem at $40.97, along with additional costs and fees incurred, until paid in full. Date: SM//Gy Ile Prothonotary 101n A? Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA :NO. 09 - 1 1953 CIVIL TERM NOTICE OF ENTRY OF JUDGMENT PURSUANT TO PA. R.C.P. NO. 236 TO: Debra B. Them 9 Rapuano Way Carlisle, PA 17013 You are hereby notified that on , judgment by confession was entered against you in the above-captioned case in favor of Commerce Bank/Harrisburg, N.A., as follows: Principal $310,535.41 Late Fees $132.55 Costs of Suit (estimated) $500.00 Attorney Fees $31,053.54 Total: $342,221.50* *Plus interest per diem at $40.97, along with additional costs and fees incurred, until paid in full. Date: Prothonotary FAFILBS\Clients\11412 Commerce Bank\1 1412. 1 1\1 1412.1 Lcomconfl.wpd Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA NO. 09 - 053 CIVIL TERM CONFESSION OF JUDGMENT Pursuant to the authority contained in the Promissory Note and Commercial Guaranties attached as Exhibits "A," "C," and "B" to the Complaint filed in the above-captioned case, we appear for the Defendants, Them Associates Realty, Inc., Peter P. Them and Debra B. Them, and confess judgment in favor of Commerce Bank/Harrisburg, N.A., against Them Associates Realty, Inc., Peter P. Them and Debra B. Them, as of February 20, 2009, as follows: Principal Late Fees Costs of Suit (estimated) Attorney Fees $310,535.41 $132.55 $500.00 $31,053.54 Total: $342,221.50* *Plus interest per diem at $40.97, along with additional costs and fees incurred, until paid in full. Respectfully submitted: MARTSON LAW OFFICES By: Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 10 East High Street Carlisle, PA 17013 (717) 243-3341 Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANKA1ARRISBURG, N.A., Plaintiff V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA NO. 09 - CIVIL TERM COMPLAINT FOR CONFESSION OF JUDGMENT Commerce Bank/Harrisburg, N.A., by and through its undersigned counsel, hereby files this Complaint for Confession of Judgment pursuant to Pa. R.C.P. No. 2951(b) and in support thereof, avers the following: 1. Plaintiff, Commerce Bank/Harrisburg, N.A., ("Plaintiff') is a Pennsylvania banking corporation located at 3801 Paxton Street, Harrisburg, Pennsylvania. 2. Defendant Them Associates Realty, Inc., is a Pennsylvania corporation with a registered office address at 9 Rapuano Way, Carlisle, Pennsylvania. 3. Defendant Peter P. Them is an adult individual residing at 9 Rapuano Way, Carlisle, Pennsylvania. 4. Defendant Debra B. Them is an adult individual residing at 9 Rapuano Way, Carlisle, Pennsylvania. 5. On July 24, 2007, Defendant Them Associates Realty, Inc., entered into certain loan documents, including a Promissory Note ("Note"), with Plaintiff to borrow $313,500.00, and agreed to, among other things, make a payment of $313,500.00, plus all accrued unpaid interest to Plaintiff on July 24, 2009. A true and correct copy of the executed Note is attached hereto as Exhibit "A" and is incorporated herein by reference. 6. In consideration for the Note, Defendant Them Associates Realty, Inc., executed an Open-End Construction Mortgage ("Mortgage") in favor of Plaintiff encumbering the real property located at Lot #33 Burnthouse Road, Carlisle, Pennsylvania. A true and correct copy of the Mortgage is attached hereto and incorporated as Exhibit "B." 7. On October 17, 2006, Defendant Peter P. Them executed a Commercial Guaranty and Disclosure for Confession of Judgment and agreed to, among other things, guarantee full payment and satisfaction of the Note entered into by Defendant Them Associates Realty, Inc. True and correct copies of the Commercial Guaranty and Disclosure for Confession of Judgment are attached hereto as Exhibits "C" and "D" respectively and are incorporated herein by reference. 8. On October 17, 2006, Defendant Debra B. Them executed a Commercial Guaranty and Disclosure for Confession of Judgment and agreed to, among other things, guarantee full payment and satisfaction of the Note entered into by Defendant Them Associates Realty, Inc. True and correct copies of the Commercial Guaranty and Disclosure for Confession of Judgment are attached hereto as Exhibits "B" and "F" respectively and are incorporated herein by reference. 9. The Commercial Guaranty executed by Defendant Peter P. Them and the Commercial Guaranty executed by Defendant Debra B. Them are collectively referred to herein as "Commercial Guaranties." 10. Per the Note, Defendant Them Associates Realty, Inc., was to make interest only payments beginning on August 24, 2007. 11. Defendants have defaulted under the Note and Commercial Guaranties, by and including, but not limited to, allowing a material adverse change in their financial condition and failing to make payments as required under the Note (collectively the "Events of Default") 12. The Note and Commercial Guaranties provide that Plaintiff, after the Events of Default have occurred, may confess judgment against Defendants for all sums due and owing thereunder. 13. The total sum due and owing under the Note and Commercial Guaranties as of February 20, 2009, is itemized as follows: Principal $310,535.41 Late Fees $132.55 Costs of Suit (estimated) $500.00 Attorney Fees $31,053.54 Total: $342,221.50* *Plus interest per diem at $40.97, along with additional costs and fees incurred, until paid in full. 14. All conditions precedent have been satisfied to allow Plaintiff to confess judgment against Defendants under the Note and Commercial Guaranties. 15. Judgment has not been confessed against Defendants in any other jurisdiction under the Note or Commercial Guaranties. 16. Plaintiff is the holder of the Note and Commercial Guaranties. 17. The Note and Commercial Guaranties were executed and delivered in connection with a commercial transaction, and judgment is not being entered by confession against a natural person in connection with a consumer credit transaction. 18. Neither the Note nor Commercial Guaranties have been assigned. WHEREFORE, Commerce Bank/Harrisburg, N.A., requests this Court enter judgment by confession against Them Associates Realty, Inc., Peter P. Them and Debra B. Them, in the amount of $342,221.50, along with interest accruing at the per diem rate of $40.97, and additional costs as prayed for in the Complaint. Respectfully submitted, MARTSON LAW OFFICES By: 0'? c Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 10 East High Street Carlisle, PA 17013 (717) 243-3341 Date: Attorneys for Plaintiff ? , ? ? - Q EXHIBIT "A" 3 Y A / A J PROMISSORY NOTE ,tieferences in the boxes above are for Lenders use only and do not lima the applicability of this document to an Any item above containing "• •'" has been omitted due to text length limitations. any particular loan or item. Borrower: Them Associates Realty. Inc. Lender: COMMERCE BANK/HARRISBURG N.A. 9 Ropusno Way COMMERCIAL BUSINESS DEPARTMENT Carlisle, PA 17013 3801 PAXTON STREET HARRISBURG, PA 17111 (717) 975-5630 Principal Amount: $313,500.00 Initial Rate: 9.750% Date of Note: July 24, 2007 PROMISE TO PAY. Them Associates Realty, Inc. ("Borrower") promises to pay to COMMERCE BANK/HARRISBURG N.A. ("Lender"), or order, in lawful money of the United States of America, the principal amount of Three Hundred Thirteen Thousand Five Hundred & 00/100 Dollars (8313,500.00) or so much as may be outstanding, together with interest on the unpaid outstanding principal balance of each advance. Interest shell be calculated from the date of each advance until repayment of each advance. PAYMENT. _ Borrower will pay this loan In one payment of all outstanding principal plus all accrued unpaid interest on July 24, 2009. In addition, Borrower will pay regular monthly payments of all accrued unpaid interest due as of each payment date, beginning August 24, 2007, with ON subsequent Interest payments to be due on the same day of each month after that. Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid Interest; then to principal; then to any unpaid collection costs; and than to any late charges. The annual interest rate for this Note is computed on a 3651360 basis; that is, by applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstanding. Borrower will pay Lender at Lender's address shown above or at such other place as Lender may designate in writing. VARIABLE INTEREST RATE. The interest rate on this Note is subject to change from time to time based on changes in an independent index which is the Prime Rate as published in the Money Rate Section of the Wall Street Journal (the "Index"). The Index is not necessarily the lowest rate charged by Lender on its loans. If the Index becomes unavailable during the term of this loan, Lender may designate a substitute index after notifying Borrower. Lender will tell Borrower the current Index rate upon Borrower's request. The interest rate change will not occur more often than each daily. Borrower understands that Lender may make loans based on other rates as well. The Index currently is 8.250% per annum. The interest rate to be applied to the unpaid principal balance during this Note will be at a rate of 1.500 percentage points over the Index, resulting in an initial rate of 9.750% per annum. NOTICE: Under no circumstances will the interest rate on this Note be more than the maximum rate allowed by applicable law. PREPAYMENT. Borrower agrees that all loan fees and other prepaid finance charges are earned fully as of the date of the loan and will not be subject to refund upon early payment (whether voluntary or as a result of default), except as otherwise required by law. Except for the foregoing, Borrower may pay without penalty all or a portion of the amount owed earlier than it is due. Early payments will not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments of accrued unpaid interest. Rather, early payments will reduce the principal balance due. Borrower agrees not to send Lender payments marked "paid in full", "without recourse% or similar language. If Borrower sends such a payment, Lender may accept it without losing any of Lender's rights under this Note, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitutes "payment in full" of the amount owed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: COMMERCE BANK/HARRISBURG N.A., COMMERCIAL BUSINESS DEPARTMENT, 3801 PAXTON STREET, HARRISBURG, PA 17111. INTEREST RESERVES. Borrower authorizes Lender to place $21,000.00 of the Principal Amount as an interest reserve, which is an estimate of the interest due on the Note ("Interest Reserve'). All interest payments shall be paid from the Interest Reserve. Lender may automatically deduct accrued unpaid interest from the Interest Reserve. Interest will accrue, as described in this Note, on amounts deducted from the Interest Reserve. In the event the interest due under this Note exceeds the Interest Reserve, Borrower will pay accrued unpaid interest when due according to the terms of this Note. Upon maturity, Lender will not advance or disburse the remaining Interest Reserve, if any, to Borrower. The principal due upon maturity will not include any remaining Interest Reserve. LATE CHARGE. If a payment is 10 days or more late, Borrower will be charged 5.000% of the regularly scheduled payment. INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the interest rate on this Note shall be increased by adding a 4.000 percentage point margin ("Default Rate Margin"). The Default Rate Margin shall also apply to each succeeding interest rate change that would have applied had there been no default. If judgment is entered in connection with this Note, interest will continue to accrue after the date of judgment at the rate in effect at the time judgment is entered. However, in no event will the interest rate exceed the maximum interest rate limitations under applicable law. DEFAULT. Each of the following shall constitute an event of default 1"Event of Default") under this Note: Payment Default. Borrower fails to make any payment when due under this Note. Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Note or in any of the related documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement between Lender and Borrower. Default in Favor of Third Parties. Borrower or any Grantor defaults under any loan, extension of credit, security agreement, purchase or sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Borrower's property or Borrower's ability to repay this Note or perform Borrower's obligations under this Note or any of the related documents. Environmental Default. Failure of any party to comply with or perform when due any term, obligation, covenant or condition contained in any environmental agreement executed in connection with any loan. False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this Note or the related documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false or misleading at any time thereafter. Insolvency. The dissolution or termination of Borrower's existence as a going business, the insolvency of Borrower, the appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower. Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help PROMISSORY NOTE Loan No: 3521950 (Continued) Page 2 repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the loan. This includes a garnishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default shall not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute. Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the indebtedness or any Guarantor dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any guaranty of the indebtedness evidenced by this Note. In the event of a death, Lender, at its option, may, but shall not be required to, permit the Guarantor's estate to assume unconditionally the obligations arising under the guaranty in a manner satisfactory to Lender, and, in doing so, cure any Event of Default. Change In Ownership. Any change in ownership of twenty-five percent (25%) or more of the common stock of Borrower. Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or performance of this Note is impaired. Insecurity. Lender in good faith believes itself insecure. Cure Provisions. If any default, other than a default in payment is curable and if Borrower has not been given a notice of a breach of the same provision of this Note within the preceding twelve (12) months, it may be cured if Borrower, after receiving written notice from Lender demanding cure of such default: (1) cures the default within fifteen (15) days; of (2) if the cure requires more than fifteen (151 days, immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter continues and completes all reasonable and necessary steps sufficient to produce compliance as scones reasonably practical. LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicable law, declare the entire unpaid principal balance under this Note and all accrued unpaid interest immediately due, and then Borrower will pay that amount. ATTORNEYS' FEES; EXPENSES, Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower will pay Lender that amount. This includes, subject to any limits under applicable law, Lender's reasonable attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including reasonable attorneys' fees, expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by law. GOVERNING LAW. This Note will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. This Note has been accepted by Lender in the Commonwealth of Pennsylvania, RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any . and all such accounts. COLLATERAL. Borrower acknowledges this Note is secured by the following collateral described in the security instruments listed herein: ) alvannastruction Mortgage" dated July 24, 2007, to Lender on real property located in Cumberland County, Commonwealth of (A Pennsy. (B) an Assignment of All Rents to Lender on real property located in Cumberland County, Commonwealth of Pennsylvania. LINE OF CREDIT. This Note evidences a straight line of credit. Once the total amount of principal has been advanced, Borrower is not entitled to further loan advances. Borrower agrees to be liable for all sums either: (A) advanced in accordance with the instructions of an authorized person or (8) credited to any of Borrower's accounts with Lender. The unpaid principal balance owing on this Note at any time may be evidenced by endorsements on this Note or by Lender's internal records, including daily computer print-outs. POST CLOSING COMPLIANCE, Borrower agrees to execute, re-execute, cause a Guarantor(s) or other third party(ies) involved in the loan transaction to execute and/or re-execute and to deliver to Lender or its legal counsel, as may be deemed appropriate, any document or instrument signed in connection with the Loan which was incorrectly drafted and/or signed, as well as any document or instrument which should have been signed at or prior to the closing of the loan, but which was not so signed and delivered. Borrower agrees to comply with any written request by Lender within ten (10) days after receipt by Borrower of such request. Failure to Borrower to so comply shall, at the option of Lender, upon notice to Borrower, constitute an event of default under the Loan. COMMITMENT LETTER COMPLIANCE.. This loan is contingent upon Borrower's compliance with all of the terms and conditions in the commitment letter issued by Lender to Borrower on or about July 10, 2007. Upon breach of any term of condition therein Lender shall have the right to declare this loan in default and demand payment in full of the principal balance remaining unpaid, together with all interest, which shall have accrued thereon. . CONSTRUCTION REQUIREMENTS. Copy of building plans, cost breakdowns, specifications listing and, prior to vertical construction, building permit and a copy of township report indicating satisfactory pert and probe test. SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors and assigns, and shalt inure to the benefit of Lender and its successors and assigns. NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. Please notify us if we report any inaccurate information about your account (s) to a consumer reporting agency. Your written notice describing the specific inaccuracy(ies) should be sent to us at the following address: COMMERCE BANK/HARRISBURG N.A. LOAN SERVICING 3801 PAXTON STREET HARRISBURG, PA 17111. GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or rc'rnedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowev by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released frcj r-n liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or 9Liarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the collateral; and take r, 1y other action deemed necessary by Londe- -ithout the consent of or notice to anyone. All su-' )arties also agree that Lender may modify a(% loan without the consent Ca f or notice to ne other than the party with whom the modific, is made The obligations under this Note joint and several. If any portion of this :, d is for any reason determined to be unenforceab,,, it will not affect the enforceability of any PROMISSdaY NOTE 11950 (Continued) Page 3 nsions of this Note. 4FESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS 1$5001 ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE. THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: THEM ASSOCIATES R TY, NC. / - / BY: (Seal) Pet em reside f Them Associates Realty, Inc. -6(p -0 t -d- ! ! ]) 0000E Cep N Md 1 !V fNu ,, t. tt). 007 Y ?.u Me,ewed ?? M .WM?eeSµnvOnClrlR?0701C TA 797 M 70 EXHIBIT "B" V Parcel Identification Number: 00-10-0630-113 RECORDATION REQUESTED BY: COMMERCE SANKINARRISWRG N.A. COMMERCIAL BUSINESS DEPARTMENT 3801PAXTON STREET HARRiSWRG, PA 17111 WHEN RECORDED MAIL TO: COMMERCE BANKIHAMWWRG NA. LOAN SOIV CM 3801PAXTON STREET HARRNMRG, PA 17111-1418 SEND TAX NOTICES TO: COMMERCE BANK04ARMSBURG N.A. LOAN SERVICING 3801PAXTON STREET HARRMBURG, PA 17111 FOR RECORDER'S USE ONLY F,-BERT R. ZIE.GLEA `.rOCEDER OF DEEDS n: ?_At!D COU.',1?Y- X? JUL 30 Phi 3 45 OPEN - END CONSTRUCTION MORTGAGE THIS MORTGAGE SECURES FUTURE ADVANCES THIS IS A PURCHASE MONEY MORTGAGE . Amount Secured Hereby: $313,500,00 THIS MORTGAGE dated July 24, 2007, is made and executed between Them Associates Realty, Inc., whose address is 9 Repunno Way, Carlisle, PA 17013 (referred to below as "Grantor") and COMMERCE BANK/HARRISBURG N.A., whose address is 3801 PAXTON STREET, HARRISBURG, PA 17111 (referred to below as "Lander"). GRANT OF MORTGAGE. For valuable conel loradon, Gramttor grants, bargains, sells, conveys, assigns, transfers, releases, confirms and mortgages to Lender all of Grantor's right, title, and interest in and to the following described real property, together with all existing or subsequently erected or affixed buildings, improvements and fixtures; all streets, lanes, alleys, passages, and ways; all easements, rights of way, all liberties, privileges, tenements, hereditamnants, and appurtenances thereunto belonging or anywise made appurtenant hereafter, and the reversions and remainder with respect thereto; all water, water rights, watercourses and ditch rights (including stock In utilities with ditch or irrigation rights); and all other rights, royalties, and profits relating to the real prop", inckrdkmg without limitation all minerals, oil, gas, geothermal and similar matters, (the "Real Property") located In Cunlberlafld County, Commonwealth of Penn"anis: Sea Exhibit "A", which Is attached to this Mortgage and made a part of this Mortgage as if fully set forth herein. The Real Property or its address is commonly known as Lot #f33 Bumthouse Road, Carlisle, PA 17013. The-Real Property parcel Identifloaftri number Is 08-10-0830-113. Grantor presently assigns to Lender all of Grantor's right, title, and interest in and to all present and future losses of the Property and all Rents from the Property. In addition, Grantor grants to Lander a Uniform Commercial Code security interest In the Personal Property and Rents. THIS MORTGAGE, INCLUDING THE ASSIGNMENT OF RENTS AND THE SECURITY INTEREST IN THE RENTS AND PERSONAL PROPERTY, IS GIVEN TO SECURE (AI PAYMENT OF THE NDESTEDNE68 AND (B) PERFORMANCE OF ANY AND ALL OBLIGATIONS UNDER THE NOTE IN THE ORIGINAL PRINCIPAL AMOUNT OF $313,800.00, THE RELATED DOCUMENTS, AND THIS MORTGAGE. THIS MORTGAGE, INCLUDING THE ASSIGNMENT OF RENTS AND 8K2001 PG2708 MORTGAGE Loan, No: 3521950 (Continued) Page 2 T+fE: SIEGURITY MITiREiiT IN THE RENTS AND PERSONAL iPAOPERTY, M ALSO GNMI TO ANY ANO ALL OF ' ;IQA4E . tHIS NiORTG ?E Id"blVl AND ACCEf?TEQ DII THE FOLLONfSiIA TERMS: PURCHASE MONEY MORTGAGE. If any of the debt secured by this Mortgage is lent to Grantor to acquire title to the Real property, this Mortgage shall be a purchase money mortgage under 42 P.S. Section 8141. PAYMENT AND PERFOIMIANCE. Except as otherwise provided in this Mortgage, Grantor shall pay to Lender all amounts secured by this Mortgage as they become due and shall strictly perform all of Grantor's obligations under this Mnrtgage CONSTRUCTION MORTGAGE. This Mortgage is a "construction mortgage" for the purposes of Sections 9-334 and 2A 3Q? of the Uniform Commercial Code, as those sections have been adopted by the Commonwealth of Pennsylvania. POSSESSION AND MANTENANCE OF THE PROPERTY. Grantor agrees that Grantor's possession and use of the Property shall be governed by the following provisions: Possession and Use. Until the occurrence of an Event of Default, Grantor may (1) remain in possession and onr•ol of the Property; (2) use, operate or manage the Property; and (3) collect the Rents from the Property. Outy to Maintain. Grantor shall maintain the Property in tenantable condition and promptly perform all repairs, rpolacornents, and maintenance necessary to preserve its value. Compliance With Envkonmentsl Laws. Grantor represents and warrants to Lender that: (1) During the period of Gi!intor's ownership of the Property, there has been no use, generation, manufacture, storage, treatment, disposal, release or threatened release of any Hazardous Substance by any person on, under, about or from the Property; Grantor has no knowledge of, or reason to believe that there has been, except as previously disclosed to and v.Knowledged by Lender in writing, (a) any breach or violation of any Environmental Laws, (b) any use, ,lenoretlon, manufacture, storage, treatment, disposal, release or threatened release of any Hazardous Substance r:, under, about or from the Property by any prior owners or occupants of the Property, or (c) any actual or hreatened litigation or claims of any kind by any person relating to such matters; and (3) Except as previously iisclosed to and acknowledged by Lender in writing, (a) neither Grantor nor any tenant, contractor, agent or other i,.ithorized user of the Property shall use, generate, manufacture, store, treat, dispose of or release any Hazardous >,.:bstarce on, under, about or from the Property; and (b) any such activity shall be conducted in compliance with 0 applicable federal, state, and local laws, regulations and ordinances, including without limitation all ,virenmental Laws. Grantor 'authorizes Lender and its agents to enter upon the Property to make such orspections and tests, at Grantor's expense, as Lender may deem appropriate to determine compliance of the r-operty with this section of the Mortgage. Any inspections or tests made by Lender shall be for Lender's u reposes only and shall not be construed to create any responsibility or liability on the part of Lender to Grantor or .,:, any other person. The representations and warranties contained herein are based on Grantor's due diligence in -rvestigating the Property for Hazardous Substances. Grantor hereby (1) releases and waives any future claims against Lender for indemnity or contribution in the event Grantor becomes liable for cleanup or other costa under any such laws; and (2) agrees to indemnify, defend, and hold harmless Lender against any and a8 claims, losses, liabilities, damages, penalties, and expenses which Lender may directly or indirectly sustain or suffer resulting from r breach of this section of the Mortgage or as a consequence of any use, generation, manufacture, storage, f,sposal, release or threatened release occurring prior to Grantor's ownership or interest in the Property, whether not the same was or should have been known to Grantor. The provisions of this section of the Mortgage, ,ncluding the obligation to indemnify and defend, shall survive the payment of the Indebtedness and the satisfaction •ind reconveyance of the lien of this Mortgage and shall not be effected by Lender's acquisition of any interest in thr> Property, whether by foreclosure or otherwise. Nuisance, Waste. Grantor shall not cause, conduct or permit any nuisance nor commit, permit, or suffer any stripping of or waste on or to the Property or any portion of the Property. Without limiting the generality of the '::egoing, Grantor will not remove, or grant to any other party the right to remove, any timber, minerals (including and ,gas), coal, clay, scoria, soil, gravel or rock products without Lender's prior written consent. Removal of Improvements. Grantor shall not demolish or remove any Improvements from the Real Property .ti,,thout Lender's prior written consent. As a condition to the removal of any Improvements, Lender may require ;ranter to make arrangements satisfactory to Lender to replace such Improvements with Improvements of at least :c.,at value. ..ende?'s Right to Enter. Lender and Lender's agents and representatives may enter upon the Real Property at all asonable times to attend to Lender's interests and to inspect the Real Property for purposes of Grantor's ,nroptiance with the terms and conditions of this Mortgage. Compliance with Governmental Requirements. Grantor shall promptly comply with all laws, ordinances, and ????= -109 MORTGAGE Loan No: 3521950 (Continued) Page 3 regulations, now or hereafter in effect, of all governmental authorities applicable to the use or occupancy of the Property, including without limitation, the Americans With Disabilities Act. Grantor may contest in good faith any such law, ordinance, or regulation and withhold compliance during any proceeding, including appropriate appeals, so long as Grantor has notified Lender in writing prior to doing so and so long as, in Lender's sole opinion, Lender's interests in the Property are not jeopardized. Lender may require Grantor to post adequate security or a surety bond, reasonably satisfactory to Lender, to protect Lender's interest. Duty to Ibmtsct. Grantor agrees neither to abandon or leave unattended the Property. Grantor shelf do all other acts, in addition to those acts set forth above in this section, which from the character and use of the Property are reasonably necessary to protect and preserve the Property. CONSTRUCTION LOAN. If some or all of the proceeds of the loan creating the Indebtedness are to be used to construct or complete construction of any Improvements on the Property, the Improvements shall be completed no later than the maturity date of the Note (or such serller date as Lender may reasonably establish) and Grantor shall pay in full all costs and expenses in connection with the work. Lander will disburse ban proceeds under such terms and conditions as Lender may deem reasonably necessary to Insure that the Interest created by this Mortgage shall have priority over all possible (lens, including those of material suppliers and workmen. Lender may require, among other things, that disbursement requests be supported by receipted bills, expense affidavits, waivers of liens, construction progress reports, and such other documentation as Lender may reasonably request. DUE ON SALE - CONMT BY LENDER. Lender may, at Lender's option, declare immediately due and payable all sums secured by this Mortgage upon the sale or transfer, without Lender's prior written consent, of all or any part of the Real Property, or any interest in the Real Property. A "sole or transfer" means the conveyance of Real Property or any right, title or interest in the Real Property; whether legal, beneficial or equitable; whether voluntary or involuntary; whether by outright sale, deed, installment sale contract, land contract, contract for deed, lessehold interest with a term greater than three (3) years, lease-option contract, or by sale, assignment, or transfer of any bsnsficial interest in or to any lend trust holding title to the Real Property, or by any other method of conveyance of an interest in the Real Property. If any Grantor is a corporation, partnership or limited liability company, transfer also includes any change in ownership of more than twenty-five percent (25%) of the voting stock, partnership interests or limited liability company interests, as the case may be, of such Grantor. However, this option shall not be exercised by Lender if such exercise is prohibited by federal law or by Pennsylvania law. TAXES AND LIENS. The following provisions relating to the taxes and liens on the Property are part of this Mortgage: Payment. Grantor shall pay when due (and In all events prior to delinquencyr all taxes, payroll taxes, special taxes, assessments, water charges and sewer service charges levied against or on account of the Property, and shall pay when due all claims for work done on or for services rendered or material furnished to the Property. Grantor shall maintain the Property free of any Ilene having priority over or equal to the interest of Lender under this Mortgage, except for those lions specifically agreed to in writing by Lender, and except for the lien of taxes and assessments not due as further specified in the Right to Contest paragraph. Right to Contest. Grantor may withhold payment of any tax, assessment, or claim in connection with a good faith dispute over the obligation to pay, so long as Lender's interest in the Property is not jeopardized. If a lien arises or is filed as a result of nonpayment, Grantor shall within fifteen (15) days after the lien arises or, if a lien is filed, within fifteen (15) days after Grantor has notice of the filing, secure the discharge of the lion, or if requested by Lender, deposit with Lender cash or a sufficient corporate surety bond or other security satisfactory to Lender in an amount sufficient to discharge the lion plus any costs and reasonable attorneys' fees, or other charges that could accrue as a result of a foreclosure or sale under the lien. In any contest, Grantor shall defend itself and Lender and shall satisfy any adverse judgment before enforcement against the Property. Grantor shall name Lender as an additional obliges under any surety bond furnished in the contest proceedings. EvMonce of Payment. Grantor shall upon demand furnish to Lender satisfactory evidence of payment of the taxes or assessments and shall authorize the appropriate governmental official to deliver to Lender at any time a written statement of the taxes and assessments against the Property. Notice of Construction. Grantor shall notify Lender at least fifteen 05) days before any work is commenced, any services are furnished, or any materiels are supplied to the Property, if any mechanic's lien, materialmen's lion, or other lien could be asserted on account of the work, services, or materials. Grantor will upon request of Lender furnish to Lender advance assurances satisfactory to Lender that Grantor can and will pay the cost of such improvements. PROPERTY DAMAGE INSURANCE. The following provisions relating to insuring the Property are a part of this Mortgage: Maintenance of Insurance. Grantor shall procure and maintain policies of fire insurance with standard extended coverage endorsements on a replacement basis for the full insurable value covering all Improvements on the Real Property in an amount sufficient to avoid application of any coinsurance clause, and with a standard mortgagee clause in favor of Lender. Grantor shall also procure and maintain comprehensive general liability insurance in such 002001 PG27 10 MORTGAGE Loan No: 3521950 (Continued) Page 4 :r,;miua amounts as Lender may request with Lender being named as additional insureds in such liability insurance F,orcies. 4dditionally, Grantor shall maintain such other insurance, including but not limited to hazard, business ,iterruptlon and boiler insurance as Lender may require. Policies shall be written by such insurance companies and :wch form as may be reasonably acceptable to Lender. Grantor shall deliver to Lender certificates of coverage yarn each insurer containing a stipulation that coverage will not be cancelled or diminished without a minimum of ;e,i t t 01 days' prior written notice to Lender and not containing any disclaimer of the insurer's liability for failure to Ali,.=, such notice. Each insurance policy also shall include an endorsement providing that coverage in favor of -ender will not be impaired in any way by any act, omission or default of Grantor or any other person. Should the 1-ml Property be located in an area designated by the Director of the Federal Emergency Management Agency as a :,,pecial flood hazard area, Grantor agrees to obtain and maintain Federal Flood Insurance, if available, for the full :npaid principal balance of the loan and any prior liens on the property securing the loan, up to the maximum policy rr,ts set tinder the National Flood Insurance Program, or as otherwise required by Lender, and to maintain such •tsurance for the term of the loan. Application of Proceeds. Grantor shall promptly notify Lender of any lose or damage to the Property. Lender may -rake proof of loss if Grantor fails to do so within fifteen (15) days of the casualty. Whether or not Lender's ,ocurity is impaired, Lender may, at Lender's election, receive and retain the proceeds of any insurance and apply •he proceeds to the reduction of the Indebtedness, payment of any lien affecting the Property, or the restoration .u-,d repair of the Property. If Lender elects to apply the proceeds to restoration and repair, Grantor shall repair or ,.-place the damaged or destroyed Improvements in a manner satisfactory to Lender. Lender shall, upon :misfectory proof of such expenditure, pay or reimburse Grantor from the proceeds for the reasonable cost of ,,-pair or restoration if Grantor is not in default under this Mortgage. Any proceeds which have not been disbursed ^. this 180 days after their receipt and which Lender has not committed to the repair or restoration of the Property nh all be used first to pay any amount owing to Lender under this Mortgage, then to pay accrued interest, and the •=•mainder, if any, shall be applied to the principal balance of the Indebtedness. If Lender holds any proceeds after !rayment in full of the Indebtedness, such proceeds shall be paid to Grantor as Grantor's interests may appear. Grantor's Report on Insurance. Upon request of Lender, however not more than once a year, Grantor shall furnish i , Lender a report on each existing policy of insurance showing: (1) the name of the insurer; (2) the risks r;ured; (3) the amount of the policy; (4) the property insured, the then currant replacement value of such roperty, and the manner of determining that value; and 15) the expiration date of the policy. Grantor shall, upon quest of Lender, have an Independent appraiser satisfactory to Lender determine the cash value replacement cost ha Property. LENDER'S EXPENDITURES. If any action or proceeding is commenced that would materially affect. Lender's interest in the Property or if Grantor fails to comply with any provision of this Mortgage or any Related Documents, including but nut limited to Grantor's failure to discharge or pay when due any amounts Grantor is required to discharge or pay under thrs Mortgage or any Related Documents, Lender on Grantor's behalf may (but shall not be obligated to) take any action !.ha; I.9nder deems appropriate, including but not limped to discharging or paying all taxes, liens, security interests, oncumbrances and other claims, at any time levied or placed on the Property and paying all costs for Insuring, maintaining and preserving the Property. All such expenditures incurred or paid by Lender for such purposes will then bear merest at the rate charged under the Note from the date incurred or paid by Lender to the date of repayment by Cranlnr All such expenses will become a part of the Indebtedness and, at Lender's option, will (A) be payable on rfeman,i; (8) be added to the balance of the Note and be apportioned among and be payable with any installment payments to become due during either (1) the term of any applicable insurance policy; or (2) the remaining term of the Mote; or 10 be treated as a balloon payment which will be due and payable at the Note's maturity, The Mortgage also mill secure payment of these amounts. Such right shall be in addition to all other rights and remedies to which Lender may be entitled upon Default. Grantor's obligation to Lander for all such expenses shall survive the entry of any mortgarle foreclosure judgment. WARRANTY; DEFENSE OF TITLE. The following provisions relating to ownership of the Property are a part of this fooetclatte 1 isle. Grantor warrants that: (a) Grantor holds good and marketable title of record to the Property in fee simple, ,e0 and clear of all liens and encumbrances other then those set forth in the Real Property description or in any rtle -nsurance policy, title report, or final title opinion issued in favor of, and accepted by, Lender in connection ,.;lh this Mortgage, and (b) Grantor has the full right, power, and authority to execute and deliver this Mortgage to ,-•t,e, Ctafense of Title. Subject to the exception in the paragraph above, Grantor warrants and will forever defend the ' ,!e to the Property against the lawful claims of all persons. In the event any action or proceeding is commenced r,at questions Grantor's title or the interest of Lender under this Mortgage, Grantor shall defend the action at 'itantor's expense. Grantor may be the nominal party in such proceeding, but Lender shall be entitled to c,;rtic;pate in the proceeding and to be represented in the proceeding by counsel of Lender's own choice, and ?'i?antor will deliver, or cause to be delivered, to Lender such instruments as Lender may request from time to time normit such participation. 92'0" I P,) ---7 f 6 MORTGAGE Loan No: 3521950 (Continued) Page 5 Compliance Wllh Laws. Grantor warrants that the Property and Grantor's use of the Property complies with all existing applicable laws, ordinances, and regulations of governmental authorities. Survlvai of Rep?esenta lens and Wanantles. All representations, warranties, and agreements made by Grantor in this Mortgage shelf survive the execution and delivery of this Mortgage, shall be continuing in nature, and shall remain in full force and affect until such time as Grantor's Indebtedness shell be paid in full. CONDEMNATION. The following provisions relating to condemnation proceedings are a pert of this Mortgage: Proceedings. If any proceeding in condemnation is filed, Grantor shall promptly notify Lender in writing, and Grantor shall promptly take such steps as may be necessary to defend the action and obtain the award. Grantor may be the nominal party in such proceeding, but Lender shell be entitled to participate in the proceeding and to be represented in the proceeding by counsel of its own choice, and Grantor will deliver or cause to be delivered to Lender such instruments and documentation as may be requested by Lender from time to time to permit such participation. Application of Net Proceeds. If all or any part of the Property Is condemned by eminent domain proceedings or by any proceeding or purchase in lieu of condemnation, Lender may at its election require that ale or any portion of the net proceeds of the award be applied to the Indebtedness or the repair or restoration of the Property. The net proceeds of the award shall mean the award after payment of all actual costs, expenses, and attorneys' fees incurred by Lender in connection with the condemnation. IMPOSITION OF TAXES, FEES AND CHARGES BY GOVERNMENTAL AUTHORITIES. The following provisions relating to governmental taxes, fees and charges are a part of this Mortgage: Current Taxes, Fees and Charges. Upon request by Lender, Grantor shall execute such documents in addition to this Mortgage and take whatever other action is requested by Lender to perfect and continue Lender's lien on the Real Property. Grantor shall relmbtrse Lender for all taxes, as described below, together with all expenses incurred in recording, perfecting or continuing this Mortgage, including without limitation all taxes, fees, documentary stamps, and other charges for recording or registering this Mortgage, Taxes. The following shall constitute taxes to which this section applies: (11 a specific tax upon this type of Mortgage or upon all or any part of the Indebtedness secured by this Mortgage; {2) a specific tax on Grantor which Grantor is authorized or required to deduct from payments on the Indebtedness secured by this type of Mortgage; (3) a tax on this type of Mortgage chargeable against the Lander or the holder of the Note; and (4) a specific tax on all or any portion of the Indebtedness or on payments of principal and interest made by Grantor. Subsequent Taxes. If any tax to which this section dppiies is enacted subsequent to the date of this Mortgage, this event shall have the same effect as an Event of Default, and Lender may exercise any or all of its available remedies for an Event of Default as provided below unless Grantor either (1) pays the tax before it becomes delinquent, or (2) contests the tax as provided above In the Taxes and Liana section and deposits with Lender cash or a sufficient corporate surety bond or other security satisfactory to Lender. SECURITY AGREEMENT; FINANCING STATEMENTS. The following provisions relating to this Mortgage as a security agreement are a part of this Mortgage: Security Apeemant. This instrument shall constitute a Security Agreement to the extent any of the Property constitutes fixtures, and Lender shall have all of the rights of a secured party under the Uniform Commercial Code as amended from time to time. Security Interest. Upon request by Lender, Grantor shall take whatever action is requested by Lender to perfect and continue Lender's security interest in the Rents and Personal Property. In addition to recording this Mortgage in the real property records, Lender may, at any time and without further authorization from Grantor, file executed counterparts, copies or reproductions of this Mortgage as a financing statement. Grantor shall reimburse Lender for all expenses incurred in perfecting or continuing this security interest. Upon default, Grantor shall not remove, saver or detach the Personal Property from the Property. Upon default, Grantor shall assemble any Personal Property not affixed to the Property in a manner and at a place reasonably convenient to Grantor and Lender and make it available to Lender within three f3) days after receipt of written demand from Lender to the extent permitted by applicable law. Addresses. The mailing addresses of Grantor (debtor) and Lender (secured party) from which information concerning the security interest granted by this Mortgage may be obtained (each as required by the Uniform Commercial Code) are as stated on the first page of this Mortgage. FURTHER ASSURANCES; ADDITIONAL AUTHORIZATIONS. The following provisions relating to further assurances and additional authorizations are a part of this Mortgage: Further Assurances. At any time, and from time to time, upon request of Lander, Grantor will make, execute and deliver, or will cause to be made, executed or delivered, to Lender or to Lender's designee, and when requested by Lender, cause to be filed, recorded, refiled, or rerecorded, as the case may be, at such times and in such offices BK200 I PG27 12 MORTGAGE Loan No: 3521950 (Continued) Page 6 ,:id places as Lender may deem appropriate, any and all such mortgages, deeds of trust, security deeds, security <ryreements, financing statements, continuation statements, instruments of further assurance, certificates, and -fher documents as may, in the sole opinion of Lender, be necessary or desirable in order to effectuate, complete, perfect, continue, or preserve 11) Grantor's obligations under the Note, this Mortgage, and the Related r_?cuments, and 12) the liens and security interests created by this Mortgage as first and prior liens on the "roperty, whether now owned or hereafter acquired by Grantor. Unless prohibited by law or Lender agrees to the mtrary in writing, Grantor shall reimburse Lender for all costs and expenses Incurred in connection with the jitters referred to in this paragraph. Additional Authorizations. If Grantor fails to do any of the things referred to in the preceding paragraph, Lender r,:fy yo so for and in the name of Grantor and at Grantor's expense. For such purposes, Grantor hereby avocably authorizes Lender to make, execute, deliver, file, record and do all other things as may be necessary or resirable, in Lender's sole opinion, to accomplish the matters referred to in the preceding paragraph. It is ;nderstood that nothing set forth herein shall require Lender to take any such actions. FULL PERFORMANCE. If Grantor pays all the Indebtedness when due, and otherwise performs all the obligations imposed upon Grantor under this Mortgage, Lender shall execute and deliver to Grantor a suitable satisfaction of this Mortgage and suitable statements of termination of any financing statement on file evidencing Lender's security interest n th,4 Rents and the Personal Property. Grantor will pay, if permitted by applicable law, any reasonable termination fee r:4 determined by Lender from time to time. EVENTS OF DEFAULT. Each of the following, at Lender's option, shall constitute an Event of Default under this Mnrtoflgn Payment Default. Grantor fails to make any payment when due under the Indebtedness. Default on Other Payments. Failure of Grantor within the time required by this Mortgage to make any payment for 'oxes or insurance, or any other payment necessary to prevent filing of or to effect discharge of any lien. Environmental Default. Failure of any party to comply with or perform when due any term, obligation, covenant or _ edition contained in any environmental agreement executed in connection with the Property. Other Defaults. Grantor fails to comply with or to perform any other term, obligation, covenant or condition x,ntained in this Mortgage or in any of the Related Documents or to comply with or to perform any term, :)Wigation, covenant or condition contained in any other agreement between Lender and Grantor. Default in Favor of Third Parties. Should Grantor default under any loan, extension of credit, security Agreement, purchase or sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Grantor's property or Grantor's ability to repay the Indebtedness or Grantor's ability to perform Grantor's obligations under this Mortgage or any related document. False Statements. Any warranty, representation or statement made or furnished to Lender by Grantor or on 3rantor's behalf under this Mortgage or the Related Documents is false or misleading in any material respect, ^:iher now or at the time made or furnished or becomes false or misleading at any time thereafter. Detective CollatenNzation. This Mortgage or any of the Related Documents ceases to be in full force and effect ,i?lcfuding failure of any collateral document to create a valid and perfected security interest or lien) at any time and a-/ reasnn. insolvency. The dissolution or termination of Grantor's existence as a going business, the insolvency of Grantor, *he appointment of a receiver for any part of Grantor's property, any assignment for the benefit of creditors, any type of rreditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or <<fains* Grantor. Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial voceeding, self-help, repossession or any other method, by any creditor of Grantor or by any governmental agency it.lain st any property securing the Indebtedness. This includes a garnishment of any of Grantor's accounts, r-luding deposit accounts, with Lender. However, this Event of Default shall not apply if there is a good faith ;nspure by Grantor as to the validity or reasonableness of the claim which is the basis of the creditor or forfeiture nr.iceeding and if Grantor gives Lender written notice of the creditor or forfeiture proceeding and deposits with Pnder monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its t.-:e discretion, as being an adequate reserve or bond for the dispute. Breach of Other Agreement. Any breach by Grantor under the terms of any other agreement between Grantor and ender that is not remedied within any grace period provided therein, including without limitation any agreement --oncsrning any indebtedness or other obligation of Grantor to Lender, whether existing now or later. Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the deDtedness or any Guarantor dies or becomes incompetent, or revokes or disputes the validity of, or liability narr any Guaranty of the Indebtedness. In the event of a death, Lender, at its option, may, but shall not be BK20uIPG/_ 113 1 ' MORTGAGE Loan No: 3521850 (Continued) Page 7 required to, permit the Guarantor's estate to assume unconditionally the obligations arising under the guaranty in a manner satisfactory to Lender, and, in doing so, cure any Event of Default. Adverse Chasse. A material adverse change occurs in Grantor's financial condition, or Lender believes the prospect of payment or performance of the Indebtedness is impaired. Insecurity. Lender in good faith believes itself insecure. MgM Is Cure. If any default, other than a default in payment is curable and if Grantor has not been given a notice of a breach of the some provision of this Mortgage within the preceding twelve 112) months, It may be cured if Grantor, after receiving written notice from Lerder demanding cure of such default; (1) cures the default within fifteen (15) days; or (2) it the cure requires more than fifteen 115) days, immediately Initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical. R1014TO AND REMEDIES ON DEFAULT. Upon the occurrence of an Event of Default and at any time thereafter, Lander, at Lender's option, may exercise any one or more of the following rights and remedies, In addition to any other rights or remedies provided by law; Accelerate Indsbtsdnsea. Lander shall have the right at its option, after giving such notices as required by applicable law, to declare the entire Indebtedness immediately due and payable. UCC Rernsell n. With respect to all or any part of the Personal Property, Lender shall have all the rights and remedies of a secured party under the Uniform Commercial Code. CoNat Rents. Lender shall have the right, without notice to Grantor, to take possession of the Property and, with or without taking possession of the Property, to collect the Rents, including amounts past due and unpaid, and apply the net proceeds, over and above Lender's costs, against the Indebtedness. In furtherance of this right, Lander may require any tenant or other user of the Property to make payments of rent or use fees directly to Lender. If the Rents are collected by Lender, then Grantor irrevocably authorizes Lender to endorse Instruments received In payment thereof in the name of Grantor and to negotiate the some and collect the proceeds. Psyments by tenants or other users to Lender In response to Lander's demand shall satisfy the obligations for which the payments are made, whether or not any proper grounds for the demand existed. Lender may exercise its rights under this subparagraph either in person, by agent, or through a receiver. Appoint Receiver. Lender shall have the right to have a receiver appointed to take possession of all or any part of the Property, with the power to protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to collect the Rents from the Property and apply the proceeds, over and above the cost of the receivership, against the Indebtedness. The receiver may serve without bond if permitted by law. Lender's right to the appointment of a receiver shall exist whether or not the apparent value of the Property exceeds the Indebtedness by a substantial amount. Employment by Lender shall not disqualify a person from serving as a receiver. Judicial Fos I"ure. Lender may obtain a judicial decree foreclosing Grantor's interest in all or any part of the Property. Possession of the Property. For the purpose of procuring possession of the Property, Grantor hereby authorizes and empowers any attorney of any court of record in the Commonwealth of Pennsylvania or elsewhere, as attorney for Lender and all persons claiming under or through Lender, to sign an agreement for entering in any competent court an amicable action in ejectment for possession of the Property and to appear for and confess judgment against Grantor, and against all persons claiming under or through Grantor, for the recovery by Lender of possession of the Property, without any stay of execution, for which this Mortgage, or a copy of this Mortgage verified by affidavit, shall be a sufficient warrant; and thereupon a writ of possession may be issued forthwith, without arty prior writ or proceeding whatsoever. Nor*mkW Sale. If permitted by applicable law, Lender may foreclose Grantor's interest in all or in any part of the Personal Property or the Real Property by non-judicial sale. Deflalency Judgment. Lender may obtain a judgment for any deficiency remaining in the Indebtedness due to Lender after application of all amounts received from the exercise of the rights provided in this section. Tenancy at Sufferance. If Grantor remains in possession of the Property after the Property is sold as provided above or Lender otherwise becomes entitled to possession of the Property upon default of Grantor, Grantor shall become a tenant at sufferance of Lander or the purchaser of the Property and shall, at Lender's option, either (1) pay a reasonable rental for the use of the Property, or (2) vacate the Property immediately upon the demand of Lender. Other Remedies. Lender shall have all other rights and remedies provided in this Mortgage or the Note or available at law or in equity. OK200 I PG27 14 MORTGAGE Loan No: 3521950 (Continued) Page 8 "ale of the Property. 7'o the extent permitted by applicable law, Grantor hereby waives any and all right to have 'h-! Property marshalled. In exercising its rights and remedies, Lender shall be free to sell all or any part of the ,r,perty together or separately, in one sale or by separate sales. Lender shall be entitled to bid at any public sale ;W of 4ny portion of the Property. Notice of Sale. Lender shall give Grantor reasonable notice of the time and place of any public sale of the Personal ''raporty or of the time after which any private sale or other intended disposition of the Personal Property is to be r•-ide. Onless otherwise required by applicable law, reasonable notice shall mean notice given at least ten (10) ,lays before the time of the sale or disposition. Any sale of the Personal Property may be made in conjunction with ny sale of the Real Property. kfection of Rome". Election by Lender to pursue any remedy shalt not exclude pursuit of any other remedy, and an election to make expenditures or to take action to perform an obligation of Grantor under this Mortgage, after :;rantor's failure to perform, shall not affect Lender's right to declare a default and exercise its remedies. Nothing .,rider this Mortgage or otherwise shell be construed so as to limit or restrict the rights and remedies available to bender following an Event of Default, or in any way to limit or restrict the rights and ability of Lender to proceed 1irectly against Grantor and/or against any other co-maker, guarantor, surety or endorser and/or to proceed against rry other collateral directly or indirectly securing the Indebtedness. Attorneys' Fees; Expenses. If Lender institutes any suit or action to enforce any of the terms of this Mortgage, I (ttidar =hall be entitled to recover such sum as the court may adjudge reasonable as attorneys' fees at trial and pon any appeal, Whether or not any court action is involved, and to the extent not prohibited by law, all =ascmable expenses Lender incurs that in Lender's opinion are necessary at any time for the protection of its n*orest or the enforcement of its rights shall become a part of the Indebtedness payable on demand and shall bear .merest at the Note rate from the date of the expenditure until repaid. Expenses covered by this paragraph include, :•, thous limitation. however subject to any limits under applicable law, Lender's reasonable attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including reasonable attorneys' fees and expanses for na-ikruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any !,r,ticipated post-judgment collection services, the cost of searching records, obtaining title reports lincluding 0mr.losure reports), surveyors' reports, and appraisal fees and title insurance, to the extent permitted by apolitable law. Grantor also will pay any court costs, in addition to all other sums provided by law. NOTICES. Unless otherwise provided by applicable law, any notice required to be given under this Mortgage shell be dwer• n writing, and shall be effective when actually delivered, when actually received by telefaesimile (unless ,;rherwise required by law), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited thr- United States mail, as first class, certified or registered mail postage prepaid,-directed to the addresses shown near -he beginning of this Mortgage, All copies of notices of foreclosure from the holder of any Men which has priority ever this Mortgage and notices pursuant to 42 Pa. C.S.A. Section 8143, at. seq., shall be sent to Lender's address, as shown near the beginning of this Mortgage. Any party may change Its address for notices under this Mortgage by g4vino formal written notice to the other parties, specifying that the purpose of the notice is to charge the party's iddress. For notice purposes, Grantor agrees to keep Lender informed at all times of Grantor's current address. Unless athenvise provided by applicable law, if there is more than one Grantor, any notice given by Lender to any Grantor is ,ieRme,t to he notice given to all Grantors. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Mortgage: Amandments. This Mortgage, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Mortgage. No alteration of or amendment to this Mortgage shalt be effective unless given in writing and signed by the party or parties sought to be charged or ,,cund by the alteration or amendment. Annual Reports. if the Property is used for purposes other than Grantor's residence, Grantor shall furnish to ender, upon request, a certified statement of net operating income received from the Property during Grantor's ,previous fiscal year in such form and detail as Lender shall require. "Net operating income" shall mean all cash -,;oeipts from the Property less all cash expenditures made in connection with the operation of the Property. ,:aption Headings. Caption headings in this Mortgage are for convenience purposes only and are not to be used to itsrpret or define the provisions of this Mortgage. :3overning Law. This Mortgage will be governed by federal law applicable to Lender and, to the extent not preempuad by federal law, the laws of the Commonwealth of Pennoylvanle without regard to its confpcts of law provisions. This Nlor "a has been accepted by Lender In the Commonwealth of Pennsylvania. No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Mortgage unless such .5ivH* ?s given in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right -hall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Mortgage shall ,(-*I prejudice or constitute a waiver of Lender's right otherwise to demand strict compliance with that provision or any other provision of this Mortgage. No prior waiver by Lender, nor any course of dealing between Lender and BK 2 101 PG % i 15 MORTGAGE Loan No: 3521950 (Continued) Page 9 Grantor, shall constitute a waiver of any of Lender's rights or of any of Grantor's obligations as to any future transactions. Whenever the consent of Lender is required under this Mortgage, the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender. SewrabNlty. If a court of competent jurisdiction finds any provision of this Mortgage to be illegal, invalid, or unenforceable as to any circumstance, that finding shall not make the offending provision illegal, invalid, or unenforceable as to any other circumstance. If feasible, the offending provision shall be considered modified so that it becomes legal, valid and enforceable. If the offending provision cannot be so modified, it shall be considered deleted from this Mortgage. Unless otherwise required by law, the illegality, invalidity, or unenforcesbillty of any provision of this Mortgage shall not affect the legality, validity or enforceability of any other provision of this Mortgage. Merger. There shall be no merger of the interest or estate created by this Mortgage with any other interest or estate in the Property at any time held by or for the benefit of Lender In any capacity, without the written consent of Lender. Successor interests. The terms of this Mortgage shall be binding upon Grantor, and upon Grantor's heirs, personal representatives, successors, and assigns, and shall be enforceable by Lender and its successors and assigns. Time Is of the Essence. Time is of the essence in the performance of this Mortgage, DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Mortgage. Unless specifically stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words and terms used in the singular shall include the plural, and the plural shall Include the singular, as the context may require. Words and terms not otherwise defined In this Mortgage shall have the meanings attributed to such terms in the Uniform Commercial Code: Borrower. The word "Borrower" means Them Associates Realty, Inc. and includes all co-signers and co-makers signing the Note and all their successors and assigns. Default. The word "Default" means the Default set forth in this Mortgage in the section titled "Default". Environtnerttel Laws. The words "Environmental Laws" mean any and all state, federal and local statutes, regulations end ordinances relating to the protection of human health or the environment, including without limitation the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended, 42 U.S.C. Section 9101, at seq. ("CERCLA% the Superfund Amendments and Reauthorization Act of 1988, Pub. L, No. 99-499 ("SARA"), the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, at seq., the Resource Conservation and Recovery Act, 42 U.S.C. Section 8901, at seq., or other applicable state or federal laws, rules, or regulations adopted pursuant thereto. Evert of Default. The words "Event of Default" mean any of the events of default set forth in this Mortgage in the events of default section of this Mortgage. Grantor. The word "Grantor" means Them Associates Realty, Inc.. GYa.m. r. The word "Guarantor" means any guarantor, surety, or accommodation party of any or all of the Indebtedness. Guaranty. The word "Guaranty" means the guaranty from Guarantor to Lender, including without limitation a guaranty of all or part of the Note. Hazardous Subaumes. The words "Hazardous Substances" mean materials that, because of their quantity, concentration or physical, chemical or infectious characteristics, may cause or pose a present or potential hazard to human health or the environment when improperly used, treated, stored, disposed of, generated, manufactured, transported or otherwise handled. The words "Hazardous Substances" are used in their very broadest some and include without limitation any and all hazardous or toxic substances, materials or waste as defined by or listed under the Environmental Laws. The term "Hazardous Substances" also includes, without limitation, petroleum and petroleum by-products or any fraction thereof and asbestos. Improvements. The word "Improvements" means all existing and future improvements, buildings, structures, mobile homes affixed on the Real Property, facilities, additions, replacements and other construction on the Real Property. Indebtedness. The word "Indebtedness" means all principal, interest, and other amounts, costs and expenses payable under the Note or Related Documents, together with all renewals of, extensions of, modifications of, consolidations of and substitutions for the Note or Related Documents and any amounts expended or advanced by Lender to discharge Grantor's obligations or expenses incurred by Lender to enforce Grantor's obligations under this Mortgage, together with interest on such amounts as provided in this Mortgage. The liens and security interests created pursuant to this Mortgage covering the Indebtedness which may be created in the future shall BK200 I PG27 16 MORTGAGE Loan No: 3521950 (Continued) Page 10 elate back to the date of this Mortgage. Lender. The word "Lender" means COMMERCE BANK/HARRISBURG N.A., its successors and assigns. Mottos". The word "Mortgage" means this Mortgage between Grantor and Lender. Npte. T word "Note" means the promissory note dated July 24, 2007, in the original principal amount of a l ,NW.00 from Grantor to Lender, together with all renewals of, extensions of, modifications of, rallnancinngga of, consolidations of, and substitutions for the promissory note or agreement. NOTICE TO GRANTOR: THE NQTLr CONTA/IFII A VARIABLE KMNEST RATE. Personal Property. The words "Personal Property" mean all equipment, fixtures, and other articles of personal property now or hereafter owned by Grantor, and now or hereafter attached or affixed to the Real Property; together with all accessions, parts, and additions to, all replacements of, and all substitutions for, any of such croperty; and together with all proceeds (including without limitation all insurance proceeds and refunds of nremiumsl from any sole or other disposition of the Property. Property. The word "Property" means collectively the Real Property and the Personal Property. Real Property. The words "Real Property" mean the real property, interests and rights, as further described in this Mortgaga. Related Documents. The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, coNaterel mortgages, and all other instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness. Rents. The word "Rents" means all present and future rents, revenues, income, issues, royalties, profits, and other benefits derived from the Property. GRAWOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS MORTGAGE, AND GRANTOR AGREES TO I" T*Rft, THN -AWTGARE M QIVIN UNDER SEAL AND IT IS INTENDED THAT THIS MORTGAGE IS AND SHALL CONSTITUTE AN 114AVt TPIE lFftCI Oar A SEALED MONUMENT ACCORDING TO LAW. GRANTOR: THEM Cg1iT C. ay .. ... ; ; ISgI) Is IM111 01111 en) Assocktoe Rq , IrIC. CERT'liQ1CATE OF RESIDENCE ! hereby certify, that the precise address of the mortgages, COMMERCE BANK/HARRISBURG N.A., herein is as follows: COMMERCIAL BUSN US DEPARTMENT, 3801 PAXTON STREET, HARRISBURG, PA 17111 i Attorney or Agent for Mortgagee 8K2001 1-''717 MORTGAGE Loan No: 3521850 (Continued) Page 11 CORPORATE ACKNOWLEDGMENT COMMONWEALTH F PENNSYLVANIA tit/ Q?, i SS COUNTY OF ? On this, the dey of , 20 , before me the undersigned ubNc, nally appeared Petir P. . Them , President of Them Assoc Mbs Reeky, Inc., who acknowledged him or herself to the PreNdent of Thom Aaoclatss Realty, Inc., of a corporation, and that he or she as such Pr of Them A ReakY, kna., bNrtg authorised to do so, executed the foregoing instrument for the purposes there conte ad by signing the name of the stion by himself or herself as Presldertt of Them Am ock"s ReNty, Inc.. In witness whereof, I hereunto set my hand and officla 1. A .?.?... N177'ARIAI. SEAL REM L. MURRAY. "011107 h111011110 Nots Public in and for the C ftk Bw% Camire A"d CS§R r. M My cestmfssia t q*ft Des. 13. =099 LAM 1110 lwAV4 Va. 7.77.00000 CW, NwW" Fh,_WW g*j, , M. 1007, 7007. N MOW %WVM. . M ,1:1WON/N11/MNIICIIµ/?1pp0,.C i1477q? /1410 0 6K200 I PG27 18 Exhibit A ALL THAT CERTAIN piece or parcel of ground, with improvements thereon erected, situate in Dickinson Township, Cumberland County, Pennsylvania, more partlegiarly bounded and described in accordance with the Final Subdivision Plan of Green Hill as recorded in Plan Book 55, Page 17, as follows: BEGINNING at a point at the southwestern corner of Lot No. 34 on the aforesaid Final Subdivision Plan; thence along the northern right of way line of Burnt House Road (T-542) by a curve to the left with a radius of 900.09 feet, an arc length of 148.99 feet to a point on the northern right of way line of Burnt House Road (T-542) at the southeastern corner of Lot No. 35 on the aforesaid Final Subdivision Plan; thence along Lots Nos. 35, 36 and 37 on the aforesaid Final Subdivision Plan, North 51 degrees 50 minutes 22 seconds East, 408.58 feet to a concrete monument at the southwestern corner of Lot No. 39 on the aforesaid Final Subdivision Plan; thence along said Lot No. 39, South 46 degrees 45 minutes 53 seconds East, 150.00 feet to a point on the line of Lots Nos. 39 and 40 on the aforesaid Final Subdivision Plan; thence along Lots Nos. 2 and 34 of the aforesaid Final Subdivision Plan, South 51 degrees 50 minutes 22 seconds West, 443.32 feet to a point, the Place of BEGINNING. BEING all of Lot No. 33 on the aforesaid Final Subdivision Plan. r..?"Y .)e recorded in Cu nlberla.nd County PA Recorder of Deeds 0 OK200 I PG2719 EXHIBIT "C" L,OMMERCIAL GUARANTY Principal Loin Date Maturity Wett NO C101111.1 Cott Af cpurlf" 03ficer.: Initials .. ::?., - - r References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "• • •" has been omitted due to text length limitations. Borrower: Them Associates Realty, Inc. Lender: COMMERCE BANK/HARRISBURG N.A. 9 Rapuano Way COMMERCIAL BUSINESS DEPARTMENT Carlisle, PA 17013 3801 PAXTON STREET HARRISBURG, PA 17111 (717) 975-5630 Guarantor: Peter P. Them 9 Rapuano Way Carlisle, PA 17013 CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all Borrower's obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so Lender can enforce this.-Guaranty against Guarantor-even when Lender has not exhausted Lender's remedies against anyone else obligated to pay the Indebtedness or against any collateral securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same-day funds, without set-off or deduction or counterclaim, and will otherwise perform Borrower's obligations under the Note and Related Documents. Under this Guaranty, Guarantor's liability is unlimited and Guarantor's obligations are continuing, INDEBTEDNESS. The word "Indebtedness" as used in this Guaranty means all of the principal amount outstanding from time to time and at any one or more times, accrued unpaid interest thereon and all collection costs and legal expenses related thereto permitted by law, reasonable attorneys' fees, arising from any and all debts, liabilities and obligations of every nature or form, now existing or hereafter arising or acquired, that Borrower individually or collectively or interchangeably with others, owes or will owe Lender. "Indebtedness" includes, without limitation, loans, advances, debts, overdraft indebtedness, credit card indebtedness, lease obligations, liabilities and obligations under any interest rate protection agreements or foreign currency exchange agreements or commodity price protection agreements, other obligations, and liabilities of Borrower, and any present or future judgments against Borrower, future advances, loans or transactions that renew, extend, modify, refinance, consolidate or substitute these debts, liabilities and obligations whether: voluntarily or involuntarily incurred; due or to become due by their terms or acceleration; absolute or. contingent; liquidated or unliquidated; determined or undetermined; direct or indirect; primary or secondary in nature or arising from a guaranty or surety; secured or unsecured; joint or several or joint and several; evidenced by a negotiable or non-negotiable instrument or writing; originated by Lender or another or others; barred or unenforceable against Borrower for any reason whatsoever; for any transactions that may be voidable for any reason (such as infancy, insanity, ultra vires or otherwise); and originated then reduced or extinguished and then afterwards increased or reinstated. If Lender presently holds one or more guaranties, or hereafter receives additional guaranties from Guarantor, Lender's rights under all guaranties shall be cumulative. This Guaranty shall not (unless specifically provided below to the contrary) affect or invalidate any such other guaranties. Guarantor's liability will be Guarantor's aggregate liability under the terms of this Guaranty and any such other unterminated guaranties. CONTINUING GUARANTY. THIS IS A "CONTINUING GUARANTY" UNDER WHICH GUARANTOR AGREES TO GUARANTEE THE FULL AND PUNCTUAL PAYMENT, PERFORMANCE AND SATISFACTION OF THE INDEBTEDNESS OF BORROWER TO LENDER, NOW EXISTING OR HEREAFTER ARISING OR ACQUIRED, ON AN OPEN AND CONTINUING BASIS. ACCORDINGLY, ANY PAYMENTS MADE ON THE INDEBTEDNESS WILL NOT DISCHARGE OR DIMINISH GUARANTOR'S OBLIGATIONS AND LIABILITY UNDER THIS GUARANTY FOR ANY REMAINING AND SUCCEEDING INDEBTEDNESS EVEN WHEN ALL OR PART OF THE OUTSTANDING INDEBTEDNESS MAY BE A ZERO BALANCE FROM TIME TO TIME. DURATION OF GUARANTY. This Guaranty will take effect when received by Lender without the necessity of any acceptance by Lender, or any notice to Guarantor or to Borrower, and will continue in full force until all the Indebtedness incurred or contracted before receipt by Lender of any notice of revocation shall have been fully and finally paid and satisfied and all of Guarantor's other obligations under this Guaranty shall have been performed in full. If Guarantor elects to revoke this Guaranty, Guarantor may only do so in writing. Guarantor's written notice of revocation must be mailed to Lender, by certified mail, at Lender's address listed above or such other place as Lender may designate in writing. Written revocation of this Guaranty will apply only to new Indebtedness created after actual receipt by Lender of Guarantor's written revocation. For this purpose and without limitation, the term "new Indebtedness" does not include the Indebtedness which at the time of notice of revocation is contingent, unliquidated, undetermined or not due and which later becomes absolute, liquidated, determined or due. For this purpose and without limitation, "new Indebtedness' does not include all or part of the Indebtedness that is: incurred by Borrower prior to revocation: incurred under a commitment that became binding before revocation; any renewals, extensions, substitutions, and modifications of the Indebtedness. This Guaranty shall bind Guarantor's estate as to the Indebtedness created both before and after Guarantor's death or incapacity, regardless of Lender's actual notice of Guarantor's death. Subject to the foregoing, Guarantor's executor or administrator or other legal representative may terminate this Guaranty in the same manner in which Guarantor might have terminated it and with the same effect. Release of any other guarantor or termination of any other guaranty of the Indebtedness shall not affect the liability of Guarantor under this Guaranty. A revocation Lender receives from any one or more Guarantors shall not affect the liability of any remaining Guarantors under this Guaranty. It is anticipated that fluctuations may occur in the aggregate amount of the Indebtedness covered by this Guaranty, and Guarantor specifically acknowledges and agrees that reductions in the amount of the Indebtedness, even to zero dollars ($0.00), shall not constitute a termination of this Guaranty. This Guaranty is binding upon Guarantor and Guarantor's heirs, successors and assigns so long as any of the Indebtedness remains unpaid and even though the Indebtedness may from time to time be zero dollars ($0.00). GUARANTOR'S AUTHORIZATION TO LENDER. Guarantor authorizes Lender, either before or after any revocation hereof, without notice or demand and without lessening Guarantor's liability under this Guaranty, from time to time: (A) prior to revocation as set forth above, to make one or more additional secured or unsecured loans to Borrower, to lease equipment or other goods to Borrower, or otherwise to extend additional credit to Borrower; (B) to alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for payment or other terms of the Indebtedness or any part of the Indebtedness, including increases and decreases of the rate of interest on the Indebtedness; extensions may be repeated and may be for longer than the original loan term; (C) to take and hold security for the payment of this Guaranty or the Indebtedness, and exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any such security, with or without the substitution of new collateral; ID) to release, substitute, agree not to sue, or deal with any one or more of Borrower's sureties, endorsers, or other guarantors on any terms or in any manner Lender may choose; IE) to determine how, when and what application of payments and credits shall be made on the Indebtedness; (F) to apply such security and direct the order or manner of sale thereof, including without limitation, any nonjudicial sale permitted by the terms of the controlling security agreement or deed of trust, as Lender in its discretion may determine; fG) to sell, transfer, assign or grant participations in all or any part of the Indebtedness; and (H) to assign or transfer this COMMERCIAL GUARANTY Loan No: 3521950 (Continued) Guaranty in whole or in part. Page 2 GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants to Lender that IA) no representations or agreements of any kind have been made to Guarantor which would limit or quality in any way the terms of this Guaranty; (B) this Guaranty is executed at Borrower's request and not at the request of Lender; (C) Guarantor has full power, right and authority to enter into this Guaranty; (0) the provisions of this Guaranty do not conflict with or result in a default under any agreement or other instrument binding upon Guarantor and do not result in a violation of any law, regulation, court decree or order applicable to Guarantor; (E) Guarantor has not and will not, without the prior written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer, or otherwise dispose of all or substantially all of Guarantor's assets, or any interest therein; (F) upon Lender's request, Guarantor will provide to Lander financial and credit information in form acceptable to Lender, and all such financial information which currently has been, and all future financial information which will be provided to Lender is and will be true and correct in all material respects and fairly present Guarantor's financial condition as of the dates the financial information is provided; (G) no material adverse change has occurred in Guarantor's financial condition since the date of the most recent financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (H) no litigation, claim, investigation, administrative proceeding or similar action (including those for unpaid taxes) against Guarantor is pending or threatened; (1) Lender has made no representation to Guarantor as to the creditworthiness of Borrower; and (J) Guarantor has established adequate means of obtaining from Borrower on a continuing basis information regarding Borrower's financial condition. Guarantor agrees to keep adequately informed from such means of any facts, events, or circumstances which might in any way affect Guarantor's risks under this Guaranty, and Guarantor further agrees that Lender shall have no obligation to disclose to Guarantor any information or documents acquired by lender in the course of its relationship with Borrower. GUARANTOR'S FINANCIAL STATEMENTS. Guarantor agrees to furnish Lender with the following: Annual Statements. As soon as available, but in no event later than one-hundred-twenty (120) days after the and of each fiscal year, Guarantor's balance sheet and income statement for the year ended, prepared by Guarantor. Tax Returns. As soon as available, but in no event later than one-hundred-twenty (120) days after the applicable filing date for the tax reporting period ended, Federal and other governmental tax returns, prepared by Guarantor. All financial reports required to be provided under this Guaranty shall be prepared in accordance with GAAP, applied on a consistent basis, and certified by Guarantor as being true and correct. GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor waives any right to require Lender (A) to continue lending money or to extend other credit to Borrower; (B) to make any presentment, protest, demand, or notice of any kind, including notice of any nonpayment of the Indebtedness or of any nonpayment related to any collateral, or notice of any action or nonaction on the part of Borrower, Lander, any surety, endorser, or other guarantor in connection with the Indebtedness or in connection with the creation of new or additional loans or obligations; (C) to resort for payment or to proceed directly or at once against any person, including Borrower or any other guarantor; (D) to proceed directly against or exhaust any collateral held by Lender from Borrower, any other guarantor, or any other person; (E) to give notice of the terms, time, and place of any public or private sale of personal property security held by Lender from Borrower or to comply with any other applicable provisions of the Uniform Commercial Code; IF) to pursue any other remedy within Lender's power; or (G) to commit any act or omission of any kind, or at any time, with respect to any matter whatsoever. Guarantor also waives any and all rights or defenses based on suretyship or impairment of collateral including, but not limited to, any right3 or defenses arising by reason of (A) any "one action" or "anti-deficiency" law or any other law which may prevent Lender from bringing any action, including a claim for deficiency, against Guarantor, before or after Lender's commencement or completion of any foreclosure action, either judicially or by exercise of a power of sale; IB) any election of remedies by Lender which destroys or otherwise adversely affects Guarantor's subrogation rights or Guarantor's rights to proceed against Borrower for reimbursement, including without limitation, any loss of rights Guarantor may suffer by reason of any law limiting, qualifying, or discharging the Indebtedness; (C) any disability or other defense of Borrower, of any other guarantor, or of any other person, or by reason of the cessation of Borrower's liability from any cause whatsoever, other than payment in full in legal tender, of the Indebtedness; (0) any right to claim discharge of the Indebtedness on the basis of unjustified impairment of any collateral for the Indebtedness; (E) any statute of limitations, if at any time any action or suit brought by Lender against Guarantor is commenced, there is outstanding Indebtedness which is not barred by any applicable statute of limitations; or (F) any defenses given to guarantors at law or in equity other than actual payment and performance of the Indebtedness. If payment is made by Borrower, whether voluntarily or otherwise, or by any third party, on the Indebtedness and thereafter Lender is forced to remit the amount of that payment to Borrower's trustee in bankruptcy or to any similar person under any federal or state bankruptcy law or law for the relief of debtors, the Indebtedness shall be considered unpaid for the purpose of the enforcement of this Guaranty. Guarantor further waives and agrees not to assert or claim at any time any deductions to the amount guaranteed under this Guaranty for any claim of setoff, counterclaim, counter demand, recoupment or similar right, whether such claim, derrland or right may be asserted by the Borrower, the Guarantor, or both. GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and agrees that each of the waivers set forth above is made with Guarantor's full knowledge of its significance and consequences and that, under the circumstances, the waivers are reasonable and not contrary to public policy or law. If any such waiver is determined to be contrary to any applicable law or public policy, such waiver shall be effective only to the extent permitted by law or public policy. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Guarantor's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Guarantor holds jointly with someone else and all accounts Guarantor may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Guarantor authorizes Lender, to the extent permitted by applicable law, to hold these funds if there is a default, and Lender may apply the funds in these accounts to pay what Guarantor owes under the terms of this Guaranty. SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the Indebtedness, whether now existing or hereafter created, shall be superior to any claim that Guarantor may now have or hereafter acquire against Borrower, whether or not Borrower becomes insolvent. Guarantor hereby expressly subordinates any claim Guarantor may have against Borrower, upon any account whatsoever, to any claim that Lender may now or hereafter have against Borrower. In the event of insolvency and consequent liquidation of the assets of Borrower, through bankruptcy, by an assignment for the benefit of creditors, by voluntary liquidation, or otherwise, the assets of Borrower applicable to the payment of the claims of both Lender and Guarantor shall be paid to Lender and shall be first applied by Lender to the Indebtedness. Guarantor does hereby assign to Lender all claims which it may have or acquire against Borrower or against any assignee or trustee in bankruptcy of Borrower; provided however, that such assignment shall be effective only for the purpose of assuring to Lender full payment in legal tender of the Indebtedness. If Lender so requests, any notes or credit agreements now or hereafter evidencing any debts or obligations of Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and shall be delivered to Lender. Guarantor agrees, and Lender is hereby authorized, in tho name of Guarantor, from time to time to file finan,,?ng statements and continuation statements and to execute documents and to take such actions as Lender deems necessary or appropr :o perfect, preserve and enforce its rights under this Guaranty. COMMERCIAL GUARANTY Loan No: 3521950 (Continued) Page 3 MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty; Amendments. This Guaranty, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Attorneys' Fees; Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, including Lender's reasonable attorneys' fees and Lender's legal expenses, incurred in connection with the enforcement of this Guaranty. Lender may hire or pay someone else to help enforce this Guaranty, and Guarantor shall pay the costs and expenses of such enforcement. Costs and expenses include Lender's reasonable attorneys' fees and legal expenses whether or not there is a lawsuit, including reasonable attorneys' fees and legal expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collection services. Guarantor also shall pay all court costs and such additional fees as may be directed by the court. Caption Headings. Caption headings in this Guaranty are for convenience purposes only and are not to be used to interpret or define the provisions of this Guaranty. Governing Law. This Guaranty will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. Integration. Guarantor further agrees that Guarantor ha& read and fully understands the ter rns,QUhis•Guaranty; Guarantor has had the opportunity to be advised by Guarantor's attorney with respect to this Guaranty; the Guaranty fully reflects Guarantor's intentions and parol evidence is not required to interpret the terms of this Guaranty. Guarantor hereby indemnities and holds Lender harmless from all losses, claims, damages, and costs (including Lender's attorneys' fees) suffered or incurred by Lender as a result of any breach by Guarantor of the warranties, representations and agreements of this paragraph. Interpretation. In all cases where there is more than one Borrower or Guarantor, then all words used in this Guaranty in the singular shall be deemed to have been used in the plural where the Context and construction so require; and where there is more than one Borrower named in this Guaranty or when this Guaranty is executed by more than one Guarantor, the words "Borrower" and "Guarantor" respectively shall mean all and any one Or more of them. The words "Guarantor," "Borrower," and "Lender" include the heirs, successors, assigns, and transferees of each of them. If a court finds that. any provision of this Guaranty is not valid or should not be enforced, that fact by itself will not mean that the rest of this Guaranty will not be valid or enforced. Therefore, a court will enforce the rest of the provisions of this Guaranty even if a provision of this Guaranty may be found to be invalid or unenforceable. If any one or more of Borrower or Guarantor are corporations, partnerships, limited liability companies, or similar entities, it is not necessary for Lender to inquire into the powers of Borrower or Guarantor or of the officers, directors, partners, managers, or other agents acting or purporting to act on their behalf, and any indebtedness made or created in reliance upon the professed exercise of such powers shall be guaranteed under this Guaranty. Notices. Unless otherwise provided by applicable law, any notice required to be given under this Guaranty shall be given in writing, and, except for revocation notices by Guarantor, shall be effective when actually delivered, when actually received by telefacsimile (unless otherwise required by law), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United States mail, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Guaranty. All revocation notices by Guarantor shall be in writing and shall be effective upon delivery to Lender as provided in the section of this Guaranty entitled "DURATION OF GUARANTY." Any party may change its address for notices under this Guaranty by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Guarantor agrees to keep Lender informed at all times of Guarantor's current address. Unless otherwise provided by applicable law, if there is more than one Guarantor, any notice given by Lender to any Guarantor is deemed to be notice given to all Guarantors. No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Guaranty unless such waiver is given in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lender's right otherwise to demand strict compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender, nor any course of dealing between Lender and Guarantor, shall constitute a waiver of any of Lender's rights or of any of Guarantor's obligations as to any future transactions. Whenever the consent of Lender is required under this Guaranty, the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender. Successors and Assigns. The terms of this Guaranty shall be binding upon Guarantor, and upon Guarantor's heirs, personal representatives, successors, and assigns, and shall be enforceable by Lender and its successors and assigns. DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Guaranty. Unless specifically stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words and terms used in the singular shall include the plural, and the plural shall include the singular, as the context may require. Words and terms not otherwise defined in this Guaranty shall have the meanings attributed to such terms in the Uniform Commercial Code: Borrower. The word "Borrower" means Them Associates Realty, Inc. and includes all co-signers and co-makers signing the Note and all their successors and assigns. GAAP. The word "GAAP" means generally accepted accounting principles. Guarantor. The word "Guarantor" means everyone signing this Guaranty, including without limitation Peter P. Them , and in each case, any signer's successors and assigns. Guaranty. The word "Guaranty" means this guaranty from Guarantor to Lender. Indebtedness. The word "Indebtedness" means Borrower's indebtedness to Lender as more particularly described in this Guaranty. Lender. The word "Lender" means COMMERCE BANK/HARRISBURG N.A., its successors and assigns. Note. The word "Note" means and includes without limitation all of Borrower's promissory notes and/or credit agreements evidencing Borrower's loan obligations in favor of Lender, together with all renewals of, extensions of, modifications of, refinancings of, consolidations of and substitutions for promissory notes or credit agreements. Related Documents. The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness. CONFESSION OF JUDGMENT. GUARANTOR HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE COMMERCIAL GUARANTY Loan No: 3521950 (Continued) Page 4 PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR GUARANTOR AFTER THE AMOUNTS HEREUNDER BECOME DUE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST GUARANTOR FOR THE ENTIRE PRINCIPAL BALANCE OF THIS GUARANTY AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE INDEBTEDNESS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS GUARANTY OR A COPY OF THIS GUARANTY VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS GUARANTY TO CONFESS JUDGMENT AGAINST GUARANTOR SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS GUARANTY. GUARANTOR HEREBY WAIVES ANY RIGHT GUARANTOR MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO GUARANTOR'S ATTENTION OR GUARANTOR HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS GUARANTY AND AGREES TO ITS TERMS. IN ADDITION, EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AND DELIVERY OF THIS GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE MANNER SET FORTH IN THE SECTION TITLED "DURATION OF GUARANTY". NO FORMAL ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY EFFECTIVE. THIS GUARANTY IS DATED JULY 24, 2007. THIS GUARANTY IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS GUARANTY IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED IN IRUMENT ACCORDING TO LAW. GUARANT?I X L??? 2? fSsall Peter P. Them INDIVIDUAL ACKNOWLEDGMENT COMMONWEALTH OF PENNSYLVANIA ) yr( I a !j ) SS COUNTY OF ' .t,,L On this, the day of 20 (i L , the undersigndd Notary Pub c, personally appeared Peter proven) to be the person whose name is subscribed to the withiPjinstrument, and acknowledged purposes therein contained. In witness whereof, I hereunto set my hand and official seal. NOTARIAL SEAL ILBNEE L. MURMY. NdeY PAW Carlisk Bozo, CutnbedandH• PA My Comntinien Expires Dec. 13, 2009 before me P. Them , known to me (or satisfactorily that he or she executed the same for the Notary Public in and for the State of --' .SE. rwo-0, w s3,m-3 cm. ". n"a.",..w..Wl-- if.). ]ool -0. 4- ... ",wnr,.rhyw+wncrunwo.rc m1»2...m EXHIBIT "D" DISCLOSWE FOR CONFESSION OF MWIVIENT References In the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or Item. Any item above containing "•'•" has been omitted due to text length limitations. Borrower: Them Associates Realty, Inc. 9 Rapuano Way Carlisle, PA 17013 Lender: COMMERCE BANK/HARRISBURG N.A. COMMERCIAL BUSINESS DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 (717) 975-5630 Declarant: Peter P. Thom 9 Rapusno Way Carlisle, PA 17013 DISCLOSURE FOR CONFESSION OF JUDGMENT I AM EXECUTING, THIS DAY OF ?VLy 20-;21 A GUARANTY OF A PROMISSORY NOTE FOR $313,500.00 OBLIGATING ME TO REPAY THAT AMOUNT. A. 1 UNDERSTAND THAT THE GUARANTY CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE GUARANTY, WITHOUT ADVANCE NOTICE TO ME AND WITHOUT OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST ME UNDER THE GUARANTY, I AM KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S ENTERING JUDGMENT AGAINST ME BY CONFESSION AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION. / INITIALS: S. I FURTHER UNDERSTAND THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST ME WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY ALSO CONTAINS LANGUAGE THAT WOULD PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE JUDGMENT BY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, 1 AM KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S IMMEDIATELY EXECUTING ON THE JUDGMENT II A MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING ME ANY ADVANCE NOTICE. / INITIALS: srl;_ C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, I REPRESENT THAT: INITIALS 01 1 WAS REPRESENTED BY MY OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE GUARANTY. _ 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY TO MY ATTENTION. D. I CERTIFY THAT MY ANNUAL INCOME EXCEEDS $10,000; THAT THE BLANKS IN THIS DISCLOSURE WERE FILLED IN WHEN 1 INITIALED AND SIGNED IT; AND THAT 1 RECEIVED A COPY AT THE TIME OF SIGNING. THIS DISCLOSURE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. T: DECLAr X !Seal) Pet I P. Them L "ft MO -W. Vff. 0.07.00.000 CW1 HM" F oW RW,b",, I". IN7, !007. N MkU II,m.M. . M K1W ArML?WIMCMLftWW. C ?R.ZM4 M•7. EXHIBIT "E" LOMMERCIAL GUARANTY Principal Loan Date .j iVlftiWity ;::' Loan No rag! Cog Apf#f?t O##fCer initial 2115.'`' References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "• •- has been omitted due to text length limitations. Borrower: Thom Associates Realty, Inc. 9 Rapuano Way Carlisle, PA 17013 Guarantor: Debra B. Them 9 Rapuano Way Carlisle, PA 17013 Lender: COMMERCE BANK/HARRISBURG N.A. COMMERCIAL BUSINESS DEPARTMENT 3801PAXTON STREET HARRISBURG, PA 17111 1717) 975-5630 CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all Borrower's obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender's remedies against anyone else obligated to pay the Indebtedness or against any collateral securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same-day funds, without set-off or deduction or counterclaim, and will otherwise perform Borrower's obligations under the Note and Related Documents. Under this Guaranty, Guarantor's liability is unlimited and Guarantor's obligations are continuing. INDEBTEDNESS. The word "Indebtedness" as used in this Guaranty means all of the principal amount outstanding from time to time and at any one or more times, accrued unpaid interest thereon and all collection costs and legal expenses related thereto permitted by law, reasonable attorneys' tees, arising from any and all debts, liabilities and obligations of every nature or form, now existing or hereafter arising or acquired, that Borrower individually or collectively or interchangeably with others, owes or will owe Lender, "Indebtedness" includes, without limitation, loans, advances, debts, overdraft indebtedness, credit card indebtedness, lease obligations, liabilities and obligations under any interest rate protection agreements or foreign currency exchange agreements or commodity price protection agreements, other obligations, and liabilities of Borrower, and any present or future judgments against Borrower, future advances, loans or transactions that renew, extend, modify, refinance, consolidate or substitute these debts, liabilities and obligations whether: voluntarily or involuntarily incurred; due or to become due by their terms or acceleration; absolute or contingent; liquidated or unliquidated; determined or undetermined; direct or indirect; primary or secondary in nature or arising from a guaranty or surety; secured or unsecured; joint or several or joint and several; evidenced by a negotiable or non-negotiable instrument or writing; originated by Lender or another or others; barred or unenforceable against Borrower for any reason whatsoever; for any transactions that may be voidable for any reason (such as infancy, insanity, ultra vires or otherwise); and originated then reduced or extinguished and then afterwards increased or reinstated. If Lender presently holds one or more guaranties, or hereafter, receives additional guaranties from Guarantor, Lender's rights under all guaranties shelf be cumulative. This Guaranty shall not (unless specifically provided below to this contrary) affect or invalidate any such other guaranties. Guarantor's liability will be Guarantor's aggregate liability under the terms of this Guaranty and any such other unterminated guaranties. CONTINUING GUARANTY. THIS IS A "CONTINUING GUARANTY" UNDER WHICH GUARANTOR AGREES TO GUARANTEE THE FULL AND PUNCTUAL PAYMENT, PERFORMANCE AND SATISFACTION OF THE INDEBTEDNESS OF BORROWER TO LENDER, NOW EXISTING OR HEREAFTER ARISING OR ACQUIRED, ON AN OPEN AND CONTINUING BASIS. ACCORDINGLY, ANY PAYMENTS MADE ON THE INDEBTEDNESS WILL NOT DISCHARGE OR DIMINISH GUARANTOR'S OBLIGATIONS AND LIABILITY UNDER THIS GUARANTY FOR ANY REMAINING AND SUCCEEDING INDEBTEDNESS EVEN WHEN ALL OR PART OF THE OUTSTANDING INDEBTEDNESS MAY BE A ZERO BALANCE FROM TIME TO TIME. DURATION OF GUARANTY. This Guaranty will take effect when received by Lender without the necessity of any acceptance by Lender, or any notice to Guarantor or to Borrower, and will continue in full force until all the Indebtedness incurred or contracted before receipt by Lender of any notice of revocation shall have been fully and finally paid and satisfied and all of Guarantor's other obligations under this Guaranty shall have been performed in full. If Guarantor elects to revoke this Guaranty, Guarantor may only do so in writing. Guarantor's written notice of revocation must be mailed to Lender, by certified mail, at Lender's address listed above or such other place as Lender may designate in writing. Written revocation of this Guaranty will apply only to new Indebtedness created after actual receipt by Lender of Guarantor's written revocation. For this purpose and without limitation, the term "new Indebtedness" does not include the Indebtedness which at the time of notice of revocation is contingent, unliquidated, undetermined or not due and which later becomes absolute, liquidated, determined or due. For this purpose and without limitation, "new Indebtedness" does not include all or part of the Indebtedness that is: incurred by Borrower prior to revocation; incurred under a commitment that became binding before revocation; any renewals, extensions, substitutions, and modifications of the Indebtedness. This Guaranty shall bind Guarantor's estate as to the Indebtedness created both before and after Guarantor's death or incapacity, regardless of Lender's actual notice of Guarantor's death. Subject to the foregoing, Guarantor's executor or administrator or other legal representative may terminate this Guaranty in the same manner in which Guarantor might have terminated it and with the same effect. Release of any other guarantor or termination of any other guaranty of the Indebtedness shall not affect the liability of Guarantor under this Guaranty. A revocation Lender receives from any one or more Guarantors shall not affect the liability of any remaining Guarantors under this Guaranty. It Is anticipated that fluctuations may occur In the aggregate amount of the Indebtedness covered by this Guaranty, and Guarantor specifically acknowledges and agrees that reductions in the amount of the Indebtedness, even to zero dobars (!0.00), shall not constitute a termination of this Guaranty. This Guaranty is binding upon Guarantor and Guarantor's heirs, successors and assigns so long as any of the indebtedness remains unpaid and even though the Indebtedness may from time to time be zero dollars ($0.00). GUARANTOR'S AUTHORIZATION TO LENDER. Guarantor authorises Lender, either before or after any revocation hereof, without notice or demand and without lessening Guarantor's liability under this Guaranty, from time to time: IA) prior to revocation as set forth above, to make one or more additional secured or unsecured loans to Borrower, to lease equipment or other goods to Borrower, or otherwise to extend additional credit to Borrower; (B) to alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for payment or other terms of the Indebtedness or any part of the Indebtedness, including increases and decreases of the rate of interest on the Indebtedness; extensions may be repeated and may be for longer than the original loan term; (C) to take and hold security for the payment of this Guaranty or the Indebtedness, and exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any such security, with or without the substitution of new collateral; (D) to release, substitute, agree not to sue, or deal with any one or more of Borrower's sureties, endorsers, or other guarantors on any terms or in any manner Lender may choose; IE) to determine how, when and what application of payments and credits shall be made on the Indebtedness; IF) to apply such security and direct the order or manner of sale thereof, including without limitation, any nonjudicial sale permitted by the terms of the controlling security agreement or deed of trust, as Lender in its discretion may determine; (G) to sell, transfer, assign or grant participations in all or any part of the Indebtedness; and (H) to assign or transfer this COMMERCIAL GUARANTY Loan No: 3521950 (Continued) Page 2 Guaranty in whole or in part, GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants to Lender that (A) no representations or agreements of any kind have been made to Guarantor which would limit or qualify in any way the terms of this Guaranty; (B) this Guaranty is executed at Borrower's request and not at the request of Lender, (C) Guarantor has full power, right and authority to enter into this Guaranty; (0) the provisions of this Guaranty do not conflict with or result in a default under any agreement or other instrument binding upon Guarantor and do not result in a violation of any law, regulation, court decree or order applicable to Guarantor; (E) Guarantor has not and will not, without the prior written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer, or otherwise dispose of all or substantially all of Guarantor's assets, or any interest therein; (F) upon Lender's request, Guarantor will provide to Lender financial and credit information in form acceptable to Lender, and all such financial information which currently has been, and all future financial information which will be provided to Lender is and will be true and correct in all material respects and fairly present Guarantor's financial condition as of the dates the financial information is provided; IGI no material adverse change has occurred in Guarantor's financial condition since the date of the most recent financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (HI no litigation, claim, investigation, administrative proceeding or similar action (including those for unpaid taxesl against Guarantor is pending or threatened; III Lender has made no representation to Guarantor as to the creditworthiness of Borrower; and (J) Guarantor has established adequate means of obtaining from Borrower on a continuing basis information regarding Borrower's financial condition. Guarantor agrees to keep adequately informed from such means of any facts, events, or circumstances which might in any way affect Guarantor's risks under this Guaranty, and Guarantor further agrees that Lender shall have no obligation to disclose to Guarantor any information or documents acquired by Lender in the course of its relationship with Borrower. GUARANTOR'S FINANCIAL STATEMENTS. Guarantor agrees to furnish Lender with the following: Annual Statements. As soon as available, but in no event later than one-hundred-twenty (120) days after the and of each fiscal year, Guarantor's balance sheet and income statement for the year ended, prepared by Guarantor. Tax Returns. As soon as available, but in no event later than one-hundred-twenty (120) days after the applicable filing date for the tax reporting period ended, Federal and other governmental tax returns, prepared by Guarantor. All financial reports required to be provided under this Guaranty shall be prepared in accordance with GAAP, applied on a consistent basis, and certified by Guarantor as being true and correct. GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor waives any right to require Lender (Al to continue lending money or to extend other credit to Borrower; (B) to make any presentment, protest, demand, or notice of any kind, including notice of any nonpayment of the Indebtedness or of any nonpayment related to any collateral, or notice of any action or nonaction on the part of Borrower, Lender, any surety, endorser, or other guarantor in connection with the Indebtedness or in connection with the creation of new or additional loans or obligations; (C) to resort for payment or to proceed directly or at once against any person, including Borrower or any other guarantor; (D) to proceed directly against or exhaust any collateral held by Lender from Borrower, any other guarantor, or any other person; (E) to give notice of the terms, time, and place of any public or private sale of personal property security held by Lender from Borrower or to comply with any other applicable provisions of the Uniform Commercial Code; IF) to pursue any other remedy within Lender's power; or (G) to commit any act or omission of any kind, or at any time, with respect to any matter whatsoever. Guarantor also waives any and all rights or defenses based on suretyship or impairment of collateral including, but not limited to, any rights or defenses arising by reason of (A) any 'one action" or "anti-deficiency" law or any other law which may prevent Lender from bringing any action, including a claim for deficiency, against Guarantor, before or after Lender's commencement or completion of any foreclosure action, either judicially or by exercise of a power of. sale; (B) any election ?of remedies by Lender which destroys or otherwise adversely affects Guarantor's subrogation rights or Guarantor's rights to proceed against Borrower for reimbursement, including without limitation, any loss of rights Guarantor may suffer by reason of any law limiting, qualifying, or discharging the Indebtedness; IQ any disability or other defense of Borrower, of any other guarantor, or of any other person, or by reason of the cessation of Borrower's liability from any cause whatsoever, other than payment in full in legal tender, of the Indebtedness; ID) any right to claim discharge of the Indebtedness on the basis of unjustified impairment of any collateral for the Indebtedness; IE) any statute of limitations, if at any time any action or suit brought by Lender against Guarantor is commenced, there is outstanding Indebtedness which is not barred by any applicable statute of limitations; or (F) any defenses given to guarantors at law or in equity other than actual payment and performance of the Indebtedness. It payment is made by Borrower, whether voluntarily or otherwise, or by any third party, on the Indebtedness and thereafter Lender is forced to remit the amount of that payment to Borrower's trustee in bankruptcy or to any similar person under any federal or state bankruptcy law or law for the relief of debtors, the Indebtedness shall be considered unpaid for the purpose of the enforcement of this Guaranty. Guarantor further waives and agrees not to assert or claim at any time any deductions to the amount guaranteed under this Guaranty for any claim. of setoff, counterclaim, counter demand, rgcpupment or similar right, whether such claim, demand or right may be asserted by the Borrower, the Guarantor, or both. GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and agrees that each of the waivers set forth above is made with Guarantor's full knowledge of its significance and consequences and that, under the circumstances, the waivers are reasonable and not contrary to public policy or law. If any such waiver is determined to be contrary to any applicable law or public policy, such waiver shall be effective only to the extent permitted by law or public policy. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Guarantor's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Guarantor holds jointly with someone else and all accounts Guarantor may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Guarantor authorizes Lender, to the extent permitted by applicable law, to hold these funds if there is a default, and Lender may apply the funds in these accounts to pay what Guarantor owes under the terms of this Guaranty. SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the Indebtedness, whether now existing or hereafter created, shall be superior to any claim that Guarantor may now have or hereafter acquire against Borrower, whether or not Borrower becomes insolvent. Guarantor hereby expressly subordinates any claim Guarantor may have against Borrower, upon any account whatsoever, to any claim that Lender may now or hereafter have against Borrower. In the event of insolvency and consequent liquidation of the assets of Borrower, through bankruptcy, by an assignment for the benefit of creditors, by voluntary liquidation, or otherwise, the assets of Borrower applicable to the payment of the claims of both Lender and Guarantor shall be paid to Lender and shall be first applied by Lender to the Indebtedness. Guarantor does hereby assign to Lender all claims which it may have or acquire against Borrower or against any assignee or trustee in bankruptcy of Borrower; provided however, that such assignment shall be effective only for the purpose of assuring to Lender full payment in legal tender of the Indebtedness. If Lender so requests, any notes or credit agreements now or hereafter evidencing any debts or obligations of Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and shall be delivered to Lender. Guarantor agrees, and Lender is hereby authorized, in th, name of Guarantor, from time to time to file finan-;ng statements and continuation statements and to execute documents and to take such actions as Lender deems necessary or appropr o perfect, preserve and enforce its rights under this Guaranty. COMMERCIAL GUARANTY Loan No: 3521950 (Continued) Page 3 MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty: Amendments. This Guaranty, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Attorneys' Fees: Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, including Lender's reasonable attorneys' fees and Lender's legal expenses, incurred in connection with the enforcement of this Guaranty. Lender may hire or pay someone else to help enforce this Guaranty, and Guarantor shall pay the costs and expenses of such enforcement. Costs and expenses include Lender's reasonable attorneys' fees and legal expenses whether or not there is a lawsuit, including reasonable attorneys' fees and legal expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collection services. Guarantor also shall pay all court costs and such additional fees as may be directed by the court. Caption Headings. Caption headings in this Guaranty are for convenience purposes only and are not to be used to interpret or define the provisions of this Guaranty. Governing Law. This Guaranty will be governed by federal taw applicable to Lender and, to the extent not preempted by federal law, the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. Integration. Guarantor further agrees that Guarantor has read and fully understands the terms of this Guaranty; Guarantor -has had the opportunity to be advised by Guarantor's attorney with respect to this Guaranty; the Guaranty fully reflects Guarantor's intentions and parol evidence is not required to interpret the terms of this Guaranty. Guarantor hereby indemnifies and holds Lender harmless from all losses, claims, damages, and costs fincluding Lender's attorneys' fees) suffered or incurred by Lender as a result of any breach by Guarantor of the warranties, representations and agreements of this paragraph. Interpretation. In all cases where there is more than one Borrower or Guarantor, then all words used in this Guaranty in the singular shall be deemed to have been used in the plural where the context and construction so require; and where there is more than one Borrower named in this Guaranty'or when'this Guaranty is executed by more than one Guarantor, the words "Borrower" and "Guarantor" respectively shall mean all and any. one or more of them. The words "Guarantor," "Borrower," and "Lender' include the heirs, successors, assigns, and transferees of each of them. It a court finds that any provision of this Guaranty is not valid or should not be enforced, that fact by itself will not mean that the rest of this Guaranty will not be valid or enforced. Therefore, a court will enforce the rest of the provisions of this Guaranty even if a provision of this Guaranty may be found to be invalid or unenforceable. If any one or more of Borrower or Guarantor are corporations, partnerships, limited liability companies, or similar entities, it is not necessary for Lender to inquire into the powers of Borrower or Guarantor or of the officers, directors, partners, managers, or other agents acting or purporting to act on their behalf, and any indebtedness made or created in reliance upon the professed exercise of such powers shall be guaranteed under this Guaranty. Notices. Unless otherwise provided by applicable law, any notice required to be given under this Guaranty shall be given in writing, and, except for revocation notices by Guarantor, shall be effective when actually delivered, when actually received by telefacsimile (unless otherwise required by law), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United States mail, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Guaranty. All revocation notices by Guarantor shall be in writing and shall be effective upon delivery to Lender as provided in the section of this Guaranty entitled "DURATION OF GUARANTY." Any party may change its address for notices under this Guaranty by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Guarantor agrees to keep Lender informed at all times of Guarantor's current address. Unless otherwise provided by applicable law, if there is more than one Guarantor, any notice given by Lender to any Guarantor is deemed to be notice given to all Guarantors. No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Guaranty unless such waiver is given in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lender's right otherwise to demand strict compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender, nor any course of dealing between Lender and Guarantor, shall constitute a waiver of any of Lender's rights or of any of Guarantor's obligations as to any future transactions. Whenever the consent of Lender is required under this Guaranty, the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender. Successors and Assigns. The terms of this Guaranty shall be binding upon Guarantor, and upon Guarantor's heirs, personal representatives, successors, and assigns, and shall be enforceable by Lender and its successors and assigns. DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Guaranty. Unless specifically stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words and terms used in the singular shall include the plural, and the plural shall include the singular, as the context may require. Words and terms not otherwise defined in this Guaranty shall have the meanings attributed to such terms in the Uniform Commercial Code: Borrower. The word "Borrower" means Them Associates Realty, Inc. and includes all co-signers and co-makers signing the Note and all their successors and assigns. GAAP. The word "GAAP" means generally accepted accounting principles. Guarantor. The word "Guarantor" means everyone signing this Guaranty, including without limitation Debra B. Them, and in each case, any signer's successors and assigns. Guaranty. The word "Guaranty" means this guaranty from Guarantor to Lender. Indebtedness. The word "Indebtedness" means Borrower's indebtedness to Lender as more particularly described in this Guaranty. Lender. The word "Lender" means COMMERCE BANK/HARRISBURG N.A., its successors and assigns. Note. The word "Note" means and includes without limitation all of Borrower's promissory notes and/or credit agreements evidencing Borrower's loan obligations in favor of Lender, together with all renewals of, extensions of, modifications of, refinancings of, consolidations of and substitutions for promissory notes or credit agreements. Related Documents. The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness. CONFESSION OF JUDGMENT. GUARANTOR HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE COMMERCIAL GUARANTY Loan No: 3521950 (Continued) Page'4 PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR GUARANTOR AFTER THE AMOUNTS HEREUNDER BECOME DUE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST GUARANTOR FOR THE ENTIRE PRINCIPAL BALANCE OF THIS GUARANTY AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE INDEBTEDNESS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT 110%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS GUARANTY OR A COPY OF THIS GUARANTY VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS GUARANTY TO CONFESS JUDGMENT AGAINST GUARANTOR SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS GUARANTY. GUARANTOR HEREBY WAIVES ANY RIGHT GUARANTOR MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO GUARANTOR'S ATTENTION OR GUARANTOR HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS GUARANTY AND AGREES TO ITS TERMS. IN ADDITION, EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AND DELIVERY OF THIS GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE MANNER SET FORTH IN THE SECTION TITLED "DURATION OF GUARANTY". NO FORMAL ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY EFFECTIVE. THIS GUARANTY IS DATED JULY 24, 2007. THIS GUARANTY IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS GUARANTY IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. GUARAN QR: , X UL?? (Seal) Debra B. Them INDIVIDUAL ACKNOWLEDGMENT COMMONWEALTH OF PENNSYLVANIA ) ) SS COUNTY OF On this, then. day of 20 ??_', before ma the undersign fpr Notary Publi¢, personally appeared Debra B. Theht,kknown to me for satisfactorily proven) to be the person whose name is subscribed to the within ingtrument, and acknowledged that he or she executed the same for the purposes therein contained. In witness whereof, 1 hereunto set my hand and official seal. NOTARIAL SEAL j ?' 1 `mot % ..- `11 RENEE L. MURRAY, Notary Public % Carlisle Boro. Cumberland County, PA Notary Public in and for th' State of My Commission Expires Dec. 13. 2009 LUIS PRO Lw 1. V" 1 31M003 Cw N"1w P- 6,4- Y.,. 1107. 1007 AY 11yNy Il,w,? IA "A"N,1N8N0M1 0ftLPLW1q rc 7117197, 111.70 EXHIBIT "F" DISCLOSUrtE FOR CONFESSION OF JUb%WENT References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "• • •" has been omitted due to text length limitations. Borrower: Them Associates Realty, Inc. 9 Rapuano Way Carlisle, PA 17013 Lender: COMMERCE BANKIHARRISBURG N.A. COMMERCIAL BUSINESS DEPARTMENT 3801PAXT0N STREET HARRISBURG, PA 17111 (717) 975-5630 Declarant: Debra B. Them 9 Rapuano Way Carlisle, PA 17013 DISCLOSURE FOR CONFESSION OF JUDGMENT I AM EXECUTING, THIS ?- DAY OF 20_V, A GUARANTY OF A PROMISSORY NOTE FOR $313,500.00 OBLIGATING ME TO REPAY THAT AMOUNT. A. 1 UNDERSTAND THAT THE GUARANTY CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE GUARANTY, WITHOUT ADVANCE NOTICE TO ME AND WITHOUT OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST ME UNDER THE GUARANTY, I AM KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S EN• .• I. G JUDGMENT AGAINST ME BY CONFESSION AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION. ::`<'.:` ;<,•:•, ya.,: INITIALS: B. 1 FURTHER UNDERSTAND THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST ME WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY ALSO CONTAINS LANGUAGE THAT WOULD PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE JUDGMENT BY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, I AM KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S IMMEDIATELY EXECUTING ON THE JUDGMENT 1 Y NNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING ME ANY ADVANCE NOTICE. INITIALS: C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, 1 REPRESENT THAT: IN AL 0 1 WAS REPRESENTED BY MY OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE GUARANTY. 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY TO MY ATTENTION. D. 1 CERTIFY THAT MY ANNUAL INCOME EXCEEDS $10,000; THAT THE BLANKS IN THIS DISCLOSURE WERE FILLED IN WHEN 1 INITIALED AND SIGNED IT; AND THAT I RECEIVED A COPY AT THE TIME OF SIGNING. THIS DISCLOSURE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. DECLAR T:. I X (Seel) Debra em LAWN N,0 to , Yr. 6.27.00.003 Cep. H,A,n" ft-W fdnbe4 b. 1"7, 20W. N NO. 11-d. FA ":1W1k0PML/WIMCMtft D0=FC 7M23M M30 VERIFICATION I, Amy Custer of Commerce Bank/Harrisburg, N.A., acknowledge I have the authority to execute this Verification on behalf of Commerce Bank/Harrisburg, N.A., and certify that the foregoing Complaint for Confession of Judgment is based upon information which has been gathered by my counsel in the preparation of the lawsuit. The language of this document is that of counsel and not my own. I have read the document and to the extent the Complaint for Confession of Judgment is based upon information which I have given to my counsel, it is true and correct to the best of my knowledge, information and belief. To the extent the content of the Complaint for Confession of Judgment is that of counsel, I have relied upon counsel in making this Verification. This statement and Verification are made subject to the penalties of 18 Pa. C.S. § 4904 relating to unsworn falsification to authorities, which provides that if I knowingly make false averments, I may be subject to criminal penalties. COMMERCE BANK/HARRISBURG, N.A. By: Amy Custer, Asset Recovery Supervisor Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA NO. 09 - CIVIL TERM NOTICES IN CONNECTION WITH JUDGMENTS BY CONFESSION REQUIRED BY 42 PA. C.S.A. §2737.1. (Act 105 of 2000) To: All Defendants PURSUANT TO 42 PA. C.S.A. SECTION 273 IF YOU HAVE BEEN INCORRECTLY IDENTIFIED AND HAD A CONFESSION OR JUDGMENT ENTERED AGAINST YOU, YOU ARE ENTITLED TO COSTS AND REASONABLE ATTORNEY FEES AS DETERMINED BY THE COURT. INSTRUCTIONS REGARDING THE PROCEDURE TO STRIKE THE CONFESSED JUDGMENT ARE SET FORTH BELOW: Pennsylvania Rule of Civil Procedure 2959 - Striking Off Judgment (a) (1) Relief from a judgment by confession shall besought by petition. Except as provided in subparagraph (2), all grounds for relief whether to strike off the judgment or to open it must be asserted in a single petition. The petition may be filed in the county in which the judgment was originally entered, in any county to which the judgment has been transferred or in any other county in which the sheriff has received a writ of execution directed to the sheriff to enforce the judgment. (2) The ground that the waiver of the due process rights of notice and hearing was not voluntary, intelligent and knowing shall be raised only: (i) in support of a further request for a stay of execution where the court has not stayed execution despite the timely filing of a petition for relief from the judgment and the presentation of prima facie evidence of a defense; and (ii) as provided by Pennsylvania Rule of Civil Procedure 2958.3 or Rule 2973.3. (3) If written notice is served upon the petitioner pursuant to Rule 2956.1(c)(2) or Rule 2973.1(c), the petition shall be filed within thirty days after such service. Unless the defendant can demonstrate that there were compelling reasons for the delay, a petition not timely filed shall be denied. (b) If the petition states prima facie grounds for relief the court shall issue a rule to show cause and may grant a stay of proceedings. After being served with a copy of the petition the plaintiff shall file an answer on or before the return of the rule. The return day of the rule shall be fixed by the court by local rule or special order. (c) A party waives all defenses and objections which are not included in the petition or answer. (d) The petition and the rule to show cause and the answer shall be served as provided in Rule 440. (e) The court shall dispose of the rule on petition and answer, and on any testimony, depositions, admissions and other evidence. The court for cause shown may stay proceedings on the petition insofar as it seeks to open the judgment pending disposition of the application to strike off the judgment. If evidence is produced which in a jury trial would require the issues to be submitted to the jury the court shall open the judgment. (f.) The lien of the judgment or of any levy or attachment shall be preserved while the proceedings to strike off or open the judgment are pending. (g) (1) A judgment shall not be stricken or opened because of a creditor's failure to provide a debtor with instructions imposed by an existing statute, if any, regarding procedures to follow to strike a judgment or regarding any rights available to an incorrectly identified debtor. (2) Subdivision (g)(1) shall apply to (1) judgments entered prior to the effective date of subdivision (g) which have not been stricken or opened as of the effective date and (2) judgments entered on or after the effective date. You may have other rights available to you other than as set forth in this notice. 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, Pennsylvania (717) 249-3166 Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, : IN THE COURT OF COMMON PLEAS OF N.A., : CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff V. :NO. 09 - CIVIL TERM THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants CERTIFICATE OF RESIDENCE We hereby certify that the last known addresses of the Defendants are: Them Associates Realty, Inc. 9 Rapuano Way Carlisle, PA 17013 Peter P. Them 9 Rapuano Way Carlisle, PA 17013 Debra B. Them 9 Rapuano Way Carlisle, PA 17013 The address of Plaintiff is: 3801 Paxton Street, Harrisburg, PA 17111 MARTSON LAW OFFICES By ( 2 'G11 C /e Date: ';F -- / Ut _ d Christopher E. Rice, Esquire Attorneys for Plaintiff Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire .Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants : NO. 09 - CIVIL TERM NOTICE UNDER RULE 2958.1 OF JUDGMENT AND EXECUTION THEREON Notice of Defendants' Rights TO: Them Associates Realty, Inc. A judgment in the amount of $342,221.50 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 OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. 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, Pennsylvania (717) 249-3166 MARTSON LAW OFFICES By: 0_'1a /If- Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff Date: 3- f 69/ Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA NO. 09 - CIVIL TERM NOTICE UNDER RULE 2958.1 OF JUDGMENT AND EXECUTION THEREON Notice of Defendants' Rights TO: Peter P. Them A judgment in the amount of $342,221.50 has been entered against you and in favor of the plaintiffwithout anyprior 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 OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. 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, Pennsylvania (717) 249-3166 MARTSON LAW OFFICES B._ 045- Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff Date: 5- J&-07 Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA : NO. 09 - CIVIL TERM NOTICE UNDER RULE 2958.1 OF JUDGMENT AND EXECUTION THEREON Notice of Defendants' Rights TO: Debra B. Them A judgment in the amount of $342,221.50 has been entered against you and in favor of the plaintiff without any prior notice or hearing based on a confession of j udgment 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 OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. 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, Pennsylvania (717) 249-3166 MARTSON LAW OFFICES By: 0-4 (- /?-- Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff Date: J_ 1 & -0 Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire .Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANKMARRISBURG, : IN THE COURT OF COMMON PLEAS OF N.A., : CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff V. NO. 09 - CIVIL TERM THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants AFFIDAVIT I, Christopher E. Rice, Esquire, attorney for Plaintiff, hereby certify, that to the best of my knowledge, that the Confession of Judgment for Money attached is not being entered against a natural person in connection with a consumer credit transaction. -0-,4 C---24 r /2- Christopher E. Rice, Esquire Sworn to and subscribed before me this day of March, 2009. / vi ` , COMMONWEALTH OF PENN.9YLVAMA Public Naaltet 3ed Mary M. P" Nobry Pubk Canals 8=' Cumberland Cflu* * Oamialon E*tres AU9.18, 2011 Member, .Pennsylvania Aasoela lOn of Nowho Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 .Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA : NO. 09 - CIVIL TERM AFFIDAVIT AS TO MILITARY SERVICE COMMONWEALTH OF PENNSYLVANIA ) :SS. COUNTY OF CUMBERLAND ) Christopher E. Rice, Esquire, being duly sworn according to law, deposes and says that he has authority to make this affidavit on behalf of his client, and to the best of his knowledge, information and belief, the Defendants Peter P. Them and Debra B. Them are not in the military service of the United States of America, that he has knowledge that the said Defendants are now living at: 9 Rapuano Way, Carlisle, Pennsylvania. It is believed that Defendant Peter P. Them is employed by Them Associates Realty, Inc. Defendant Debra B. Them's place of employment is unknown. Christopher E. Rice, Esquire Sworn to and subscribed before me this iuw day of ch, 2009. N t Public COMMONWEALTH OF PENNSYLVMNA Nato Seel Mary Lt Pem NdMy N* CWW eau, CWd= WW CW* t CmtftsbnEkes Aup 14 2 ,M1 I ? Member, Penn3yW8;; ANodAVW Of NOM ft z"?3 k r? v I 1 4, ? Sheriffs Office of Cumberland County R Thomas Kline ??,rtr of +u?b?#$ Edward L Sock o op Sheriff" r Ronny R Anderson Jody S Smith Chief Deputy OFFICE 07 T "E a"sR!Fr Civil Process Sergeant SHERIFF'S RETURN OF SERVICE 03/17/2009 07:32 PM - Noah Cline, Deputy Sheriff, who being duly sworn according to law, states that on March 17, 2009 at 1932 hours, he served a true copy of the within Complaint and Notice, upon the within named defendant, to wit: Them Associates Realty, Inc., by making known unto Peter P. Them, President of the company, at 9 Rapuno Way, Carlisle, Cumberland County, Pennsylvania its contents and at the same time handing to him personally the said true and correct copy of the same. 03/17/2009 07:32 PM - Noah Cline, Deputy Sheriff, who being duly sworn according to law, states that on March 17, 2009 at 1932 hours, he served a true copy of the within Complaint and Notice, upon the within named defendant, to wit: Debra B.Them, by making known unto Peter P. Them, husband of defendant, at 9 Papuan Way, Carlisle, Cumberland County, Pennsylvania its contents and at the same time handing to him personally the said true and correct copy of the same. 03117/2009 07:32 PM - Noah Cline, Deputy Sheriff, who being duly sworn according to law, states that on March 17, 2009 at 1932 hours, he served a true copy of the within Complaint and Notice, upon the within named defendant, to wit: Peter P. Them, by making known unto Peter P. Them personally, at 9 Rapuano Way, Carlisle, Cumberland County, Pennsylvania its contents and at the same time handing to him personally the said true and correct copy of the same. SHERIFF COST: $65.82 (PAID) March 18, 2009 SO A S RS, R THOMAS KLINE, SHERIFF Deputy Sheriff Docket No. 2009-1653 Commerce Bank v Them Associates Realty, Inc. y FAFILESThents\11412 Cormnerce Bank\1 1412.1 1\1 1412.1 Lpral.wpd Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA :NO. 09 -1653 CIVIL TERM PRAECIPE FOR WRIT OF EXECUTION UPON A CONFESSED JUDGMENT To the Prothonotary: Please issue a writ of execution upon a judgment entered by confession in the above matter, (1) directed to the Sheriff of Cumberland County, Pennsylvania; (2) against Defendant Them Associates Realty, Inc.; (3) enter this writ in the judgment index against Defendant Them Associates Realty, Inc., as a lis pendens against real property in Cumberland County, Pennsylvania, owned by Them Associates Realty, Inc., and located at Lot #33 on the Final Subdivision Plan of Green Hill, along Burnt House Road, Dickinson Township, Carlisle, Cumberland County, Pennsylvania (a copy of the legal description is attached hereto); (4) Amount due $310,535.41 Late payment charges $132.55 Interest from February 20, 2009, at $40.97 per day $ Attorneys' fees Costs to be added $31,053.54 * To be determined by the Sheriff of Cumberland County, Pennsylvania. (5) Please attach the Affidavit Pursuant to Rule 3129.1 that Plaintiff prepared and is being filed simultaneously with this Praecipe. Certification I certify that (a) This Praecipe is based upon a judgment entered by confession, and (b) Notice has been served pursuant to Rule 2958.1 at least thirty days prior to the filing of this Praecipe as evidenced by a return of service filed of record. MARTSON LAW OFFICES By; 01'4z" r A.?' Christopher E. Rice, Esquire Attorney I.D. 90916 Seth T. Mosebey, Esquire Attorney I.D. 203046 10 East High Street Carlisle, PA 17013 (717) 243-3341 Date: Jt _ 2-1-0 I Attorneys for Plaintiff DOCKET NO. 09-1653 LEGAL DESCRIPTION Cumberland County Deed Book 281, Page 1084 Tax Parcel No. 08-10-0630-113 ALL THAT CERTAIN piece or parcel of ground, with improvements thereon erected, situate in Dickinson Township, Cumberland County, Pennsylvania, more particularly bounded and described in accordance with the Final Subdivision Plan of Green Hill as recorded in Plan Book 55, Page 17, as follows: BEGINNING at a point at the southwestern comer of Lot No. 34 on the aforesaid Final Subdivision Plan; thence along the northern right-of-way line of Burnt House Road (T-542) by a curve to the left with a radius of 900.09 feet, an arc length of 148.99 feet to a point on the northern right-of-way line of Burnt House Road (T-542) at the southeastern corner of Lot No. 35 on the aforesaid Final Subdivision Plan; thence along Lots Nos. 35, 36 and 37 on the aforesaid Final Subdivision Plan, North 51 degrees 50 minutes 22 seconds East, 408.58 feet to a concrete monument at the southwestern corner of Lot No. 39 on the aforesaid Final Subdivision Plan; thence along said Lot No. 39, South 46 degrees 45 minutes 53 seconds East, 150.00 feet to a point on the line of Lots Nos. 39 and 40 on the aforesaid Final Subdivision Plan; thence along Lots Nos. 2 and 34 of the aforesaid Final Subdivision Plan, South 51 degrees 50 minutes 22 seconds West, 443.32 feet to a point, the Place of BEGINNING. BEING all of Lot No. 33 on the aforesaid Final Subdivision Plan. BEING the same premises which Nelson L. Minich and Carrie R. Minich, by their Deed dated July 12, 2007, and recorded July 30, 2007, in the office of the Recorder of Deeds in and for Cumberland County, Pennsylvania, in Deed Book 281, Page 1084, granted and conveyed unto Them Associates Realty, Inc. TO BE SOLD AS THE PROPERTY OF DEFENDANT THEM ASSOCIATES REALTY, INC., ON JUDGMENT ENTERED AT THE ABOVE NUMBER AND TERM. OF TH 2069 HAY 22 A 1I0: 0-i ?.ov ?CL - 2- SO f, ? -S sv u- ? ct<4 .2 log Ll ,2?c a? sra? I- • Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA :NO. 09 - 1653 CIVIL TERM AFFIDAVIT PURSUANT TO RULE 3129.1 Commerce Bank/Harrisburg, N.A.,Plaintiff in the above action, sets forth as of the date the Praecipe for Writ of Execution Upon a Confessed Judgment was filed the following information concerning the real property located at Lot #33 on the Final Subdivision Plan of Green Hill, along Burnthouse Road, Carlisle, Cumberland County, Pennsylvania (see legal description attached hereto): 1. 2. Name and address of owner: Them Associates Realty, Inc. 9 Rapuano Way Carlisle, PA 17013 Name and address of Defendants in the judgment: Them Associates Realty, Inc. 9 Rapuano Way Carlisle, PA 17013 Peter P. Them 9 Rapuano Way Carlisle, PA 17013 v Debra B. Them 9 Rapuano Way Carlisle, PA 17013 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: Commerce Bank/Harrisburg, N.A. 3 801 Paxton Street Harrisburg, PA 17111 4. Name and address of the last recorded holder of every mortgage of record: Commerce Bank/Harrisburg, N.A. 3 801 Paxton Street Harrisburg, PA 17111 5. Name and address of every other person who has any record lien on the property: Dickinson Township 1044 Pine Road Carlisle, PA 17015 Cumberland County Tax Assessment Old Courthouse 1 Courthouse Square Carlisle, PA 17013 6. Name and address of every other person who has any record interest in the property and whose interest may be affected by the sale: None. 7. Name and address of every other person or whom the plaintiff has knowledge who has any interest in the property which may be affected by the sale: Peter Them Builders, Inc. 9 Rapuano Way Carlisle, PA 17013 I verify the statements made in this Affidavit are true and correct to the best of my personal knowledge or information and belief. I understand false statements herein are made subject to the penalties of 18 Pa. C.S. § 4909 relating to unsworn falsification to authorities. MARTSON LAW OFFICES Christopher E. Rice, Esquire Attorney I.D. 90916 Seth T. Mosebey, Esquire Attorney I.D. 203046 10 East High Street Carlisle, PA 17013 (717) 243-3341 Date: S ^ 2 / Attorneys for Plaintiff 4r' DOCKET NO. 09-1653 LEGAL DESCRIPTION Cumberland County Deed Book 281, Page 1084 Tax Parcel No. 08-10-0630-113 ALL THAT CERTAIN piece or parcel of ground, with improvements thereon erected, situate in Dickinson Township, Cumberland County, Pennsylvania, more particularly bounded and described in accordance with the Final Subdivision Plan of Green Hill as recorded in Plan Book 55, Page 17, as follows: BEGINNING at a point at the southwestern corner of Lot No. 34 on the aforesaid Final Subdivision Plan; thence along the northern right-of-way line of Burnt House Road (T-542) by a curve to the left with a radius of 900.09 feet, an arc length of 148.99 feet to a point on the northern right-of-way line of Burnt House Road (T-542) at the southeastern corner of Lot No. 35 on the aforesaid Final Subdivision Plan; thence along Lots Nos. 35, 36 and 37 on the aforesaid Final Subdivision Plan, North 51 degrees 50 minutes 22 seconds East, 408.58 feet to a concrete monument at the southwestern corner of Lot No. 39 on the aforesaid Final Subdivision Plan; thence along said Lot No. 39, South 46 degrees 45 minutes 53 seconds East, 150.00 feet to a point on the line of Lots Nos. 39 and 40 on the aforesaid Final Subdivision Plan; thence along Lots Nos. 2 and 34 of the aforesaid Final Subdivision Plan, South 51 degrees 50 minutes 22 seconds West, 443.32 feet to a point, the Place of BEGINNING. BEING all of Lot No. 33 on the aforesaid Final Subdivision Plan. BEING the same premises which Nelson L. Minich and Carrie R. Minich, by their Deed dated July 12, 2007, and recorded July 30, 2007, in the office of the Recorder of Deeds in and for Cumberland County, Pennsylvania, in Deed Book 281, Page 1084, granted and conveyed unto Them Associates Realty, Inc. TO BE SOLD AS THE PROPERTY OF DEFENDANT THEM ASSOCIATES REALTY, INC., ON JUDGMENT ENTERED AT THE ABOVE NUMBER AND TERM. FLED ar;GF OF THE P. 2ul 0 9 ilAY 22 !`E 10: 0 Lr n E:T1LES\C1ients\I 1412 Commerce Bank\ 11412. 1 1\1 1412.1 l.notl.wpd Created: 519/05 9:02AM Revised: 5/21/09 11:42AM 11412.7 Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA :NO. 09 -1653 CIVIL TERM NOTICE OF SHERIFF'S SALE OF REAL PROPERTY PURSUANT TO PENNSYLVANIA RULE OF CIVIL PROCEDURE 3129.2 TAKE NOTICE that the Sheriff's Sale of Real Property (Real Estate) will be held on September 2, 2009, by the Cumberland County Sheriff s Office, at the CUMBERLAND COUNTY COURTHOUSE, CARLISLE, PENNSYLVANIA, located at 1 Courthouse Square, Carlisle, Pennsylvania, at 10:00 a.m., prevailing local time. THE PROPERTY TO BE SOLD is delineated in detail in a legal description mainly consisting of a statement of the measured boundaries of the property, together with a brief mention of the buildings and any other major improvements erected on the land. (SEE LEGAL DESCRIPTION ATTACHED). THE LOCATION of the property to be sold is Lot #33 on the Final Subdivision Plan of Green Hill, along Burnthouse Road, Carlisle, Dickinson Township, Cumberland County, Pennsylvania. THE JUDGMENT under or pursuant to which the property is being sold is docketed to: No. 09-1653 Civil Term, Cumberland County C.C.P., Pennsylvania. THE NAME OF THE OWNER OR REPUTED OWNER OF THE PROPERTY IS THEM A SCHEDULE OF DISTRIBUTION, being listed of the persons and/or government or corporate entities or agencies being entitled to receive part of the proceeds of the sale received and to be disbursed by the Sheriff (for example, to banks that hold mortgages and municipalities that are owed taxes) will be filed by the Sheriff within thirty (30) days after the sale, and distribution of the proceeds of the sale in accordance with this schedule will, in fact, be made unless someone objects by filing exceptions to it within ten (10) days of the date it is filed. Information about the Schedule of Distribution may be obtained from the Sheriff of Cumberland County, Cumberland County Courthouse, Carlisle, Pennsylvania 17013, (717) 240-6100. THIS PAPER IS A NOTICE OF THE TIME AND PLACE OF THE SALE OF YOUR PROPERTY OR PROPERTY RIGHTS. It has been issued either because there is a Judgment against you or because the sale of real property described herein may affect an interest you have in the real property. It may cause your property to be held, to be sold or taken to pay the Judgment. You may have legal rights to prevent your property from being taken. A lawyer can advise you more specifically of these rights. If you wish to exercise your rights, you must act promptly. YOU SHOULD TAKE THIS NOTICE AND THE WRIT OF EXECUTION 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 ADVICE. Cumberland County Bar Association 32 S. Bedford Street Carlisle, Pennsylvania 17013 Telephone (717) 249-3166 MARTSON LAW OFFICES 7 'r By: C- -f- Christopher Christopher E. Rice, Esquire I.D. 90916 Seth T. Mosebey, Esquire I.D. 203046 10 East High Street Carlisle, PA 17013 (717) 243-3341 Date: May-1, 2009 Attorneys for Plaintiff I DOCKET NO. 09-1653 LEGAL DESCRIPTION Cumberland County Deed Book 281, Page 1084 Tax Parcel No. 08-10-0630-113 ALL THAT CERTAIN piece or parcel of ground, with improvements thereon erected, situate in Dickinson Township, Cumberland County, Pennsylvania, more particularly bounded and described in accordance with the Final Subdivision Plan of Green Hill as recorded in Plan Book 55, Page 17, as follows: BEGINNING at a point at the southwestern corner of Lot No. 34 on the aforesaid Final Subdivision Plan; thence along the northern right-of-way line of Burnt House Road (T-542) by a curve to the left with a radius of 900.09 feet, an arc length of 148.99 feet to a point on the northern right-of-way line of Burnt House Road (T-542) at the southeastern corner of Lot No. 35 on the aforesaid Final Subdivision Plan; thence along Lots Nos. 35, 36 and 37 on the aforesaid Final Subdivision Plan, North 51 degrees 50 minutes 22 seconds East, 408.58 feet to a concrete monument at the southwestern corner of Lot No. 39 on the aforesaid Final Subdivision Plan; thence along said Lot No. 39, South 46 degrees 45 minutes 53 seconds East, 150.00 feet to a point on the line of Lots Nos. 39 and 40 on the aforesaid Final Subdivision Plan; thence along Lots Nos. 2 and 34 of the aforesaid Final Subdivision Plan, South 51 degrees 50 minutes 22 seconds West, 443.32 feet to a point, the Place of BEGINNING. BEING all of Lot No. 33 on the aforesaid Final Subdivision Plan. BEING the same premises which Nelson L. Minich and Carrie R. Minich, by their Deed dated July 12, 2007, and recorded July 30, 2007, in the office of the Recorder of Deeds in and for Cumberland County, Pennsylvania, in Deed Book 281, Page 1084, granted and conveyed unto Them Associates Realty, Inc. TO BE SOLD AS THE PROPERTY OF DEFENDANT THEM ASSOCIATES REALTY, INC., ON JUDGMENT ENTERED AT THE ABOVE NUMBER AND TERM. I F LED F, }, ?,,'?rTl?Y OF THE 2 0091 Y 22 A'N IQ: 0 ar WRIT OF EXECUTION and/or ATTACHMENT COMMONWEALTH OF PENNSYLVANIA) COUNTY OF CUMBERLAND) N009-1653 Civil CIVIL ACTION - LAW TO THE SHERIFF OF CUMBERLAND COUNTY: To satisfy the debt, interest and costs due Commerce Bank/Harrisburg, N.A. Plaintiff (s) From Them Associates REalty, Inc., Peter P. Them and Debra B. Them (1) You are directed to levy upon the property of the defendant (s)and to sell see legal description . (2) You are also directed to attach the property of the defendant(s) not levied upon in the possession of GARNISHEE(S) as follows: and to notify the garnishee(s) that: (a) an attachment has been issued; (b) the garnishee(s) is enjoined from paying any debt to or for the account of the defendant (s) and from delivering any property of the defendant (s) or otherwise disposing thereof; (3) If property of the defendant(s) not levied upon an subject to attachment is found in the possession of anyone other than a named garnishee, you are directed to notify him/her that he/she has been added as a garnishee and is enjoined as above stated. Amount Due $310535.41 Interest from February 20, 2009 at $40.97 per day Atty's Comm % $31,053.54 Atty Paid $119.82 Plaintiff Paid Date: May 22, 2009 (Seal) L.L.$.50 Due Prothy $2.00 Other CostsLate payment charges $132.55 C?As R. Long, P not By: Deputy REQUESTING PARTY: Name Christopher E. Rice, Esq. Martson Law Offices Address: 10 East High Street Carlisle, PA 17013 Attorney for: Plaintiff Telephone: (717) 243-3341 Supreme Court ID No. 203046 F:\FILES\Clients\11412 Commerce Bank\11412.11\11412.11.affidavit Created: 5/9/05 9:02AM Revised: 7/13/09 8:24AM 11412.7 Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA :NO. 09 -1653 CIVIL TERM AFFIDAVIT OF SERVICE UNDER RULE 3129.2 I, Christopher E. Rice, Esquire, counsel for Plaintiff in the above action, hereby certify that written notice of the sale of real property together with legal description of the tract, was served on July 6, 2009, by regular mail at the addresses set forth in the Affidavit Pursuant to Pa. R.C.P. 3129. 1, with the return address of the Plaintiff appearing thereon, to the following: 1) Cumberland County Tax Assessment 2) Commerce Bank/Harrisburg, N.A. 3) Dickinson Township In addition, the Defendants in this action were served by certified mail, restricted delivery, addressed as follows: 1) Them Associates Realty, Inc. Attn: Mr. Peter Them, President 9 Rapuano Way Carlisle, PA 17015 2) Mr. Peter P. Them 9 Rapuano Way Carlisle, PA 17015 There is attached hereto as Exhibit "A", Certificates of Mailing, U.S. Postal Service Form 3817, confirming mailing of each of said persons or entities. A copy of the Notice of Sale, which was served upon each of the persons or entities named above, is attached hereto and marked as Exhibit "B." Copies of the return receipts for the Notices which were served by certified mail, restricted delivery are attached hereto as Exhibit "C." MARTSON LAW OFFICES ?4-4 S ,-z__--- By: Christopher E. Rice, Esquire Sworn to and subscribed before me this 13,dy day of July, 2009. V1, Q N ublic COMMONWEALTH OF PENNSYLVANIA Notarial Seal Mary M. P" Notary Pudic Ca.MY Aug. 18, 2011 Member, Penniylvenie A" istleR e EXHIBIT "A" U.S. POSTAL SERVICE CERTIFICATE OF MAILING - MAY BE USED FOR DOMESTIC AND INTERNATIONAL MAIL, DOES NOT PROVIDE FOR INSURANCE-POSTMASTER Received From: Martson Law Offices ?.6 10 East High Street Gi Carlisle, PA 17013 One piece of ordinary mail addressed to: Cumberland County Tax Assessment Old Courthouse - 1 Courthouse Square Carlisle, PA 17013 PS Form 3517, January 2001 U.S. POSTAL SERVICE CERTIFICATE OF MAILING MAY BE USED FOR DOMESTIC AND INTERNATIONAL MAIL, DOES NOT PROVIDE FOR INSURANCE-POSTMASTER Received From: Martson Law Offices 10 East Hig Street C f r) Carlisle, PA 17013 One piece of ordinary mail addressed to: Commerce Bank/Harrisburg, N.A. 3801 Paxton Street Harrisburg, PA 17111 PS Form 3817, January 2001 U.S. POSTAL SERVICE CERTIFICATE OF MAILING (1 MAY BE USED FOR DOMESTIC AND INTERNATIONAL MAIL, DOES NOT PROVIDE FOR INSURANCE-POSTMASTER 1 Received From: Martson Law Offices `? 66 10 East High Street .?l Carlisle, PA 17013 One piece of ordinary mail addressed to: Dickinson Township 1044 Pine Road Carlisle, PA 17015 PS Form 3817, January 2001 ^. `•1.11 r r HASLER C? c, m I - o 10 US POSTAGE r; 1: r r -.' W r o rn o IC) W 'U S POSTAGE: 0 tP` :......,.,. HA'SLER 3 d -_ < f 'n p CA U. . ..a ? i? CT1 o n r 10; IUS POSTAGE' EXHIBIT "B" 1 F,\FILES\Clients\11412ComrnerceBank\11412.11\11412.11. notl.wpd Created: 5/9/05 9:02" Revised: 7/6109 10:30AM 11412.7 Christopher E. Rice, Esquire Attorney I.D. No. 90916 Seth T. Mosebey, Esquire Attorney I.D. No. 203046 MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff COMMERCE BANK/HARRISBURG, N.A., Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. THEM ASSOCIATES REALTY, INC., PETER P. THEM, and DEBRA B. THEM, Defendants :NO. 09 -1653 CIVIL TERM NOTICE OF SHERIFF'S SALE OF REAL PROPERTY PURSUANT TO PENNSYLVANIA RULE OF CIVIL PROCEDURE 3129.2 TAKE NOTICE that the Sheriff's Sale of Real Property (Real Estate) will be held on September 2, 2009, by the Cumberland County Sheriff's Office, at the CUMBERLAND COUNTY COURTHOUSE, CARLISLE, PENNSYLVANIA, located at 1 Courthouse Square, Carlisle, Pennsylvania, at 10:00 a.m., prevailing local time. THE PROPERTY TO BE SOLD is delineated in detail in a legal description mainly consisting of a statement of the measured boundaries of the property, together with a brief mention of the buildings and any other major improvements erected on the land, and the property contains a single family residential dwelling. (SEE LEGAL DESCRIPTION ATTACHED). THE LOCATION of the property to be sold is 451 Burnt House Road, Lot #33 on the Final Subdivision Plan of Green Hill, Carlisle, Dickinson Township, Cumberland County, Pennsylvania. THE JUDGMENT under or pursuant to which the property is being sold is docketed to: No. 09-1653 Civil Term, Cumberland County C.C.P., Pennsylvania. THE NAME OF THE OWNER OR REPUTED OWNER OF THE PROPERTY IS THEM ASSOCIATES REALTY, INC., 9 Rapuano Way, Carlisle, Pennsylvania. A SCHEDULE OF DISTRIBUTION, being listed of the persons and/or government or corporate entities or agencies being entitled to receive part of the proceeds of the sale received and to be disbursed by the Sheriff (for example, to banks that hold mortgages and municipalities that are owed taxes) will be filed by the Sheriff within thirty (30) days after the sale, and distribution of the proceeds of the sale in accordance with this schedule will, in fact, be made unless someone objects by filing exceptions to it within ten (10) days of the date it is filed. Information about the Schedule of Distribution may be obtained from the Sheriff of Cumberland County, Cumberland County Courthouse, Carlisle, Pennsylvania 17013, (717) 240-6100. THIS PAPER IS A NOTICE OF THE TIME AND PLACE OF THE SALE OF YOUR PROPERTY OR PROPERTY RIGHTS. It has been issued either because there is a Judgment against you or because the sale of real property described herein may affect an interest you have in the real property. It may cause your property to be held, sold or taken to pay the Judgment. You may have legal rights to prevent your property from being taken. A lawyer can advise you more specifically of these rights. If you wish to exercise your rights, you must act promptly. YOU SHOULD TAKE THIS NOTICE AND THE WRIT OF EXECUTION 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 ADVICE. Cumberland County Bar Association 32 S. Bedford Street Carlisle, Pennsylvania 17013 Telephone (717) 249-3166 By: Date: 7-& -d7 MARTSON LAW OFFICES Christopher E. Rice, Esquire I.D. 90916 Seth T. Mosebey, Esquire I.D. 203046 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Plaintiff DOCKET NO. 09-1653 LEGAL DESCRIPTION Cumberland County Deed Book 281, Page 1084 Tax Parcel No. 08-10-0630-113 ALL THAT CERTAIN piece or parcel of ground, with improvements thereon erected, situate in Dickinson Township, Cumberland County, Pennsylvania, more particularly bounded and described in accordance with the Final Subdivision Plan of Green Hill as recorded in Plan Book 55, Page 17, as follows: BEGINNING at a point at the southwestern corner of Lot No. 34 on the aforesaid Final Subdivision Plan; thence along the northern right-of-way line of Burnt House Road (T-542) by a curve to the left with a radius of 900.09 feet, an arc length of 148.99 feet to a point on the northern right-of-way line of Burnt House Road (T-542) at the southeastern corner of Lot No. 35 on the aforesaid Final Subdivision Plan; thence along Lots Nos. 35, 36 and 37 on the aforesaid Final Subdivision Plan, North 51 degrees 50 minutes 22 seconds East, 408.58 feet to a concrete monument at the southwestern corner of Lot No. 39 on the aforesaid Final Subdivision Plan; thence along said Lot No. 39, South 46 degrees 45 minutes 53 seconds East, 150.00 feet to a point on the line of Lots Nos. 39 and 40 on the aforesaid Final Subdivision Plan; thence along Lots Nos. 2 and 34 of the aforesaid Final Subdivision Plan, South 51 degrees 50 minutes 22 seconds West, 443.32 feet to a point, the Place of BEGINNING. BEING all of Lot No. 33 on the aforesaid Final Subdivision Plan. BEING the same premises which Nelson L. Minich and Carrie R. Minch, by their Deed dated July 12, 2007, and recorded July 30, 2007, in the office of the Recorder of Deeds in and for Cumberland County, Pennsylvania, in Deed Book 281, Page 1084, granted and conveyed unto Them Associates Realty, Inc. TO BE SOLD AS THE PROPERTY OF DEFENDANT THEM ASSOCIATES REALTY, INC., ON JUDGMENT ENTERED AT THE ABOVE NUMBER AND TERM. EXHIBIT "C" l ¦ Complete items 1, 2, and 3. Also complete item 4 if Restricted Delivery Is desired. ¦ Pont your name and address on the reverse so that we can return the card to you. w Attach this card to the back of the mailpiece, or on the front If space permits. 1Article , Addressed to: '4 # A. D. Is delivery address r Mver it from Meat 17 0 Yes If YES, enterdelivery address below: 0 No 3. Service Type 4rOertlfled Mail 0 Express Mail 13 Registered ? Return Receipt for merchandise 0 insured Mau ? GO.D. `- 4. Restrcted Deswryi ?e Feep M Yes 0 Agent C. 2. Article Number ( rftom imbbo 7008 3230 0002 8006 0702 P3 Form 3811, Febirimy 2004 Domestic Return Receipt aeo (Domestic n,J 171- C3 (t 1 .XI M O Postage $ i CO certified Fee C ? Postmark 0 Retum Receipt Fee $2.30 He ?r7`' C3 (Endorsement Required) C a7 Restricted Delivery Fee CO (ILndorsement Required) M M $10.04 06 g6" / Total Postage 8 Fees M To ro o --- - - ----------------•--•--•-------. 0 -1-11-. o.; M1 or PO Box No. City; State, Z/P+4 ¦ Complete Items 1- 2, std 3. Also oomplete item 4 if Restricted Delivery Is desired. ¦ Print your name and address on the reverse so that we can- return the card to you. ¦ Attach this card to the back of the maiipiece, or on the front if space permits. 1. Article Addressed to: C?, l 2. Article Nurnbar (fParrslir Awn sew, Ps Form 3811, x 13 AgeM Addm? B. Received by (Printed Name) 0C:-7Dat /I n D. Is address different from item 17 ? Y If S, er dativerv address below: ? No 3. Service TYpe 4erdfled Mall O Express Mail Registered ? Return Receipt for Merchandise ? hsured Mail ? C.O.D. '-Ud DeWery4 Pft Fee) e 3006 0719 102696.024A-t 40 U.S. Postal Service CERTIFIED MAIL;I RECEIPT lT (Domestic Mail Only; No Insurance Coverage Provided) r7 tti -For delivery information visit our welosite at www.usps.comq, O U Postage $ FA ? CE) .80 Certified Fee J/rr t!F)gstma C3 Return Receipt Fee ;7. ere W C3 (Endorsement Required) O 1 (0 Restricted Delivery Fee s4,ryQ {t? l7 (Endorsement Required) M 514.04 ?tQ09 rU Total Postage & Fees M to enr o ---------------------------- or PO Bo No. CrTy SYate, Z1P+4 [? U i) ------- ----------- CERTIFICATE OF SERVICE I, Mary M. Price, an authorized agent of MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER, hereby certify that a copy of the foregoing Affidavit was served this date by depositing same in the Post Office at Carlisle, PA, by First Class, postage prepaid, addressed as follows: Them Associates Realty, Inc. 9 Rapuano Way Carlisle, PA 17013 Peter P. Them 9 Rapuano Way Carlisle, PA 17013 Debra B. Them 9 Rapuano Way Carlisle, PA 17013 MARTSON LAW OFFICES BY• ' 0??? M Price Ten st t High Street Carlisle, PA 17013 (717) 243-3341 Dated: ))/,3 ) D 9 O- •[?'G?? ??';' f' ;r