HomeMy WebLinkAbout09-5847
Steven J. Schiff nan, Esquire
Attorney ID No. 25488
Merritt C. Reitzel, Esquire
Attorney ID No. 92069
SERRATELLI, SCHIFFMAN, BROWN &
CALHOON P.C.
2080 Linglestown Road, Suite 201
Harrisburg, PA 17110-9670
(717) 540-9170
TRIPLE CROWN CORPORATION, INC.,
Plaintiff
V.
ALTIERI ENTERPRISES, INC.,
Defendant
IN THE COURT OF COMMON PLEAS OF
CUMBERLAND COUNTY, PENNSYLVANIA
NO.
CONFESSION OF JUDGMENT FOR MONEY
Pursuant to the authority contained in the warrant of attorney, a copy of which is attached
to Plaintiff's Complaint filed in this action, I appear for the Defendant and confess judgment in
favor of Plaintiff and against Defendant as follows:
Note No. 32235964-602665136
Principal Balance: $2,157,875.14
Interest through 8/24/09: $133,070.94
Late Fees through 8/1/09: $1,500.00
Costs: $5,725.00
Attorneys' Fees (10% of principal
Balance and interest, as authorized
by the Warrant of Attorney contained
in the Term Note): $229,094.61
TOTAL $2,527,265.69 plus all
amounts advanced by Plaintiff in collection of the debt pursuant to the
terms of the Term Note and related loan documents, monthly late charges
from August 1, 2009 equal to the lesser of five percent (5%) of the
monthly payment amount or $100.00, attorneys' fees equal to 10% of the
sum of the outstanding principal and interest, and interest to the date of
judgment at the accelerated Default Rate as defined in the Term Note.
Interest will continue to accrue after the date of judgment at the
accelerated Default Rate.
Note No. 32235964-603395073
Principal Balance:
Interest through 8/24/09:
Late Fees through 8/1/09:
Attorneys' Fees (10% of principal
Balance and interest, as authorized
by the Warrant of Attorney contained
in the Term Note):
TOTAL
$1,026,638.50
$58,701.91
$1,500.00
$108,534.04
$1,195,374.45 plus all
amounts advanced by Plaintiff in collection of the debt pursuant to the
terms of the Line of Credit Note and related loan documents, monthly late
charges from August 1, 2009 equal to the lesser of five percent (5%) of the
monthly payment amount or $100.00, attorneys' fees equal to 10% of the
sum of the outstanding principal and interest, and interest to the date of
judgment at the accelerated Default Rate as defined in the Line of Credit
Note.
Interest will continue to accrue after the date of judgment at the
accelerated Default Rate.
Aggregate Judgment To Be Entered Against Defendant:
Principal Balance:
$3,184,513.64
Interest through 8/24/09: $191,772.85
Late Fees through 8/1/09: $3,000.00
Costs: $5,725.00
Attorneys' Fees (10% of principal
Balance and interest, as authorized
by the Warrant of Attorney contained
in the Term Note): $337,628.65
TOTAL $3,722,640.14 plus
all amounts advanced by Plaintiff in collection of the debt pursuant to the
terms of the Term Note and Line of Credit Note and the related loan
documents, monthly late charges from August 1, 2009 equal to the lesser
of five percent (5%) of the monthly payment amount or $100.00,
attorneys' fees equal to 10% of the sum of the outstanding principal and
interest, and interest to the date of judgment at the accelerated Default
Rate as defined in the Term Note and Line of Credit Note.
Interest will continue to accrue after the date of judgment at the
accelerated Default Rate.
Respectfully submitted,
SERRATELLI, SCHIFFMAN,
BROWN & CALHOON, P.C.
2080 Linglestown Road, Suite 201
Harrisburg, PA 17110
Phone: (717) 540-9170
Fax: (717) 540-5481
Date: August, 2009
aLcven.i. ocniuman, Esq.
Attorney ID #25488
Steven J. Schiffinan, Esquire
Attorney ID No. 25488
Merritt C. Reitzel, Esquire
Attorney ID No. 92069
SERRATELLI, SCHIFFMAN, BROWN &
CALHOON P.C.
2080 Linglestown Road, Suite 201
Harrisburg, PA 17110-9670
(717) 540-9170
TRIPLE CROWN CORPORATION, INC.,
Plaintiff
V.
ALTIERI ENTERPRISES, INC.,
Defendant
IN THE COURT OF COMMON PLEAS OF
CUMBERLAND COUNTY, PENNSYLVANIA
Ci
NO. &cd
COMPLAINT IN CONFESSION OF JUDGMENT FOR MONEY
Plaintiff Triple Crown Corporation, Inc. files this complaint pursuant to Pa.R.C.P.
2951(b) for judgment by confession and avers the following:
1. Plaintiff Triple Crown Corporation, Inc. is a Pennsylvania corporation with a with
business address at 5351 Jaycee Avenue, Harrisburg, Pennsylvania 17112.
2. Defendant Altieri Enterprises, Inc. is a Maryland corporation with a registered principal
office at 9744 Cypressmede Drive, Ellicott City, Maryland 21043, and a last known
mailing address at 9017 Red Branch Road, Suite 105, Columbia, Maryland 21045.
r
3. Defendant Altieri is registered with the Pennsylvania Department of State as a foreign
corporation doing business in Pennsylvania with a registered address at 1700 Westgate
Drive in York, Pennsylvania 17315.
Count I
Term Note - Loan No. 32235964-602665136
4. On or about November 10, 2005, PNC Bank, National Association, ("PNC") extended a
loan to Defendant in the principal amount of $2,490,000.00 ("the Term Loan").
5. To evidence its indebtedness under the Term Loan, Defendant contemporaneously made,
executed and delivered to PNC a promissory note dated November 10, 2005 ("the Term
Note"). A true and correct copy of the Term Note-which authorizes judgment by
confession-is attached hereto as Exhibit A.
6. The Term Note is secured by an Open-End Construction Mortgage and Security
Agreement dated November 10, 2005 ("the Mortgage"), which Mortgage was recorded in
the Office of the Recorder of Deeds in and for Cumberland County, Pennsylvania, on
December 12, 2005 in Book 1934, Page 0506. A true and correct copy of the Mortgage
is attached hereto as Exhibit B.
7. On or about August 12, 2009, PNC executed an Assignment of Mortgage whereby it
assigned all of its rights, title, and interest in and under the Term Note and Mortgage to
Plaintiff Triple Crown Corporation, Inc., which Assignment of Mortgage was recorded in
the Office of the Recorder of Deeds of Cumberland County on August 19, 2009 as
Instrument Number 200929204. A true and correct copy of the recorded Assignment of
Mortgage is attached hereto as Exhibit C.
2
8. Contrary to the terms and provisions of the Term Note, Defendant failed to make
payments when due on the Term Loan.
9. Defendant's failure to make payments when due constitutes a default under the terms of
the relevant loan documents.
10. Pursuant to Paragraph 9 of the Term Note, Plaintiff hereby declares Defendant in default,
and all outstanding amounts are hereby accelerated, and all obligations under the Term
Note are immediately due and payable in full.
11. Pursuant to the terms of the Term Note, Plaintiff is entitled to assess attorneys' fees equal
to ten percent (10%) of the outstanding principal balance and interest against Defendant.
12. Pursuant to the terms of the Term Note and related loan documents, Plaintiff is entitled to
assess all costs and expenses incurred by it in connection with any suit, action, or
proceeding to collect the debt.
13. The judgment sought herein is not against a natural person in connection with a consumer
credit transaction.
14. Judgment has not been entered in any jurisdiction on the attached instrument authorizing
confession.
15. As the result of Defendant's default, the following amounts are now due to Plaintiff.
Principal Balance: $2,157,875.14
Interest through 8/24/09: $133,070.94
Late Fees through 8/1/09: $1,500.00
Costs: $5,725.00
Attorneys' Fees (10% of principal
Balance and interest, as authorized
by the Warrant of Attorney contained
in the Term Note): $229,094.61
3
TOTAL $2,527,265.69 plus
all amounts advanced by Plaintiff in collection of the debt pursuant to the
terms of the Term Note and related loan documents, monthly late charges
from August 1, 2009 equal to the lesser of five percent (5%) of the
monthly payment amount or $100.00, attorneys' fees equal to 10% of the
sum of the outstanding principal and interest, and interest to the date of
judgment at the accelerated Default Rate as defined in the Term Note.
Interest will continue to accrue after the date of judgment at the
accelerated Default Rate.
WHEREFORE, Plaintiff demands judgment by confession against Defendant in the
amount of $2,527,265.69, together with interest thereon, additional late fees and attorneys' fees,
and all other amounts advanced by Plaintiff.
Count II
Line of Credit Note - Loan No. 32235964-603395073
16. On or about November 10, 2005, PNC extended a loan to Defendant in the principal
amount of $1,300,000.00 ("the Line of Credit Loan").
17. To evidence its indebtedness under the Line of Credit Loan, Defendant
contemporaneously made, executed and delivered to PNC a promissory note dated
November 10, 2005 ("the Line of Credit Note"). A true and correct copy of the Line of
Credit Note-which authorizes judgment by confession-is attached hereto as Exhibit D.
18. The Line of Credit Note is secured by an Open-End Construction Mortgage and Security
Agreement dated November 10, 2005 ("the Mortgage"), which Mortgage was recorded in
the Office of the Recorder of Deeds in and for Cumberland County, Pennsylvania, on
December 12, 2005 in Book 1934, Page 0506. A true and correct copy of the Mortgage
is attached hereto as Exhibit B.
4
19. On or about August 12, 2009, PNC executed an Assignment of Mortgage whereby it
assigned all of its rights, title, and interest in and under the Line of Credit Note and
Mortgage to Plaintiff Triple Crown Corporation, Inc., which Assignment of Mortgage
was recorded in the Office of the Recorder of Deeds of Cumberland County on August
19, 2009 as Instrument Number 200929204. A true and correct copy of the recorded
Assignment of Mortgage is attached hereto as Exhibit C.
20. Contrary to the terms and provisions of the Line of Credit Note, Defendant failed to make
payments when due on the Line of Credit Loan.
21. Defendant's failure to make payments when due constitutes a default under, the terms of
the relevant loan documents.
22. Under the terms of the Line of Credit Note, Plaintiff presently possesses the right to
demand payment by Defendant on all amounts due on the Line of Credit Note.
23. Pursuant to the terms of the Line of Credit Note, based on Defendant's default, Plaintiff
is entitled to assess attorneys' fees equal to ten percent (10%) of the outstanding principal
balance and interest against Defendant.
24. Pursuant to the terms of the Term Note and related loan documents, Plaintiff is entitled to
assess all costs and expenses incurred by it in connection with any suit, action, or
proceeding to collect the debt.
25. The judgment sought herein is not against a natural person in connection with a consumer
credit transaction.
26. Judgment has not been entered in any jurisdiction on the attached instrument authorizing
confession.
27. As the result of Defendant's default, the following amounts are now due to Plaintiff
5
Principal Balance:
Interest through 8/24/09:
Late Fees through 8/1/09:
Attorneys' Fees (10% of principal
Balance and interest, as authorized
by the Warrant of Attorney contained
in the Term Note):
$1,026,638.50
$58,701.91
$1,500.00
$108,534.04
TOTAL
$1,195,374.45 plus
all amounts advanced by Plaintiff in collection of the debt pursuant to the
terms of the Line of Credit Note and related loan documents, monthly late
charges from August 1, 2009 equal to the lesser of five percent (5%) of the
monthly payment amount or $100.00, attorneys' fees equal to 10% of the
sum of the outstanding principal and interest, and interest to the date of
judgment at the accelerated Default Rate as defined in the Line of Credit
Note.
Interest will continue to accrue after the date of judgment at the
accelerated Default Rate.
WHEREFORE, Plaintiff demands judgment by confession against Defendant in the
amount of $1,195,374.45 together with interest thereon, additional late fees and attorneys' fees,
all other amounts advanced by Plaintiff.
Respectfully submitted,
SERRATELLI, SCHIFFMAN,
BROWN & CALHOON, P.C.
Merritt C. Reitzel, Esq.
Attorney ID #92069
Steven J. Schiffman, Esq.
Attorney ID #25488
6
Date: August, 2009
2080 Linglestown Road, Suite 201
Harrisburg, PA 17110
Phone: (717) 540-9170
Fax: (717) 540-5481
VERIFICATION
I, Mark X. DiSanto, do hereby state, under penalty of 18 P.S. § 4904 relating to unworn
falsification to authorities, that I am the CEO of Triple Crown Corporation, Inc. and that I am
authorized to give this verification on its behalf, and that the averments set forth in the foregoing
complaint are true and correct to the best of my knowledge, information, and belief.
TRIPLE CROWN CORPO N,
By:
Mark X. DiSanto, CEO
Date: 91-7410q
CERTIFICATION
I hereby certify the precise last known addresses of the parties are as follows:
Defendant:
Altieri Enterprises, Inc.
1700 Westgate Drive
York, PA 17315
Plaintiff:
Triple Crown Corporation, Inc.
5351 Jaycee Avenue
Harrisburg, PA 17112
Date: August . 2009
Mark X. DiSanto, CEO
Triple Crown Corporation, Inc.
Steven J. Schiffman, Esquire
Attorney ID No. 25488
Merritt C. Reitzel, Esquire
Attorney ID No. 92069
SERRATELLI, SCHIFFMAN, BROWN &
CALHOON P.C.
2080 Linglestown Road, Suite 201
Harrisburg, PA 17110-9670
(717) 540-9170
TRIPLE CROWN CORPORATION, INC.,
Plaintiff
IN THE COURT OF COMMON PLEAS OF
CUMBERLAND COUNTY, PENNSYLVANIA
V.
ALTIERI ENTERPRISES, INC.,
Defendant
NO.
NOTICE PURSUANT TO 42 Pa.C.S & 27371
Please take notice that the plaintiff in this matter has entered judgment by confession
against you in the amount of $3,722,640.14.
You are entitled to a petition to "strike" or "open" the judgment. In order to do so, you
must promptly file a petition with the Court of Common Pleas of Cumberland County,
Pennsylvania, as required by Rule 2959 of the Pennsylvania Rules of Civil Procedure. Any such
petition can be filed with the clerk or Prothonotary at the courthouse in Carlisle, Cumberland
County.
A petition is a formal statement of your basis for challenging the judgment. You must
include the names of the parties at the top of the first page and the case number, which is shown
above. The petition must state your reasons for challenging the judgment in separate numbered
paragraphs. You have to sign the petition and include a sworn statement at the end of the
document verifying that the facts you state in the petition are true and accurate. You will waive
any defense and objections not included in your petition to strike or open. You must therefore
make every effort to raise all possible issues and defenses in your petition to strike or open in
order to avoid waiving any claims.
If you elect to file a petition, you must meet the requirements of Rule 2959 of the Rules
of Civil Procedure. A full copy of Rule 2959 is attached to this Notice. You may also have to
comply with local rules of procedure in effect in the county where the judgment was entered.
If you do not file a petition challenging the judgment, the Plaintiff may take steps to
collect on the judgment by asking the Sheriff to seize your assets. Accordingly, you should
immediately seek the advice of attorney. If you wish to discuss the matter with an attorney but
do not know how to find one, you may request a referral by contacting the following agency:
Cumberland County Bar Association
32 South Bedford Street
Carlisle, PA 17013
1-800-990-9108
717-249-3166
Corporations may be unable to represent themselves in court. If the defendants include a
corporation, the corporation must appear through an attorney if it intends to challenge the
judgment.
You may receive other papers and notices regarding the judgment. Those other papers do
not negate or override this Notice. Likewise, this Notice is not intended to and does not negate
any of the notices or information obtained in other papers that may be served upon you.
We reiterate that you are required to act promptly if you wish to seek relief from the
judgment. Under certain circumstances, you have only 30 days in which to file a petition after
papers are served on you. Even if the 30 day rule does not apply, you must act promptly in order
to protect your interests. Failing to act in a timely manner will render you unable to challenge
the judgment at a later time.
If you were incorrectly identified and judgment was entered against you in error you
may be entitled to collect cost and reasonable attorney's fees as determined by the Court.
By:
Date: August 24, 2009
Mrritt C. Reitzzel, E
Attorney ID #92069
Steven J. Schiffman, Esq.
Attorney ID #25488
2080 Linglestown Road, Suite 201
Harrisburg, PA 17110
Phone: (717) 540-9170
Fax: (717) 540-5481
Rule 2959. Striking off or Opening Judgment. Pleadings. Procedure.
(axl) Relief from judgment by confession shall be sought by petition. Except as provided in
subparagraph (2), all grounds for relief whether to strike off the judgment or to open judgment 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 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 Rule 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 day 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 defense and objections which are not in the petition or answer.
(d) The petition and 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 deposition of the application to strike off the judgment. If the
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.
t
Steven J. Schiff nan, Esquire
Attorney ID No. 25488
Merritt C. Reitzel, Esquire
Attorney ID No. 92069
SERRATELLI, SCHIFFMAN, BROWN &
CALHOON P.C.
2080 Linglestown Road, Suite 201
Harrisburg, PA 17110-9670
(717) 540-9170
TRIPLE CROWN CORPORATION, INC.,
Plaintiff
V.
ALTIERI ENTERPRISES, INC.,
Defendant
TO: Altieri Enterprises, Inc.
1700 Westgate Drive
York, PA 17315
IN THE COURT OF COMMON PLEAS OF
CUMBERLAND COUNTY, PENNSYLVANIA
. NO.
NOTICE
Pursuant to Pa.R.C.P. 236, you are hereby notified that judgment by confession has been
entered against you in the above-captioned matter.
Date: August -Z!?, 2009
Prothonotary
Exhibit A
l;
Term Note
(Multi-Rate Options)
$2,490,000
A(P
B PNCBAN(
November 10, 2005
FOR VALUE RECEIVED, ALT]ERI ENTERPRISES, INC., a Maryland corporation (the "Borrower"), with
an address at 9017 Red Branch Road, Suite 201, Columbia, MD 21045, promises to pay to the order of PNC
BANK, NATIONAL ASSOCIATION (the `Bank"), in lawful money of the United States of America in
immediately available funds at its offices located at 4242 Carlisle Pike, Camp Hill, PA 17011, or at such other
location as the Bank may designate from time to time, the principal sum of TWO MILLION FOUR
HUNDRED NINETY THOUSAND DOLLARS ($2,490,000), together with interest accruing on the
outstanding principal balance from the date hereof, all as provided below.
1. Rate of Interest. Amounts outstanding under this Term Note (this "Note") will bear interest at a rate or
rates per annum as may be selected by the Borrower from the interest rate options set forth below (each, an
"Option"):
(i) Base Rate Option. A rate of interest per annum which is at all times equal to (A) the Prime Rate
("Base Rate"). For purposes hereof, the term "Prime Rate" shall mean the rate publicly announced by the Bank
from time to time as its prime rate. The Prime Rate is determined from time to time by the Bank as a means of
pricing some loans to its borrowers. The Prime Rate is not tied to any external rate of interest or index, and does
not necessarily reflect the lowest rate of interest actually charged by the Bank to any particular class or category
of customers. If and when the Prime Rate changes, the rate of interest with respect to any amounts to which the
Base Rate Option applies will change automatically without notice to the Borrower, effective on the date of any
such change. There are no required minimum interest periods for amounts bearing interest under the Base Rate
Option.
(ii) LIBOR Option. A rate per annum equal to (A) LIBOR p-luas (B) Two Hundred Fifty (250) basis
points (2.50%), for the applicable LIBOR Interest Period.
For purposes hereof, the following terms shall have the following meanings:
"Business Day" shall mean any day other than a Saturday or Sunday or a legal holiday on which
commercial banks are authorized or required by law to be closed for business in Camp Hill, Pennsylvania.
"LIBOR" shall mean, with respect to any amount to which the LIBOR Option applies for the applicable
LIBOR Interest Period, the interest rate per annum determined by the Bank by dividing (the resulting
quotient rounded upwards, if necessary, to the nearest 1/100th of 1%) (i) the rate of interest determined by
the Bank in accordance with its usual procedures (which determination shall be conclusive absent
manifest error) to be the eurodollar rate two (2) Business Days prior to the first day of such LIBOR
Interest Period for such amount and having a borrowing date and a maturity comparable to such LIBOR
Interest Period by (ii) a number equal to 1.00 minus the LIBOR Reserve Percentage.
"LIBOR Interest Period" shall mean, with respect to any amount to which the LIBOR Option applies,
the period of one (1), two (2) or three (3) months as selected by the Borrower on the date of disbursement
of such amount (or the date of conversion of any amount to the LIBOR Option, as the case may be) and
each successive period selected by the Borrower thereafter; provided that. (i) if a LIBOR Interest Period
would end on a day which is not a Business Day, it shall end on the next succeeding Business Day unless
such day falls in the next succeeding calendar month in which case the LIBOR Interest Period shall end
on the next preceding Business Day, (ii) the Borrower may not select a LIBOR Interest Period that would
Form 8F - DE & PA (CO,n Rev. 1/02
end on a day after the Maturity Date (as hereinafter defined), and (iii) any LIBOR Interest Period that
begins on the last Business Day of a calendar month (or a day for which there is no numerically
corresponding day in the last calendar month of such LIBOR Interest Period) shall end on the last
Business Day of the last calendar month of such LIBOR Interest Period.
"LIBOR Reserve Percentage" shall mean the maximum effective percentage in effect on such day as
prescribed by the Board of Governors of the Federal Reserve System (or any successor) for determining
_.._._-the ieserve -m-e-nTs- me udMg, without-lrr `fation, ant 1, i a?o?r ire---
requirements) with respect to eurocurrency funding (currently referred to as "Eurocurrency liabilities").
LIBOR shall be adjusted with respect to any amounts to which the LIBOR Option applies on and as of the
effective date of any change in the LIBOR Reserve Percentage. The Bank shall give prompt notice to the
Borrower of LIBOR as determined or adjusted in accordance herewith, which determination shall be conclusive
absent manifest error.
If the Bank determines (which determination shall be final and conclusive) that, by reason of circumstances
affecting the eurodollar market generally, deposits in dollars (in the applicable amounts) are not being offered to
banks in the eurodollar market for the selected term, or adequate means do not exist for ascertaining LIBOR, then
the Bank shall give notice thereof to the Borrower. Thereafter, until the Bank notifies the Borrower that the
circumstances giving rise to such suspension no longer exist, (a) the availability of the LIBOR Option shall be
suspended, and (b) the interest rate for all amounts then bearing interest under the LIBOR Option shall be
converted at the expiration of the then current LIBOR Interest Period(s) to the Base Rate.
In addition, if, after the date of this Note, the Bank shall determine (which determination shall be final and
conclusive) that any enactment, promulgation or adoption of or any change in any applicable law, rule or
regulation, or any change in the interpretation or administration thereof by a governmental authority, central bank
or comparable agency charged with the interpretation or administration thereof, or compliance by the Bank with
any guideline, request or directive (whether or not having the force of law) of any such authority, central bank or
comparable agency shall make it unlawful or impossible for the Bank to make or maintain or fund loans based on
LIBOR, the Bank shall notify the Borrower. Upon receipt of such notice, until the Bank notifies the Borrower
that the circumstances giving rise to such determination no longer apply, (a) the availability of the LIBOR Option
shall be suspended, and (b) the interest rate on all amounts then bearing interest under the LIBOR Option shall be
converted to the Base Rate either (i) on the last day of the then current LIBOR Interest Period(s) if the Bank may
lawfully continue to maintain or fund loans based on LIBOR to such day, or (ii) immediately if the Bank may not
lawfully continue to maintain or fund loans based on LIBOR.
The foregoing notwithstanding, it is understood that the Borrower may select different Options to apply
simultaneously to different portions of this Note and may select up to five (5) different interest periods to apply
simultaneously to different portions of this Note, including the Base Rate Option. Interest hereunder will be
calculated based on the actual number of days that principal is outstanding over a year of 360 days. In no event
will the rate of interest hereunder exceed the maximum rate allowed by law.
2. Interest Rate Election. Subject to the terms and conditions of this Note, at the end of each interest period
applicable to any amounts hereunder, the Borrower may renew the Option applicable to such amounts or convert
such amounts to a different Option; provided that, during any period in which any Event of Default (as hereinafter
defined) has occurred and is continuing, any amounts bearing interest under the LIBOR Option shall, at the
Bank's sole discretion, be converted at the end of the applicable LIBOR Interest Period to the Base Rate and the
LIBOR Option will not be available to Borrower with respect to the conversion or renewal of any other amounts
until such Event of Default has been cured by the Borrower or waived by the Bank. The Borrower shall notify the
Bank of each election of an Option, each conversion from one Option to another, the amount of the portions
hereunder to be allocated to each Option and where relevant the interest periods therefor. In the case of
converting to the LIBOR Option, such notice shall be given at least three (3) Business Days prior to the
commencement of any LIBOR Interest Period. If no interest period is specified in any such notice for an amount
-2- Form 8F - DE & PA (COJ) Rev. 1/02
that is to bear interest under the LIBOR Option, the Borrower shall be deemed to have selected a LIBOR Interest
Period of one month's duration. If no notice of election, conversion or renewal is timely received by the Bank
with respect to any amount hereunder, the Borrower shall be deemed to have elected the Base Rate Option
therefor. Any such election shall be promptly confirmed in writing by such method as the Bank may require.
3. Payment of Interest. The Borrower shall pay accrued interest on the unpaid principal balance of this
Note in arrears: (a) on the 1" day of each month during the term hereof, and (b) for all outstanding amounts, at
-. maturity-i -wh,other by--acceleration-of--this-Note-ar-?otherw4scr,and..afteF-maturity,.. on-demand-until .paid.in-M.-Such__..
interest payments, up to the sum of $100,000, shall be funded from an interest reserve established pursuant to the
terms of the Agreement. After such interest reserve is depleted, Borrower shall pay all payments due hereunder.
All accrued interest hereunder shall be payable in full on November 10, 2009 (the "Maturity Date").
4. Payment of Principal. Upon the sale of each of the first nine (9) lots in the Project (as defined in the
Agreement), Borrower shall make a principal payment in the amount of $109,100 per lot; and upon the sale of
each lot thereafter, Borrower shall make a principal payment in the amount of $89,000 per lot. All outstanding
principal shall be due and payable in full on the Maturity Date.
If any payment under this Note shall become due on a Saturday, Sunday or public holiday under the laws of the
State where the Bank's office indicated above is located, such payment shall be made on the next succeeding
Business Day and such extension of time shall be included in computing interest in connection with such
payment. The Borrower hereby authorizes the Bank to charge the Borrower's deposit account at the Bank for any
payment when due hereunder. Payments received will be applied to charges, fees and expenses (including
attorneys' fees), accrued interest and principal in any order the Bank may choose, in its sole discretion.
5. Late Payments: Default Rate. If the Borrower fails to make any payment of principal, interest or other
amount coming due pursuant to the provisions of this Note within fifteen (15) calendar days of the date due and
payable, the Borrower also shall pay to the Bank a late charge equal to the lesser of five percent (5%) of the
amount of such payment or $100.00 (the "Late Charge"). Such fifteen (15) day period shall not be construed in
any way to extend the due date of any such payment. Upon maturity, whether by acceleration, demand or
otherwise, and at the Bank's option upon the occurrence of any Event of Default (as hereinafter defined) and
during the continuance thereof, amounts outstanding under this Note shall bear interest at a rate per annum (based
on the actual number of days that principal is outstanding over a year of 360 days) which shall be three percentage
points (3%) in excess of the interest rate in effect from time to time under this Note but not more than the
maximum rate allowed by law (the "Default Rate"). The Default Rate shall continue to apply whether or not
judgment shall be entered on this Note. Both the Late Charge and the Default Rate are imposed as liquidated
damages for the purpose of defraying the Bank's expenses incident to the handling of delinquent payments, but
are in addition to, and not in lieu of, the Bank's exercise of any rights and remedies hereunder, under the other
Loan Documents or under applicable law, and any fees and expenses of any agents or attorneys which the Bank
may employ. In addition, the Default Rate reflects the increased credit risk to the Bank of carrying a loan that is
in default. The Borrower agrees that the Late Charge and Default Rate are reasonable forecasts of just
compensation for anticipated and actual harm incurred by the Bank, and that the actual harm incurred by the Bank
cannot be estimated with certainty and without difficulty.
6. Prepayment. The Borrower shall have the right to prepay any amount hereunder at any time and from
time to time, in whole or in part; subject, however, to payment of any break funding indemnification amounts
owing pursuant to paragraph 7 below.
7. Yield Protection; Break Funding Indemnification. The Borrower shall pay to the Bank on written
demand therefor, together with the written evidence of the justification therefor, all direct costs incurred, losses
suffered or payments made by Bank by reason of any change in law or regulation or its interpretation imposing
any reserve, deposit, allocation of capital, or similar requirement (including without limitation, Regulation D of
the Board of Governors of the Federal Reserve System) on the Bank, its holding company or any of their
respective assets. In addition, the Borrower agrees to indemnify the Bank against any liabilities, losses or
expenses (including, without limitation, loss of margin, any loss or expense sustained or incurred in liquidating or
-3- Form 8F - DE & PA (CO.n Rev. 1/02
employing deposits from third parties, and any loss or expense incurred in connection with funds acquired to
effect, fund or maintain any amounts hereunder (or any part thereof) bearing interest under the LIBOR Option
which the Bank sustains or incurs as a consequence of either (i) the Borrower's failure to make a payment on the
due date thereof, (ii) the Borrower's revocation (expressly, by later inconsistent notices or otherwise) in whole or
in part of any notice given to Bank to request, convert, renew or prepay any amounts bearing interest under the
LIBOR Option, or (iii) the Borrower's payment or prepayment (whether voluntary, after acceleration of the
maturity of this Note or otherwise) or conversion of any amounts bearing interest under the LIBOR Option on a
-day-nther than the_regularly scheduledslue._date-therefor.__A_.notice_as_..to any-amounts
paYable_gursuaxtt..to-.this.----_..._,?
paragraph given to the Borrower by the Bank shall, in the absence of manifest error, be conclusive and shall be
payable upon demand. The Borrower's indemnification obligations hereunder shall survive the payment in full of
all amounts payable hereunder.
8. Other Loan Documents. This Note is issued in connection with a Construction Loan Agreement (the
"Agreement") between the Borrower and the Bank, dated on or before the date hereof, and the other agreements
and documents executed and/or delivered in connection therewith or referred to therein, the terms of which are
incorporated herein by reference (as amended, modified or renewed from time to time, collectively the "Loan
Documents"), and is secured by the property described in the Loan Documents and by such other collateral as
previously may have been or may in the future be granted to the Bank to secure this Note.
9. Events of Default. The occurrence of any of the following events will be deemed to be an "Event of
Default" under this Note: (i) the nonpayment of any principal, interest or other indebtedness under this Note
when due; (ii) the occurrence of any event of default or any default and the lapse of any notice or cure period, or
any Obligor's failure to observe or perform any covenant or other agreement, under or contained in any Loan
Document or any other document now or in the future evidencing or securing any debt, liability or obligation of
any Obligor to the Bank; (iii) the filing by or against any Obligor of any proceeding in bankruptcy, receivership,
insolvency, reorganization, liquidation, conservatorship or similar proceeding (and, in the case of any such
proceeding instituted against any Obligor, such proceeding is not dismissed or stayed within 30 days of the
commencement thereof, provided that the Bank shall not be obligated to advance additional funds hereunder
during such period); (iv) any assignment by any Obligor for the benefit of creditors, or any levy, garnishment,
attachment or similar proceeding is instituted against any property of any Obligor held by or deposited with the
Bank; (v) a default with respect to any other indebtedness of any Obligor for borrowed money, if the effect of
such default is to cause or permit the acceleration of such debt; (vi) the commencement of any foreclosure or
forfeiture proceeding, execution or attachment against any collateral securing the obligations of any Obligor to the
Bank; (vii) the entry of a final judgment against any Obligor and the failure of such Obligor to discharge the
judgment within ten (10) days of the entry thereof; (viii) any material adverse change in any Obligor's business,
assets, operations, financial condition or results of operations; (ix) any Obligor ceases doing business as a going
concern; (x) any representation or warranty made by any Obligor to the Bank in any Loan Document or any other
documents now or in the future evidencing or securing the obligations of any Obligor to the Bank, is false,
erroneous or misleading in any material respect; (xi) if this Note or any guarantee executed by any Obligor is
secured, the failure of any Obligor to provide the Bank with additional collateral if in the Bank's opinion at any
time or times, the market value of any of the collateral securing this Note or any guarantee has depreciated below
that required pursuant to the Loan Documents or, if no specific value is so required, then in an amount deemed
material by the Bank; (xii) the revocation or attempted revocation, in whole or in part, of any guarantee by any
Obligor; or (xiii) the death, incarceration, indictment or legal incompetency of any individual Obligor or, if any
Obligor is a partnership or limited liability company, the death, incarceration, indictment or legal incompetency of
any individual general partner or member. As used herein, the term "Obligor" means any Borrower and any
guarantor of, or any pledgor, mortgagor or other person or entity providing collateral support for, the Borrower's
obligations to the Bank existing on the date of this Note or arising in the future.
Upon the occurrence of an Event of Default: (a) the Bank shall be under no further obligation to make advances
hereunder; (b) if an Event of Default specified in clause (iii) or (iv) above shall occur, the outstanding principal
balance and accrued interest hereunder together with any additional amounts payable hereunder shall be
immediately due and payable without demand or notice of any kind; (c) if any other Event of Default shall occur,
the outstanding principal balance and accrued interest hereunder together with any additional amounts payable
-4- Form 8F - DE & PA (CO.n Rev. 1/02
hereunder, at the Bank's option and without demand or notice of any kind, may be accelerated and become
immediately due and payable; (d) at the Bank's option, this Note will bear interest at the Default Rate from the
date of the occurrence of the Event of Default; and (e) the Bank may exercise from time to time any of the rights
and remedies available under the Loan Documents or under applicable law.
10. Power to Confess Judgment. The Borrower hereby empowers any attorney of any court of record,
after the occurrence of any Event of Default hereunder, to appear for the Borrower and, with or without
__complaint-Med,-.confess.judg-ment„ or-a.-series-of-judgements,.ag-ainst-t-hn-Bor-rower-in-favor-of the-Bank--Or--_._.___
any holder hereof for the entire principal balance of this Note, all accrued interest and all other amounts
due hereunder, together with costs of suit and an attorney's commission of the greater of 10% of such
principal and interest or $1,000 added as a reasonable attorney's fee, and for doing so, this Note or a copy
verified by affidavit shall be a sufficient warrant. The Borrower hereby forever waives and releases all
errors in said proceedings and all rights of appeal and all relief from any and all appraisement, stay or
exemption laws of any state now in force or hereafter enacted. Interest on any such judgment shall accrue
at the Default Rate.
No single exercise of the foregoing power to confess judgment, or a series of judgments, shall be deemed to
exhaust the power, whether or not any such exercise shall be held by any court to be invalid, voidable, or
void, but the power shall continue undiminished and it may be exercised from time to time as often as the
Bank shall elect until such time as the Bank shall have received payment in full of the debt, interest and
costs. Notwithstanding the attorney's commission provided for in the preceding paragraph (which is
included in the warrant for purposes of establishing a sum certain), the amount of attorneys' fees that the
Bank may recover from the Borrower shall not exceed the actual attorneys' fees incurred by the Bank.
11. Rieht of Setoff. In addition to all liens upon and rights of setoff against the Borrower's money, securities
or other property given to the Bank by law, the Bank shall have, with respect to the Borrower's obligations to the
Bank under this Note and to the extent permitted by law, a contractual possessory security interest in and a
contractual right of setoff against, and the Borrower hereby grants the Bank a security interest in, and hereby
assigns, conveys, delivers, pledges and transfers to the Bank, all of the Borrower's right, title and interest in and
to, all of the Borrower's deposits, moneys, securities and other property now or hereafter in the possession of or
on deposit with, or in transit to, the Bank or any other direct or indirect subsidiary of The PNC Financial Services
Group, Inc., whether held in a general or special account or deposit, whether held jointly with someone else, or
whether held for safekeeping or otherwise, excluding, however, all IRA, Keogh, and trust accounts. Every such
security interest and right of setoff may be exercised without demand upon or notice to the Borrower. Every such
right of setoff shall be deemed to have been exercised immediately upon the occurrence of an Event of Default
hereunder without any action of the Bank, although the Bank may enter such setoff on its books and records at a
later time.
12. Indemnity. The Borrower agrees to indemnify each of the Bank, each legal entity, if any, who controls,
is controlled by or is under common control with the Bank, and each of their respective directors, officers and
employees (the "Indemnified Parties"), and to hold each Indemnified Party harmless from and against any and
all claims, damages, losses, liabilities and expenses (including all fees and charges of internal or external counsel
with whom any Indemnified Party may consult and all expenses of litigation and preparation therefor) which any
Indemnified Party may incur or which may be asserted against any Indemnified Party by any person, entity or
governmental authority (including any person or entity claiming derivatively on behalf of the Borrower), in
connection with or arising out of or relating to the matters referred to in this Note or in the other Loan Documents
or the use of any advance hereunder, whether (a) arising from or incurred in connection with any breach of a
representation, warranty or covenant by the Borrower, or (b) arising out of or resulting from any suit, action,
claim, proceeding or governmental investigation, pending or threatened, whether based on statute, regulation or
order, or tort, or contract or otherwise, before any court or governmental authority; provided, however, that the
foregoing indemnity agreement shall not apply to any claims, damages, losses, liabilities and expenses solely
attributable to an Indemnified Party's gross negligence or willful misconduct. The indemnity agreement contained
in this Section shall survive the termination of this Note, payment of any amounts hereunder and the assignment
of any rights hereunder. The Borrower may participate at its expense in the defense of any such action or claim.
-5- Form 8F - DE & PA (CO.) Rev. 1/02
13. Miscellaneous. All notices, demands, requests, consents, approvals and other communications required
or permitted hereunder ("Notices") must be in writing (except as may be agreed otherwise above with respect to
borrowing requests) and will be effective upon receipt. Notices may be given in any manner to which the parties
may separately agree, including electronic mail. Without limiting the foregoing, first-class mail, facsimile
transmission and commercial courier service are hereby agreed to as acceptable methods for giving Notices.
Regardless of the manner in which provided, Notices may be sent to a party's address as set forth above or to such
m..._.__other--address-as_my-1),alry?-y gipeAo--the.-c&er-for-sucli-purpose-in aceor-danre-awith
-tlliS-paragraph:-- Ne-delay-or--_,-_...._
omission on the Bank's part to exercise any right or power arising hereunder will impair any such right or power
or be considered a waiver of any such right or power, nor will the Bank's action or inaction impair any such right
or power. The Bank's rights and remedies hereunder are cumulative and not exclusive of any other rights or
remedies which the Bank may have under other agreements, at law or in equity. No modification, amendment or
waiver of, or consent to any departure by the Borrower from, any provision of this Note will be effective unless
made in a writing signed by the Bank, and then such waiver or consent shall be effective only in the specific
instance and for the purpose for which given. The Borrower agrees to pay on demand, to the extent permitted by
law, all costs and expenses incurred by the Bank in the enforcement of its rights in this Note and in any security
therefor, including without limitation reasonable fees and expenses of the Bank's counsel. If any provision of this
Note is found to be invalid, illegal or unenforceable in any respect by a court, all the other provisions of this Note
will remain in full force and effect. The Borrower and all other makers and indorsers of this Note hereby forever
waive presentment, protest, notice of dishonor and notice of non-payment. The Borrower also waives all defenses
based on suretyship or impairment of collateral. If this Note is executed by more than one Borrower, the
obligations of such persons or entities hereunder will be joint and several. This Note shall bind the Borrower and
its heirs, executors, administrators, successors and assigns, and the benefits hereof shall inure to the benefit of the
Bank and its successors and assigns; provided however, that the Borrower may not assign this Note in whole or
in part without the Bank's written consent and the Bank at any time may assign this Note in whole or in part.
This Note has been delivered to and accepted by the Bank and will be deemed to be made in the State where the
Bank's office indicated above is located. THIS NOTE WILL BE INTERPRETED AND THE RIGHTS AND
LIABILITIES OF THE BANK AND THE BORROWER DETERMINED IN ACCORDANCE WITH THE LAWS OF THE
STATE WHERE THE BANK'S OFFICE INDICATED ABOVE IS LOCATED, EXCLUDING ITS CONFLICT OF LAWS
RULES. The Borrower hereby irrevocably consents to the exclusive jurisdiction of any state or federal court in the
county or judicial district where the Bank's office indicated above is located; provided that nothing contained in
this Note will prevent the Bank from bringing any action, enforcing any award or judgment or exercising any
rights against the Borrower individually, against any security or against any property of the Borrower within any
other county, state or other foreign or domestic jurisdiction. The Borrower acknowledges and agrees that the
venue provided above is the most convenient forum for both the Bank and the Borrower. The Borrower waives
any objection to venue and any objection based on a more convenient forum in any action instituted under this
Note.
14. Authorization to Obtain Credit Reports By signing below, each Borrower who is an individual provides
written authorization to the Bank or its designee (and any assignee or potential assignee hereof) to obtain the
Borrower's personal credit profile from one or more national credit bureaus. Such authorization shall extend to
obtaining a credit profile in considering this Note and subsequently for the purposes of update, renewal or
extension of such credit or additional credit and for reviewing or collecting the resulting account.
15. WAIVER OF JURY TRIAL. THE BORROWER IRREVOCABLY WAIVES ANY AND ALL RIGHTS THE
BORROWER MAY HAVE TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR CLAIM OF ANY NATURE
RELATING TO THIS NOTE, ANY DOCUMENTS EXECUTED IN CONNECTION WITH THIS NOTE OR ANY
TRANSACTION CONTEMPLATED IN ANY OF SUCH DOCUMENTS. THE BORROWER ACKNOWLEDGES THAT THE
FOREGOING WAIVER IS KNOWING AND VOLUNTARY.
The Borrower acknowledges that it has read and understood all the provisions of this Note, including the
confession of judgment and the waiver of jury trial, and has been advised by counsel as necessary or
appropriate.
-6- Form 8F - DE & PA (COJ) Rev. 1/02
WITNESS the due execution hereof as a document under seal, as of the date first written above, with the intent to
be legally bound hereby.
BORROWER:
_._._._W?'I'NES.SLATTE?T.
a Maryland corporation
<
By: 'Pie,
Name:
Title:
8f-dp-p.doc
By:
Name:
Title:
-7- Form 8F - DE & PA (CO.n Rev. 1/02
1 I
$2,490,000 Term Note dated November 10, 2005
Altied Enterprises, Inc., to PNC Bank, National Association
PAY TO THE ORDER OF TRIPLE CROWN CORPORATION, INC.,
"AS-IS", WITHOUT RECOURSE TO OR REPRESENTATION OR
WARRANTY OF ANY KIND BY THE UNDERSIGNED, EXCEPT
AS PROVIDED IN THE ASSIGNMENT OF LOAN DOCUMENTS
OF EVEN DATE HEREWITH
PNC BANK, NATIONAL ASSOCIATION
By: S?__ 1-1I1,P
Brett A. Bertoli
Assistant Vice President
Date: August 17, 2009
Exhibit B
75 '? RECORD AND RETURN TO
CENTRAL PROPERTY SEARCH
8 LAWN AVENUE SUITE 200
NORRISTOWN, PA 19403
03
-2) SC?? ?.-
Open-End Construction Mortgage and
Security Agreement
(This Mortgage Secures Future Advances)
L4 ()-5t)b P Pt- 01?
B PNCBAINK
This is a "Construction Mortgage" within the meaning of 13 Pa.C.S.A. §9313
THIS OPEN-END CONSTRUCTION MORTGAGE AND SECURITY AGREEMENT (this
"Mortgage") is made as of November 10, 2005, by ALTIERI ENTERPRISES, INC., a Maryland corporation
(the "Mortgagor"), with an address at 9017 Red Branch Road, Suite 201, Columbia, MD 21045, in favor of PNC
BANK, NATIONAL ASSOCIATION (the "Mortgagee"), with an address at 4242 Carlisle Pike, Camp Hill,
PA 17011.
WHEREAS, the Mortgagor is the owner of a certain tract or parcel of land described in Exhibit A
.attached hereto and made a part hereof, together with the improvements now or hereafter erected thereon; and
WHEREAS, the Mortgagor has borrowed from the Mortgagee in an amount not to exceed Three Million
Seven Hundred Ninety Thousand Dollars ($3,790,000) (the "Loan"), which Loan is evidenced by one or more
promissory notes in favor of the Mortgagee (the "Note") and disbursed from time to time pursuant to the terms
and conditions of a Construction Loan Agreement dated as of even date herewith between the Mortgagor and the
Mortgagee (the "Agreement") for the purposes set forth herein;
NOW, THEREFORE, for the purpose of securing the payment and performance of the following
obligations (collectively called the "Obligations"):
(A) the Loan, the Note, the Agreement and all other loans, advances, debts, liabilities, obligations,
covenants and duties owing by the Mortgagor to the Mortgagee or to any other direct or indirect subsidiary of The
PNC Financial Services Group, Inc., of any kind or nature, present or future (including any interest accruing
thereon after maturity, or after the filing of any petition in bankruptcy, or the commencement of any insolvency,
reorganization or like proceeding relating to the Mortgagor, whether or not a claim for post-filing or post-petition
interest is allowed in such proceeding), whether direct or indirect (including those acquired by assignment or
participation), absolute or contingent, joint or several, due or to become due, now existing or hereafter arising,
whether or not (i) evidenced by any note, guaranty or other instrument, (ii) arising under any agreement,
instrument or document, (iii) for the payment of money, (iv) arising by reason of an extension of credit, opening
of a letter of credit, loan, equipment lease or guarantee, (v) under any interest or currency swap, future, option or
other interest rate protection or similar agreement, (vi) under or by reason of any foreign currency transaction,
_ forward, option or other similar transaction providing for the purchase of one currency in exchange for the sale of
another currency, or in any other manner, or (vii) arising out of overdrafts on deposit or other accounts or out of
electronic funds transfers (whether by wire transfer or through automated clearing houses or otherwise) or out of
the return unpaid of, or other failure of the Mortgagee to receive final payment for, any check, item, instrument,
payment order or other deposit or credit to a deposit or other account, or out of the Mortgagee's non-receipt of or
inability to collect funds or otherwise not being made whole in connection with depository or other similar
arrangements; and any amendments, extensions, renewals and increases of or to any of the foregoing, and all costs
and expenses of the Mortgagee incurred in the documentation, negotiation, modification, enforcement, collection
and otherwise in connection with any of the foregoing, including reasonable attorneys' fees and expenses.
(B) Any sums advanced by the Mortgagee or which may otherwise become due pursuant to the
provisions of the Note, the Agreement or this Mortgage or pursuant to any other document or instrument at any
Form 21F - PA Rev. 1/02
nit a ririt- nrnr- riC
time delivered to the Mortgagee to evidence or secure any of the Obligations or which otherwise relate to any of
the Obligations (as the same may be amended, supplemented or replaced from time to time, the "Loan
Documents").
The Mortgagor, for good and valuable consideration, receipt of which is hereby acknowledged, and intending to
be legally bound hereby, does hereby give, grant, bargain, sell, convey, assign, transfer, mortgage, hypothecate,
pledge, set over and confirm unto the Mortgagee and does agree that the Mortgagee shall have a security interest
in the following described property, all accessions and additions thereto, all substitutions therefor and
replacements and proceeds thereof, and all reversions and remainders of such property now owned or held or
hereafter acquired (the "Property"), to wit:
(a) All of the Mortgagor's estate in the premises described in Exhibit A, together with all of the
easements, rights of way, privileges, liberties, hereditaments, gores, streets, alleys, passages, ways, waters,
watercourses, rights and appurtenances thereunto belonging or appertaining, and all of the Mortgagor's estate,
right, title, interest, claim and demand therein and in the public streets and ways adjacent thereto, either in law or
in equity (the "Land");
(b) All the buildings, structures and improvements of every kind and description now or hereafter
erected or placed on the Land, and all facilities, fixtures, machinery, apparatus, appliances, installations,
machinery and equipment, including all building materials to be incorporated into such buildings, all electrical
equipment necessary for the operation of such buildings and heating, air conditioning and plumbing equipment
now or hereafter attached to, located in or used in connection with those buildings, structures or other
improvements (the "Improvements");
(c) All of the Mortgagor's right, title and interest in and to any and all agreements, plans,
franchises, management agreements, approvals (whether issued by a governmental authority or otherwise) and
other documentation or written or recorded work product required for or in any way related to the development,
construction, renovation, use, occupancy or ownership of the Improvements, whether now existing or hereafter
arising (the "Development Documents"), including all (i) plans, specifications and other design work for
buildings and utilities, (ii) architect's agreements and construction contracts and warranties, (iii) environmental
reports, surveys and other engineering work product, (iv) permits and licenses and (v) agreements of sale,
purchase options and agreements for easements and rights of way benefiting the Land, and the Mortgagor further
covenants and agrees to execute and deliver to the Mortgagee, on demand, such additional assignments and
instruments as the Mortgagee may require to implement, confirm, maintain or continue any grant or assignment of
rights in the Development Documents;
(d) All rents, issues and profits arising or issuing from the Land and the Improvements (the
"Rents") including the Rents arising or issuing from all leases, licenses, subleases or any other use or occupancy
agreement now or hereafter entered into covering all or any part of the Land and Improvements (the "Leases"),
all of which Leases and Rents are hereby assigned to the Mortgagee by the Mortgagor. The foregoing assignment
shall include all fees, charges, accounts or other payments for the use or occupancy of rooms and other public
facilities in hotels, motels, or other lodging properties, and all cash or securities deposited under Leases to secure
performance of lessees of their obligations thereunder, whether such cash or securities are to be held until the
expiration of the terms of such leases or applied to one or more installments of rent coming due prior to the
expiration of such terms. The foregoing assignment extends to Rents arising both before and after the
commencement by or against the Mortgagor of any case or proceeding under any Federal or State bankruptcy,
insolvency or similar law, and is intended as an absolute assignment and not merely the granting of a security
interest. The Mortgagor, however, shall have a license to collect, retain and use the Rents so long as no Event of
Default shall have occurred and be continuing or shall exist. The Mortgagor will execute and deliver to the
Mortgagee, on demand, such additional assignments and instruments as the Mortgagee may require to implement,
confirm, maintain and continue the assignment of Rents hereunder;
(e) All proceeds of the conversion, voluntary or involuntary, of any of the foregoing into cash or
liquidated claims; and
-2- Form 21F - PA Rev. 1/02
?l ,nit. Drnt? n7
(f) Without limiting any of the other provisions of this Mortgage, the Mortgagor, as debtor,
expressly grants unto the Mortgagee, as secured party, a security interest in all personal property of the
Mortgagor, including the following, all whether now owned or hereafter acquired or arising and wherever located:
(i) accounts (including health-care-insurance receivables and credit card receivables); (ii) securities entitlements,
securities accounts, commodity accounts, commodity contracts and investment property; (iii) deposit accounts;
(iv) instruments (including promissory notes); (v) documents (including warehouse receipts); (vi) chattel paper
(including electronic chattel paper and tangible chattel paper); (vii) inventory, including raw materials, work in
process, or materials used or consumed in Mortgagor's business, items held for sale or lease or furnished or to be
furnished under contracts of service, sale or lease, goods that are returned, reclaimed or repossessed; (viii) goods
of every nature, including stock-in-trade, goods on consignment, standing timber that is to be cut and removed
under a conveyance or contract for sale, the unborn young of animals, crops grown, growing, or to be grown,
manufactured homes, computer programs embedded in such goods and farm products; (ix) equipment, including
machinery, vehicles and furniture; (x) fixtures; (xi) agricultural liens; (xii) as-extracted collateral; (xiii) letter of
credit rights; (xiv) general intangibles, of every kind and description, including payment intangibles, software,
computer information, source codes, object codes, records and data, all existing and future customer lists, choses
in action, claims (including claims for indemnification or breach of warranty), books, records, patents and patent
applications, copyrights, trademarks, tradenames, tradestyles, trademark applications, goodwill, blueprints,
drawings, designs and plans, trade secrets, contracts, licenses, license agreements, formulae, tax and any other
types of refunds, returned and unearned insurance premiums, rights and claims under insurance policies; (xv) all
supporting obligations of all of the foregoing property; (xvi) all property of the Mortgagor now or hereafter in the
Mortgagee's possession or in transit to or from, or under the custody or control of, the Mortgagee or any affiliate
thereof; (xvii) all cash and cash equivalents thereof; and (xviii) all cash and noncash proceeds (including
insurance proceeds) of all of the foregoing property, all products thereof and all additions and accessions thereto,
substitutions therefor and replacements thereof. The Mortgagor will execute and deliver to the Mortgagee on
demand such financing statements and other instruments as the Mortgagee may require in order to perfect, protect
and maintain such security interest under the Uniform Commercial Code ("UCC") on the aforesaid collateral.
To have and to hold the same unto the Mortgagee, its successors and assigns, forever.
Provided, however, that if the Mortgagor shall pay to the Mortgagee the Obligations, and if the Mortgagor
shall keep and perform each of its other covenants, conditions and agreements set forth herein and in the other
Loan Documents, then, upon the termination of all obligations, duties and commitments of the Mortgagor under
the Obligations and this Mortgage, and subject to the provisions of the paragraph entitled "Survival; Successors
and Assigns", the estate hereby granted and conveyed shall become null and void.
This Mortgage is an "Open-End Mortgage" as set forth in 42 Pa. C.S.A. § 8143 and secures obligations
up to a maximum principal amount of indebtedness outstanding at any time equal to double the face amount of the
Note, plus accrued and unpaid interest, including advances for the payment of taxes and municipal assessments,
maintenance charges, insurance premiums, costs incurred for the protection of the Property or the lien of this
Mortgage, expenses incurred by the Mortgagee by reason of a default or Event of Default (as hereinafter defined)
by the Mortgagor under this Mortgage and advances for the construction, alteration or renovation on the Property
or for any other purpose, together with all other sums due hereunder or secured hereby. All notices to be given to
the Mortgagee pursuant to 42 Pa. C.S.A. § 8143 shall be given as set forth in Section 18.
1. Representations and Warranties. The Mortgagor represents and warrants to the Mortgagee that (i)
the Mortgagor has good and marketable title to an estate in fee simple absolute in the Land and Improvements and
has all right, title and interest in all other property constituting a part of the Property, in each case free and clear of
all liens and encumbrances, except as may otherwise be set forth on Exhibit B hereto and (ii) its name, type of
organization, jurisdiction of organization and chief executive office are as set forth in the heading of this
Mortgage. This Mortgage is a valid and enforceable first lien on the Property (except as set forth on Exhibit B)
and the Mortgagee shall, subject to the Mortgagor's right of possession prior to an Event of Default, quietly enjoy
and possess the Property. The Mortgagor shall preserve such title as it warrants herein and the validity and
-3- Form 21F - PA Rev. 1/02
priority of the lien hereof and shall forever warrant and defend the same to the Mortgagee against the claims of all
persons.
2. Affirmative Covenants. Until all of the Obligations shall have been fully paid, satisfied and
discharged the Mortgagor shall:
(a) Payment and Performance of Obligations. Pay or cause to be paid and perform all
Obligations when due as provided in the Loan Documents.
(b) Legal Requirements. Promptly comply with and conform to all present and future laws,
statutes, codes, ordinances, orders and regulations and all covenants, restrictions and conditions which may be
applicable to the Mortgagor or to any of the Property (the "Legal Requirements").
(c) Impositions. Before interest or penalties are due thereon and otherwise when due, the
Mortgagor shall pay all taxes of every kind and nature, all charges for any easement or agreement maintained for
the benefit of any of the Property, all general and special assessments (including any condominium or planned
unit development assessments, if any), levies, permits, inspection and license fees, all water and sewer rents and
charges, and all other charges and liens, whether of a like or different nature, imposed upon or assessed against
the Mortgagor or any of the Property (the "Impositions"). Within thirty (30) days after the payment of any
Imposition, the Mortgagor shall deliver to the Mortgagee written evidence acceptable to the Mortgagee of such
payment. The Mortgagor's obligations to pay the Impositions shall survive the Mortgagee's taking title to (and
possession of) the Property through foreclosure, deed-in-lieu or otherwise, as well as the termination of the
Mortgage including, without limitation, by merger into a deed.
(d) Maintenance of Security. Use, and permit others to use, the Property only for its present use
or such other uses as permitted by applicable Legal Requirements and approved in writing by the Mortgagee. The
Mortgagor shall keep the Property in good condition and order and in a rentable and tenantable state of repair and
will make or cause to be made, as and when necessary, all repairs, renewals, and replacements, structural and
nonstructural, exterior and interior, foreseen and unforeseen, ordinary and extraordinary, provided, however, that
no structural repairs, renewals or replacements shall be made without the Mortgagee's prior written consent. The
Mortgagor shall not remove, demolish or alter the Property nor commit or suffer waste with respect thereto, nor
permit the Property to become deserted or abandoned. The Mortgagor covenants and agrees not to take or permit
any action with respect to the Property which will in any manner impair the security of this Mortgage or the use of
the Property as set forth in the Loan Documents.
3. Leases. The Mortgagor shall not (a) execute an assignment or pledge of the Rents or the Leases other
than in favor of the Mortgagee; (b) accept any prepayment of an installment of any Rents prior to the due date of
such installment; or (c) enter into or amend any of the terms of any of the Leases without the Mortgagee's prior
written consent. Any or all leases or subleases of all or any part of the Property shall be subject in all respects to
the Mortgagee's prior written consent, shall be subordinated to this Mortgage and to the Mortgagee's rights and,
together with any and all rents, issues or profits relating thereto, shall be assigned at the time of execution to the
Mortgagee as additional collateral security for the Obligations, all in such form, substance and detail as is
satisfactory to the Mortgagee in its sole discretion.
4. Due on Sale Clause. The Mortgagor shall not sell, convey or otherwise transfer any interest in the
Property (whether voluntarily or by operation of law), or agree to do so, without the Mortgagee's prior written
consent, including (a) any sale, conveyance, assignment, or other transfer of (including installment land sale
contracts), or the grant of a security interest in, all or any part of the legal or equitable title to the Property, except
as otherwise permitted hereunder; (b) any lease of all or any portion of the Property; or (c) any sale, conveyance,
encumbrance, assignment, or other transfer of, or the grant of a security interest in, any share of stock of the
Mortgagor, if a corporation, or any partnership interest in the Mortgagor, if a partnership, or any membership
interest, if a limited liability entity, except in favor of the Mortgagee. Any default under this Section shall cause
an immediate acceleration of the Obligations without any demand by the Mortgagee.
-4- Form 21F - PA Rev. 1/02
5. Insurance. The Mortgagor shall keep the Property continuously insured, in an amount not less than
the cost to replace the Property or an amount not less than eighty percent (80%) of the full insurable value of the
Property, whichever is greater, covering such risks and in such amounts as are reasonably satisfactory to the
Mortgagee and its counsel including, without limitation, insurance against loss or damage by fire, with extended
coverage and against other hazards as the Mortgagee may from time to time require. With respect to any property
under construction or reconstruction, the Mortgagor shall maintain builder's risk insurance. The Mortgagor shall
also maintain comprehensive general public liability insurance, in an amount of not less than One Million Dollars
($1,000,000) per occurrence and Two Million Dollars ($2,000,000) general aggregate per location, which
includes contractual liability insurance for the Mortgagor's obligations under the Leases, and worker's
compensation insurance. All property and builder's risk insurance shall include protection for continuation of
income for a period of twelve (12) months, in the event of any damage caused by the perils referred to above. All
policies, including policies for any amounts carried in excess of the required minimum and policies not
specifically required by the Mortgagee, shall be with an insurance company or companies satisfactory to the
Mortgagee, shall be in form satisfactory to the Mortgagee, shall meet all coinsurance requirements of the
Mortgagee, shall be maintained in full force and effect, shall be assigned to the Mortgagee, with premiums
prepaid, as collateral security for payment of the Obligations, shall be endorsed with a standard mortgagee clause
in favor of the Mortgagee and shall provide for at least thirty (30) days notice of cancellation to the Mortgagee.
Such insurance shall also name the Mortgagee as an additional insured under the comprehensive general public
liability policy and the Mortgagor shall also deliver to the Mortgagee a copy of the replacement cost coverage
endorsement. If the Property is located in an area which has been identified by any governmental agency,
authority or body as a flood hazard area or the like, then the Mortgagor shall maintain a flood insurance policy
covering the Property in an amount not less than the original principal amount of the Loan or the maximum limit
of coverage available under the federal program, whichever amount is less.
6. Rizhts of Mortim2ee to Insurance Proceeds. In the event of loss, the Mortgagee shall have the
exclusive right to adjust, collect and compromise all insurance claims, and the Mortgagor shall not adjust, collect
or compromise any claims under said policies without the Mortgagee's prior written consent. Each insurer is
hereby authorized and directed to make payment under said policies, including return of unearned premiums,
directly to the Mortgagee instead of to the Mortgagor and the Mortgagee jointly, and the Mortgagor appoints the
Mortgagee as the Mortgagor's attorney-in-fact to endorse any draft therefor. All insurance proceeds may, at the
Mortgagee's sole option, be applied to all or any part of the Obligations and in any order (notwithstanding that
such Obligations may not then otherwise be due and payable) or to the repair and restoration of any of the
Property under such terms and conditions as the Mortgagee may impose.
7. Installments for Insurance, Taxes and Other Charges. Upon the Mortgagee's request, the
Mortgagor shall pay to the Mortgagee monthly, an amount equal to one-twelfth (1/12) of the annual premiums for
the insurance policies referred to hereinabove and the annual Impositions and any other item which at any time
may be or become a lien upon the Property (the "Escrow Charges"). The amounts so paid shall be used in
payment of the Escrow Charges so long as no Event of Default shall have occurred. No amount so paid to the
Mortgagee shall be deemed to be trust funds, nor shall any sums paid bear interest. The Mortgagee shall have no
obligation to pay any insurance premium or Imposition if at any time the funds being held by the Mortgagee for
such premium or Imposition are insufficient to make such payments. If, at any time, the funds being held by the
Mortgagee for any insurance premium or Imposition are exhausted, or if the Mortgagee determines, in its sole
discretion, that such funds will be insufficient to pay in full any insurance premium or Imposition when due, the
Mortgagor shall promptly pay to the Mortgagee, upon demand, an amount which the Mortgagee shall estimate as
sufficient to make up the deficiency. Upon the occurrence of an Event of Default, the Mortgagee shall have the
right, at its election, to apply any amount so held against the Obligations due and payable in such order as the
Mortgagee may deem fit, and the Mortgagor hereby grants to the Mortgagee a lien upon and security interest in
such amounts for such purpose.
8. Condemnation. The Mortgagor, immediately upon obtaining knowledge of the institution of any
proceedings for the condemnation or taking by eminent domain of any of the Property, shall notify the Mortgagee
of the pendency of such proceedings. The Mortgagee may participate in any such proceedings and the Mortgagor
shall deliver to the Mortgagee all instruments requested by it to permit such participation. Any award or
-5- Form 21F - PA Rev. 1/02
nut rtot.€rnt: t ft
compensation for property taken or for damage to property not taken, whether as a result of such proceedings or
in lieu thereof, is hereby assigned to and shall be received and collected directly by the Mortgagee, and any award
or compensation shall be applied, at the Mortgagee's option, to any part of the Obligations and in any order
(notwithstanding that any of such Obligations may not then be due and payable) or to the repair and restoration of
any of the Property under such terms and conditions as the Mortgagee may impose.
9. Environmental Matters. (a) For purposes of this Section 9, the term "Environmental Laws" shall
mean all federal, state and local laws, regulations and orders, whether now or in the future enacted or issued,
pertaining to the protection of land, water, air, health, safety or the environment. The term "Regulated
Substances" shall mean all substances regulated by Environmental Laws, or which are known or considered to be
harmful to the health or safety of persons, or the presence of which may require investigation, notification or
remediation under the Environmental Laws. The term "Contamination" shall mean the discharge, release,
emission, disposal or escape of any Regulated Substances into the environment.
(b) The Mortgagor represents and warrants (i) that no Contamination is present at, on or under
the Property and that no Contamination is being or has been emitted onto any surrounding property; (ii) all
operations and activities on the Property have been and are being conducted in accordance with all Environmental
Laws, and the Mortgagor has all permits and licenses required under the Environmental Laws; (iii) no
underground or aboveground storage tanks are or have been located on or under the Property; and (iv) no legal or
administrative proceeding is pending or threatened relating to any environmental condition, operation or activity
on the Property, or any violation or alleged violation of Environmental Laws. These representations and
warranties shall be true as of the date hereof, and shall be deemed to be continuing representations and warranties
which must remain true, correct and accurate during the entire duration of the term of this Mortgage.
(c) The Mortgagor shall ensure, at its sole cost and expense, that the Property and the conduct of
all operations and activities thereon comply and continue to comply with all Environmental Laws. The
Mortgagor shall notify the Mortgagee promptly and in reasonable detail in the event that the Mortgagor becomes
aware of any violation of any Environmental Laws, the presence or release of any Contamination with respect to
the Property, or any governmental or third party claims relating to the environmental condition of the Property or
the conduct of operations or activities thereon. The Mortgagor also agrees not to permit or allow the presence of
Regulated Substances on any part of the Property, except for those Regulated Substances (i) which are used in the
ordinary course of the Mortgagor's business, but only to the extent they are in all cases used in a manner which
complies with all Environmental Laws; and (ii) those Regulated Substances which are naturally occurring on the
Property. The Mortgagor agrees not to cause, allow or permit the presence of any Contamination on the Property.
(d) The Mortgagee shall not be liable for, and the Mortgagor shall indemnify, defend and hold
the Mortgagee and all of its officers, directors, employees and agents, and all of their respective successors and
assigns harmless from and against all losses, costs, liabilities, damages, fines, claims, penalties and expenses
(including reasonable attorneys', consultants' and contractors' fees, costs incurred in the investigation, defense
and settlement of claims, as well as costs incurred in connection with the investigation, remediation or monitoring
of any Regulated Substances or Contamination) that the Mortgagee may suffer or incur (including as holder of the
Mortgage, as mortgagee in possession or as successor in interest to the Mortgagor as owner of the Property by
virtue of a foreclosure or acceptance of a deed in lieu of foreclosure) as a result of or in connection with (i) any
Environmental Laws (including the assertion that any lien existing or arising pursuant to any Environmental Laws
takes priority over the lien of the Mortgage); (ii) the breach of any representation, warranty, covenant or
undertaking by the Mortgagor in this Section 9; (iii) the presence on or the migration of any Contamination or
Regulated Substances on, under or through the Property; or (iv) any litigation or claim by the government or by
any third party in connection with the environmental condition of the Property or the presence or migration of any
Regulated Substances or Contamination on, under, to or from the Property.
(e) Upon the Mortgagee's request, the Mortgagor shall execute and deliver an Environmental
Indemnity Agreement satisfactory in form and substance to the Mortgagee, to more fully reflect the Mortgagor's
representations, warranties, covenants and indemnities with respect to the Environmental Laws.
-6- Form 21F - PA Rev. 1/02
.?.. . " .? E nr n r- t t
10. Inspection of Property. The Mortgagee shall have the right to enter the Property at any reasonable
hour for the purpose of inspecting the order, condition and repair of the buildings and improvements erected
thereon, as well as the conduct of operations and activities on the Property. The Mortgagee may enter the
Property (and cause the Mortgagee's employees, agents and consultants to enter the Property), upon prior written
notice to the Mortgagor, to conduct any and all environmental testing deemed appropriate by the Mortgagee in its
sole discretion. The environmental testing shall be accomplished by whatever means the Mortgagee may deem
appropriate, including the taking of soil samples and the installation of ground water monitoring wells or other
intrusive environmental tests. The Mortgagor shall provide the Mortgagee (and the Mortgagee's employees,
agents and consultants) reasonable rights of access to the Property as well as such information about the Property
and the past or present conduct of operations and activities thereon as the Mortgagee shall reasonably request.
11. Events of Default. The occurrence of any one or more of the following events shall constitute an
"Event of Default" hereunder: (a) any Event of Default (as defined in any of the Obligations); (b) any default
under any of the Obligations that does not have a defined set of "Events of Default" and the lapse of any notice or
cure period provided in such Obligations with respect to such default; (c) demand by the Mortgagee under any of
the Obligations that have a demand feature; (d) the Mortgagor's failure to perform any of its obligations under
this Mortgage or under any Environmental Indemnity Agreement executed and delivered pursuant to Section 9(e);
(e) falsity, inaccuracy or material breach by the Mortgagor of any written warranty, representation or statement
made or furnished to the Mortgagee by or on behalf of the Mortgagor; (f) an uninsured material loss, theft,
damage, or destruction to any of the Property, or the entry of any judgment against the Mortgagor or any lien
against or the making of any levy, seizure or attachment of or on the Property; (g) the Mortgagee's failure to have
a mortgage lien on the Property with the priority required under Section 1; (h) any indication or evidence received
by the Mortgagee that the Mortgagor may have directly or indirectly been engaged in any type of activity which,
in the Mortgagee's discretion, might result in the forfeiture of any property of the Mortgagor to any governmental
entity, federal, state or local; (i) foreclosure proceedings are instituted against the Property upon any other lien or
claim, whether alleged to be superior or junior to the lien of this Mortgage; 0) the Mortgagor's failure to pay any
Impositions as required under Section 2(c), or to maintain in full force and effect any insurance required under
Section 5; or (k) the Mortgagor or any other obligor or guarantor of any of the Obligations, shall at any time
deliver or cause to be delivered to the Mortgagee a notice pursuant to 42 Pa. C.S.A. § 8143 (or any successor or
similar law, rule or regulation) electing to limit the indebtedness secured by this Mortgage.
12. Rights and Remedies of Mortgagee. If an Event of Default occurs, the Mortgagee may, at its
option and without demand, notice or delay, do one or more of the following:
(a) The Mortgagee may declare the entire unpaid principal balance of the Obligations, together
with all interest thereon, to be due and payable immediately.
(b) The Mortgagee may (i) institute and maintain an action of mortgage foreclosure against the
Property and the interests of the Mortgagor therein, (ii) institute and maintain an action on any instruments
evidencing the Obligations or any portion thereof, and (iii) take such other action at law or in equity for the
enforcement of any of the Loan Documents as the law may allow, and in each such action the Mortgagee shall be
entitled to all costs of suit and attorneys fees.
(c) The Mortgagee may, in its sole and absolute discretion: (i) collect any or all of the Rents,
including any Rents past due and unpaid, (ii) perform any obligation or exercise any right or remedy of the
Mortgagor under any Lease, or (iii) enforce any obligation of any tenant of any of the Property. The Mortgagee
may exercise any right under this subsection (c), whether or not the Mortgagee shall have entered into possession
of any of the Property, and nothing herein contained shall be construed as constituting the Mortgagee a
"mortgagee in possession", unless the Mortgagee shall have entered into and shall continue to be in actual
possession of the Property. The Mortgagor hereby authorizes and directs each and every present and future tenant
of any of the Property to pay all Rents directly to the Mortgagee and to perform all other obligations of that tenant
for the direct benefit of the Mortgagee, as if the Mortgagee were the landlord under the Lease with that tenant,
immediately upon receipt of a demand by the Mortgagee to make such payment or perform such obligations. The
Mortgagor hereby waives any right, claim or demand it may now or hereafter have against any such tenant by
-7- Form 21F - PA Rev. 1/02
reason of such payment of Rents or performance of obligations to the Mortgagee, and any such payment or
performance to the Mortgagee shall discharge the obligations of the tenant to make such payment or performance
to the Mortgagor.
(d) The Mortgagee shall have the right, in connection with the exercise of its remedies hereunder,
to the appointment of axeceiver to take possession and control of the Property or to collect the Rents, without
notice and without regard to the adequacy of the Property to secure the Obligations. A receiver while in
possession of the Property shall have the right to make repairs and to make improvements necessary or advisable
in its or his opinion to preserve the Property, or to make and keep them rentable to the best advantage, and the
Mortgagee may advance moneys to a receiver for such purposes. Any moneys so expended or advanced by the
Mortgagee or by a receiver shall be added to and become a part of the Obligations secured by this Mortgage.
13. Application of Proceeds. The Mortgagee shall apply the proceeds of any foreclosure sale of, or
other disposition or realization upon, or Rents or profits from, the Property to satisfy the Obligations in such order
of application as the Mortgagee shall determine in its exclusive discretion.
14. Confession of Judgment in Eiectment. At any time after the occurrence of an Event of Default,
without further notice, regardless of whether the Mortgagee has asserted any other right or exercised any other
remedy under this Mortgage or any of the other Loan Documents, it shall be lawful for any attorney of any court
of record as attorney for the Mortgagor to confess judgment in ejectment against the Mortgagor and all persons
claiming under the Mortgagor for the recovery by the Mortgagee of possession of all or any part of the Property,
for which this Mortgage shall be sufficient warrant. If for any reason after such action shall have commenced the
same shall be discontinued and the possession of the Property shall remain in or be restored to the Mortgagor, the
Mortgagee shall have the right upon any subsequent default or defaults to bring one or more amicable action or
actions as hereinbefore set forth to recover possession of all or any part of the Property.
15. Mortgagee's Right to Protect Security. The Mortgagee is hereby authorized to do any one or more
of the following, irrespective of whether an Event of Default has occurred: (a) appear in and defend any action or
proceeding purporting to affect the security hereof or the Mortgagee's rights or powers hereunder; (b) purchase
such insurance policies covering the Property as it may elect if the Mortgagor fails to maintain the insurance
coverage required hereunder; and (c) take such action as the Mortgagee may determine to pay, perform or comply
with any Impositions or Legal Requirements, to cure any Events of Default and to protect its security in the
Property.
16. Appointment of Mortgagee as Attorney-in-Fact. The Mortgagee, or any of its officers, is hereby
irrevocably appointed attorney-in-fact for the Mortgagor (without requiring any of them to act as such), such
appointment being coupled with an interest, to do any or all of the following: (a) collect the Rents after the
occurrence of an Event of Default; (b) settle for, collect and receive any awards payable under Section 8 from the
authorities making the same; and (c) execute, deliver and file, at Mortgagor's sole cost and expense, such
financing, continuation or amendment statements and other instruments as the Mortgagee may require in order to
perfect, protect and maintain its security interest under the UCC on any portion of the Property.
17. Certain Waivers. The Mortgagor hereby waives and releases all benefit that might accrue to the
Mortgagor by virtue of any present or future law exempting the Property, or any part of the proceeds arising from
any sale thereof, from attachment, levy or sale on execution, or providing for any stay of execution, exemption
from civil process or extension of time for payment or any rights of marshalling in the event of any sale hereunder
of the Property, and, unless specifically required herein, all notices of the Mortgagor's default or of the
Mortgagee's election to exercise, or the Mortgagee's actual exercise of any option under this Mortgage or any
other Loan Document.
-8- Form 21F - PA Rev. 1/02
rl4l { n rs [ R f• tl €" x n
18. Notices. All notices, demands, requests, consents, approvals and other communications required or
permitted hereunder ("Notices") must be in writing and will be effective upon receipt. Notices may be given in
any manner to which the parties may separately agree, including electronic mail. Without limiting the foregoing,
first-class mail, facsimile transmission and commercial courier service are hereby agreed to as acceptable methods
for giving Notices. Regardless of the manner in which provided, Notices may be sent to a party's address as set
forth above or to such other address as any party may give to the other for such purpose in accordance with this
section.
19. Further Acts. By its signature hereon, the Mortgagor hereby irrevocably authorizes the Mortgagee
to execute (on behalf of the Mortgagor) and file against the Mortgagor one or more financing, continuation or
amendment statements pursuant to the UCC in form satisfactory to the Mortgagee, and the Mortgagor will pay the
cost of preparing and filing the same in all jurisdictions in which such filing is deemed by the Mortgagee to be
necessary or desirable in order to perfect, preserve and protect its security interests. If required by the Mortgagee,
the Mortgagor will execute all documentation necessary for the Mortgagee to obtain and maintain perfection of its
security interests in the Property. The Mortgagor will, at the cost of the Mortgagor, and without expense to the
Mortgagee, do, execute, acknowledge and deliver all and every such further acts, deeds, conveyances, mortgages,
assignments, notices of assignment, transfers and assurances as the Mortgagee shall, from time to time, require for
the better assuring, conveying, assigning, transferring or confirming unto the Mortgagee the property and rights
hereby mortgaged, or which Mortgagor may be or may hereafter become bound to convey or assign to the
Mortgagee, or for carrying out the intent of or facilitating the performance of the terms of this Mortgage or for
filing, registering or recording this Mortgage. The Mortgagor grants to the Mortgagee an irrevocable power of
attorney coupled with an interest for the purpose of exercising and perfecting any and all rights and remedies
available to the Mortgagee under the Note, this Mortgage, the other Loan Documents, at law or in equity,
including without limitation the rights and remedies described in this paragraph.
20. Changes in the Laws Regarding Taxation. If any law is enacted or adopted or amended after the
date of this Mortgage which deducts the Obligations from the value of the Property for the purpose of taxation or
which imposes a tax, either directly or indirectly, on the Mortgagor or the Mortgagee's interest in the Property,
the Mortgagor will pay such tax, with interest and penalties thereon, if any. If the Mortgagee determines that the
payment of such tax or interest and penalties by the Mortgagor would be unlawful or taxable to the Mortgagee or
unenforceable or provide the basis for a defense of usury, then the Mortgagee shall have the option, by written
notice of not less than ninety (90) days, to declare the entire Obligations immediately due and payable.
21. Documentary Stamps. If at any time the United States of America, any State thereof or any
subdivision of any such State shall require revenue or other stamps to be affixed to the Note or this Mortgage, or
impose any other tax or charge on the same, the Mortgagor will pay for the same, with interest and penalties
thereon, if any.
22. Preservation of Rights. No delay or omission on the Mortgagee's part to exercise any right or
power arising hereunder will impair any such right or power or be considered a waiver of any such right or power,
nor will the Mortgagee's action or inaction impair any such right or power. The Mortgagee's rights and remedies
hereunder are cumulative and not exclusive of any other rights or remedies which the Mortgagee may have under
other agreements, at law or in equity.
23. Me ali. If any provision contained in this Mortgage should be invalid, illegal or unenforceable in
any respect, it shall not affect or impair the validity, legality and enforceability of the remaining provisions of this
Mortgage.
24. Changes in Writing. No modification, amendment or waiver of, or consent to any departure by the
Mortgagor from, any provision of this Mortgage will be effective unless made in a writing signed by the
Mortgagee, and then such waiver or consent shall be effective only in the specific instance and for the purpose for
which given. No notice to or demand on the Mortgagor will entitle the Mortgagor to any other or further notice or
demand in the same, similar or other circumstance.
-9- Form 21F - PA Rev. 1/02
25. Entire Aereement. This Mortgage (including the documents and instruments referred to herein)
constitutes the entire agreement and supersedes all other prior agreements and understandings, both written and
oral, between the Mortgagor and the Mortgagee with respect to the subject matter hereof.
26. Survival; Successors and Assisns. This Mortgage will be binding upon and inure to the benefit of
the Mortgagor and the Mortgagee and their respective heirs, executors, administrators, successors and assigns;
provided, however, that the Mortgagor may not assign this Mortgage in whole or in part without the Mortgagee's
prior written consent and the Mortgagee at any time may assign this Mortgage in whole or in part; and provided,
further, that the rights and benefits under the Paragraphs entitled "Environmental Matters", "Inspection of
Property" and "Indemnity" shall also inure to the benefit of any persons or entities who acquire title or ownership
of the Property from or through the Mortgagee or through action of the Mortgagee (including a foreclosure,
sheriff's or judicial sale). The provisions of Paragraphs entitled "Environmental Matters", "Inspection of
Property" and "Indemnity" shall survive the termination, satisfaction or release of this Mortgage, the foreclosure
of this Mortgage or the delivery of a deed in lieu of foreclosure.
27. Interpretation. In this Mortgage, unless the Mortgagor and Mortgagee otherwise agree in writing,
the singular includes the plural and the plural the singular; words importing any gender include the other genders;
references to statutes are to be construed as including all statutory provisions consolidating, amending or
replacing the statute referred to; the word "or" shall be deemed to include "and/or", the words "including",
"includes" and "include" shall be deemed to be followed by the words "without limitation", references to articles,
sections (or subdivisions of sections) or exhibits are to those of this Mortgage; and references to agreements and
other contractual instruments shall be deemed to include all subsequent amendments and other modifications to
such instruments, but only to the extent such amendments and other modifications are not prohibited by the terms
of this Mortgage. Section headings in this Mortgage are included for convenience of reference only and shall not
constitute a part of this Mortgage for any other purpose. If this Mortgage is executed by more than one party as
Mortgagor, the obligations of such persons or entities will be joint and several.
28. Indemnity. The Mortgagor agrees to indemnify each of the Mortgagee, each legal entity, if any who
controls the Mortgagee and each of their respective directors, officers and employees (the "Indemnified
Parties"), and to hold each Indemnified Party harmless from and against, any and all claims, damages, losses,
liabilities and expenses (including all fees and charges of internal or external counsel with whom any Indemnified
Parry may consult and all expenses of litigation and preparation therefor) which any Indemnified Party may incur
or which may be asserted against any Indemnified Party by any person, entity or governmental authority
(including any person or entity claiming derivatively on behalf of the Mortgagor), in connection with or arising
out of the matters referred to in this Mortgage or in the other Loan Documents, whether (a) arising from or
incurred in connection with any breach of a representation, warranty or covenant by the Mortgagor, or (b) arising
out of or resulting from any suit, action, claim, proceeding or governmental investigation, pending or threatened,
whether based on statute, regulation or order, or tort, or contract or otherwise, before any court or governmental
authority; provided, however, that the foregoing indemnity agreement shall not apply to any claims, damages,
losses, liabilities and expenses solely attributable to an Indemnified Party's gross negligence or willful
misconduct. The indemnity agreement contained in this Section shall survive the termination of this Mortgage,
payment of any Loan and assignment of any rights hereunder. The Mortgagor may participate at its expense in
the defense of any such action or claim.
29. Governing Law and Jurisdiction. This Mortgage has been delivered to and accepted by the
Mortgagee and will be deemed to be made in the State where the Mortgagee's office indicated above is located.
THIS MORTGAGE WILL BE INTERPRETED AND THE RIGHTS AND LIABILITIES OF THE MORTGAGOR AND THE
MORTGAGEE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE WHERE THE MORTGAGEE'S
OFFICE INDICATED ABOVE IS LOCATED, EXCLUDING ITS CONFLICT OF LAWS RULES, EXCEPT THAT THE LAWS
OF THE STATE WHERE THE PROPERTY IS LOCATED (IF DIFFERENT FROM THE STATE WHERE SUCH OFFICE OF
THE MORTGAGEE IS LOCATED) SHALL GOVERN THE CREATION, PERFECTION AND FORECLOSURE OF THE
LIENS CREATED HEREUNDER ON THE PROPERTY OR ANY INTEREST THEREIN. The Mortgagor hereby
irrevocably consents to the exclusive jurisdiction of any state or federal court in the county or judicial district
where the Mortgagee's office indicated above is located; provided that nothing contained in this Mortgage will
-10- Form 21F - PA Rev. 1/02
prevent the Mortgagee from bringing any action, enforcing any award or judgment or exercising any rights
against the Mortgagor individually, against any security or against any property of the Mortgagor within any other
county, state or other foreign or domestic jurisdiction. The Mortgagor acknowledges and agrees that the venue
provided above is the most convenient forum for both the Mortgagee and the Mortgagor. The Mortgagor waives
any objection to venue and any objection based on a more convenient forum in any action instituted under this
Mortgage.
30. Authorization to Obtain Credit Reuorts. By signing below, each Mortgagor who is an individual
provides written authorization to the Mortgagee or its designee (and any assignee or potential assignee hereof)
authorizing review of the Mortgagor's personal credit profile from one or more national credit bureaus. Such
authorization shall extend to obtaining a credit profile in considering the Obligations and subsequently for the
purposes of update, renewal or extension of such credit or additional credit and for reviewing or collecting they
resulting account.
31. Change in Name or Locations. The Mortgagor hereby agrees that if the location of any of the
Property changes from the Land or its chief executive office, or if the Mortgagor changes its name, its type of
organization, its state of organization (if Mortgagor is a registered organization), its principal residence (if
Mortgagor is an individual), its chief executive office (if Mortgagor is a general partnership or non-registered
organization) or establishes a name in which it may do business that is not the current name of the Mortgagor, the
Mortgagor will immediately notify the Mortgagee in writing of the additions or changes.
32. WAIVER OF JURY TRIAL. THE MORTGAGOR IRREVOCABLY WAIVES ANY AND
ALL RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR CLAIM OF
ANY NATURE RELATING TO THIS MORTGAGE, ANY DOCUMENTS EXECUTED IN
CONNECTION WITH THIS MORTGAGE OR ANY TRANSACTION CONTEMPLATED IN ANY OF
SUCH DOCUMENTS. THE MORTGAGOR ACKNOWLEDGES THAT THE FOREGOING WAIVER
IS KNOWING AND VOLUNTARY.
The Mortgagor acknowledges that it has read and understood all the provisions of this Mortgage, including
the waiver of jury trial, and has been advised by counsel as necessary or appropriate.
WITNESS the due execution hereof as a document under seal, as of the date first written above, with the intent to
be legally bound hereby.
WITNESS / ATTEST:
By:
Name: l'
Title:
ALTIERI ENTERPRISES, INC.,
a Maryland corporation
'
BY:
Name: L1. ) Art"
Title:
- 11 - Form 21F - PA Rev. 1/02
DV!n'?f.nrn..r6F
CERTIFICATE OF RESIDENCE
The undersigned certifies that the residence of the Mortgagee is:
PNC Bank, N.A.
4242 Carlisle Pike
Camp Hill, PA 17011
Attention: Karen M. George, Vice President.
-12- Form 21F - PA Rev. 1/02
CO OF 4-?IA )
!r j
, ss:
COUNTY OF On On this the 106' da of November, 2005 before me, a Notary Public, the undersigned officer, personally
appeared who acknowledged himself to be the
F9 Fj- u -W; 3 M"4 V- ? of Altieri Enterprises, Inc., a Maryland corporation, and
that he, in such capacity, being authorized to do so, executed the foregoing instrument for the purposes therein
contained by signing on behalf of said corporation.
IN WITNESS WHEREOF, I hereunto set my hand and official seal.
Aa:-ow
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No lic
My commission expires: J&wce'7 2,00
Form 21F - PA Rev. 1/02
PW I Q*1f1 DE nr, 1 Q
EXHIBITS
A. Legal Description
B. Permitted Encumbrances
21f-pa-p.doc
Form 21F - PA Rev. 1/02
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ALL THAT CERTAIN piece or parcel of land, situate in Silver Spring Township,
Cumberland County, Pennsylvania, bounded and described in accordance with a survey and plan
made by R. J. Fisher & Associates, Inc., dated January 16, 2003, as follows:
BEGINNING at a point on the northern right-of-way line of Mulberry Drive at the
southern corner of Lot No. 38 as shown on the hereinafter mentioned Plan of Lots; thence along said
Lot No. 38 North 54 degrees 57 minutes 27 seconds West, a distance of 1091.59 feet to a point;
thence North 35 degrees 23 minutes 54 seconds East, a distance of 764.86 feet to a point; thence
South 55 degrees 20 minutes 27 seconds East, a distance of 891.00 feet to a point; thence North 41
degrees 49 minutes 24 seconds East, a distance of 548.67 feet to a point; thence North 51 degrees
50 minutes 49 seconds East, a distance of 504.27 feet to a point; thence South 34 degrees 47 minutes
58 seconds East, a distance of 525.31 feet to a point on the northern right-of-way line of Mulberry
Drive; thence along said right-of-way line of Mulberry Drive South 58 degrees 26 minutes 18
seconds West, a distance of 616.45 feet to a point; thence continuing along Mulberry Drive by a
curve having a radius of 300.00 feet and an arc length of 136.64 feet to a point; thence continuinf4
South 32 degrees 20 minutes 32 seconds West, a distance of 189.22 feet to a point; thence by a curve
having a radius of 595.00 feet and an arc length of 149.65 feet to a point; thence South 46 degrees
45 minutes 12 seconds West, a distance of 133.67 feet to a point; thence by a curve having a radius
of 125.00 feet and an arc length of 64.88 feet to a point; thence South 75 degrees 12 minutes 57
seconds West, a distance of 159.59 feet to a point; thence by a curve having a radius of 155.00 feet
and an arc length of 76.66 feet to a point; thence South 46 degrees 52 minutes 44 seconds West, a
distance of 102.75 feet to a point; thence South 46 degrees 52 minutes 44 seconds West, a distance
of 103.84 feet to a point; thence South 48 degrees 32 minutes 33 seconds West, a distance of 4.71
feet to a point, said point being the Place of BEGINNING.
The subject property is being conveyed by a perimeter boundary description, but this
conveyance is not intended to merge the lots or street rights-of-way or in any other manner negate
or undo the affect of the Foxwood Plan and the existence of the lots and street rights-of-way as
separately subdivided parcels.
BEING Lot No. 2 and a portion of Lot No. 1 on the north side of Mulberry Drive
as shown in subdivision plan done for Almeda S. Ward and recorded in Plan Book 69, Page 126.
BEING all of the area encompassed by Lot Nos. 1 through 38 on the
Preliminary/Final Subdivision Plan for Foxwood recorded in Plan Book 90, Page 18.
BEING THE SAME premises which Edward J. Ward, Marilyn W. Pomroy and
Beverly L. Rowe, personal representatives of the Estate of Almeda S. Ward, deceased and Beverly
L. Rowe and Charles E. Rowe, her husband, in their individual capacities, by their deed dated
December 23, 2004 and recorded January 3, 2005 in the Office of the Recorder of Deeds in and for
Cumberland County, Pennsylvania in Deed Book 266, Page 4858, granted and conveyed unto
Eastern Communities Limited Partnership, a Pennsylvania Limited Partnership, GRANTOR herein.
TOGETHER with all and singular the buildings, improvements, ways, woods,
waters, watercourses, rights, liberties, privileges, hereditaments and appurtenances to the same
belonging or in anywise appertaining; and the reversion and reversions, remainder and remainders,
rents, issues and profits thereof, and of every part and parcel thereof; AND ALSO all the estate,
right, title, interest, 'use, possession, property, claim and demand whatsoever of the Grantor both in
law and in equity, of, in and to the premises herein described and every part and parcel thereof with
the appurtenances. TO HAVE AND TO HOLD all and singular the premises herein described
together with the hereditaments and appurtenances unto the Grantee and to the Grantee's proper use
and benefit forever.
I Certify this to be recorded
an Cumberland County PA
° Recorder of Deeds
Exhibit C
Tax Parcel No. 38-08-0565-010
Assignment of Mortgage
PNC BANK, NATIONAL ASSOCIATION (the "Assignor"), the Mortgagee named in
the Mortgage described below (or the successor, by merger or change of name, to the original
Mortgagee named below), for and in consideration of the sum of ONE DOLLAR ($1.00), lawful
money of the United States of America, paid to it by TRIPLE CROWN CORPORATION,
INC. (the "Assignee"), the receipt of which is hereby acknowledged, has granted, bargained,
sold, assigned, transferred and set over, and by these presents does grant, bargain, sell, assign,
transfer and set over unto the Assignee "as-is" and without recourse, representation or warranty
of any kind whatsoever, all of the Assignor's right, title and interest in and to that certain
mortgage instrument dated as of November 10, 2005, executed and given by Alfieri
Enterprises, Inc. to PNC Bank National Association, to secure the payment of the original
principal sum of Three Million Seven Hundred Ninety Thousand and 00/100 Dollars
($3,790,000), and recorded in the Office of the Recorder of Deeds of Cumberland County,
Pennsylvania, in Record Book 1934, Page 506, and being secured by all that certain land,
together with any improvements thereto, situate in Silver Spring Township in said County and
State, and more particularly described in said Mortgage; and also the Notes thereby intended to
be secured, and all monies, whether principal, interest or otherwise, due and to become due
thereon, subject to the limitations set forth in the Assignment of Loan Documents of even date
herewith between Assignor and Assignee.
TO HAVE, HOLD, RECEIVE AND TAKE, all and singular the hereditaments and premises
hereby and thereby granted, described and assigned, or mentioned and intended so to be, with the
appurtenances, unto the Assignee to and for its proper use and benefit forever.
WITNESS the due execution hereof as of this/a day of August, 2009.
PNC BANK, NATIONAL ASSOCIATION
W
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Brett A. ertoli
Assistant Vice President
COMMONWEALTH OF PENNSYLVANIA
COUNTY OF LANCASTER
ss:
On this, the a_ day of August, 2009, before me, a Notary Public, the undersigned
officer, personally appeared Brett A. Bertoli, who acknowledged himself/herself to be the
Assistant Vice President of PNC BANK, NATIONAL ASSOCIATION, and that he/she, as such
officer, being authorized to do so, executed the foregoing instrument for the purposes therein
contained by signing on behalf of said bank as such officer.
IN WITNESS WHEREOF, I hereunto set my hand and official seal.
C?'UYLe.? ' -7
Notary Public
My commission ex ires,
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The address of the within-named Assignee is:
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12e-pa-p.doc
5351 Jaycee Avenue
BEGINNING at a point on the northern right-of-way line of Mulberry Drive at the
southern comer of Lot No. 38 as shown on the hereinafter mentioned Plan of Lots; thence along said
Lot No. 38 North 54 degrees 57 minutes 27 seconds West; a distance of 1091.59 feet to a point;
thence North 35 degrees 23 minutes 54 seconds East, a distance of 764.86 feet to a point; thence
South 55 degrees 20 minutes 27 seconds East, a distance of 891.00 feet to a point; thence North 41
degrees 49 minutes 24 seconds East, a distance of 548.67 feet to a point; thence North 51 degrees
50 minutes 49 seconds East, a distance of 504.27 feet to a point; thence South 34 degrees 47 minutes
58 seconds East, a distance of 525.31 feet to a point on the northern right-of-way line of Mulberry
Drive; thence along said right-of-way line of Mulberry Drive South 58 degrees 26 minutes 18
seconds West, a distance of 616.45 feet to a point; thence continuing along Mulberry Drive by a
curve having a radius of 300.00 feet and an are length of 136.64 feet to a point; thence continuinp-
South 32 degrees 20 minutes 32 seconds West, a distance of 189.22 feet to a point; thence by a curve
having a radius of 595.00 feet and an arc length of 149.65 feet to a point; thence South 46 degrees
45 minutes 12 seconds West, a distance of 133.67 feet to a point; thence by a curve having a radius
of 125.00 feet and an arc length of 64.88 feet to a point; thence South 75 degrees 12 minutes 57
seconds West, a distance of 159.59 feet to a point; thence by a curve having a radius of 155.00 feet
and an arc length of 76.66 feet to a point; thence South 46 degrees 52 minutes 44 seconds West, a
distance of 102.75 feet to a point; thence South 46 degrees 52 minutes 44 seconds West, a distance
of 103.84 feet to a point; thence South 48 degrees 32 minutes 33 seconds West, a distance of 4.71
feet to a point, said point being the Place of BEGINNING.
The subject property is being conveyed by a perimeter boundary description, but this
conveyance is not intended to merge the lots or street rights-of-way or in any other manner negate
or undo the affect of the Foxwood Plan and the existence of the lots and street rights-of-way as
separately subdivided parcels.
BEING Lot No. 2 and a portion of Lot No. 1 on the north side of Mulberry Drive
as shown in subdivision plan done for Almeda S. Ward and recorded in Plan Book 69, Page 126.
BEING all of the area encompassed by Lot Nos. 1 through 38 on the
Preliminary/Final Subdivision Plan for Foxwood recorded in Plan Book 90, Page 18, excluding
outsales, leaving the remaining parcels described in Exhibit "B" attached hereto.
BEING THE SAME premises which Edward J. Ward, Marilyn W. Pomroy and
Beverly L. Rowe, personal representatives of the Estate of Almeda S. Ward, deceased and Beverly
L. Rowe and Charles E. Rowe, her husband, in their individual capacities, by their deed dated
December 23, 2004 and recorded January 3, 2005 in the Office of the Recorder of Deeds in and for
Cumberland County, Pennsylvania in Deed Book 266, Page 4858, granted and conveyed unto
Eastern Communities Limited Partnership, a Pennsylvania Limited Partnership, GRANTOR herein.
TOGETHER with all and singular the buildings, improvements, ways, woods,
waters, watercourses, rights, liberties, privileges, hereditaments and appurtenances to the same
belonging or in anywise appertaining; and the reversion and reversions, remainder and remainders,
rents, issues and profits thereof, and of every part and parcel thereof; AND ALSO all the estate,
right, title, interest, 'use, possession, property, claim and demand whatsoever of the Grantor both in
law and in equity, of, in and to the premises herein described and every part and parcel thereof with
the appurtenances. TO HAVE AND TO HOLD all and singular the premises herein described
together with the hereditaments and appurtenances unto the Grantee and to the Grantee's proper use
and benefit forever.
OU. 19 3 4 PG { Cam! /6r.T /? f
EXHIBIT `B"
BEING the following tax parcel numbers:
38-08-0565-010
38-08-0565-096
38-08-0565-097
38-08-0565-098
38-08-0565-099
38-08-0565-101
38-08-0565-102
38-08-0565-103
38-08-0565-104
38-08-0565-105
38-08-0565-106
38-08-0565-107
38-08-0565-108
38-08-0565-109
38-08-0565-110
38-08-0565-111
38-08-0565-112
38-08-0565-113
38-08-0565-114
38-08-0565-115
38-08-0565-116
38-08-0565-117
38-08-0565-118
38-08-0565-119
38-08-0565-120
38-08-0565-121
38-08-0565-122
38-08-0565-124
38-08-0565-125
38-08-0565-126
38-08-0565-127
38-08-0565-128
38-08-0565-129
38-08-0565-130
38-08-0565-132
ROBERT P. ZIEGLER
RECORDER OF DEEDS
CUMBERLAND COUNTY
1 COURTHOUSE SQUARE
CARLISLE, PA 17013
717-240-6370
Instrument Number - 200929204
Recorded On 8/19/2009 At 12:15:22 PM
* Instrument Type - ASSIGNMENT OF MORTGAGE
Invoice Number - 50715 User ID - RAK
* Mortgagor - ALTIERI ENTERPRISES INC
* Mortgagee - PNC BANK N A
* Customer - SERRATELLI SCHIFFMAN
* FEES
STATE WRIT TAX $0.50
STATE JCS/ACCESS TO $10.00
JUSTICE
RECORDING FEES - $11.50
RECORDER OF DEEDS
PARCEL CERTIFICATION $350.00
FEES
COUNTY ARCHIVES FEE $2.00
ROD ARCHIVES FEE $3.00
TOTAL PAID $377.00
* Total Pages - 5
Certification Page
DO NOT DETACH
This page is now part
of this legal document.
I Certify this to be recorded
in Cumberland County PA
RECORDER O D DS
* - Information denoted by an asterisk may change during
the verification process and may not be reflected on this page.
00" Cz
Exhibit D
i. ,
Committed Line Of Credit Note
(Multi-Rate Options)
$1,300,000
November 10, 2005
FOR VALUE RECEIVED, ALTIERI ENTERPRISES, INC., a Maryland corporation (the "Borrower"), with
an address at 9017 Red Branch Road, Suite 201, Columbia, MD 21045promises to pay to the order of PNC
BANK, NATIONAL ASSOCIATION (the `Bank"), in lawful money of the United States of America in
immediately available funds at its offices located at 4242 Carlisle Pike, Camp Hill, Pennsylvania 17011, or at
such other location as the Bank may designate from time to time, the principal sum of ONE MILLION THREE
HUNDRED THOUSAND DOLLARS ($1,300,000) (the "Facility") or such lesser amount as may be advanced
to or for the benefit of the Borrower hereunder, together with interest accruing on the outstanding principal
balance from the date hereof, all as provided below.
1. Advances. The Borrower may request advances, repay and request additional advances hereunder until
the Maturity Date, subject to the terms and conditions of this Note and the Loan Documents (as hereinafter
defined). The "Maturity Date" shall mean November 10, 2009. The aggregate unpaid principal amount of
advances under this Note shall not exceed the face amount of this Note and the aggregate principal amount of all
advances under this Note shall not exceed $$6,971,696.
2. Rate of Interest. Each advance outstanding under this Note will bear interest at a rate or rates per annum
as may be selected by the Borrower from the interest rate options set forth below (each, an "Option"):
(i) Base Rate Option. A rate of interest per annum which is at all times equal to (A) the Prime Rate
("Base Rate"). For purposes hereof, the term "Prime Rate" shall mean the rate publicly announced by the Bank
from time to time as its prime rate. The Prime Rate is determined from time to time by the Bank as a means of
pricing some loans to its borrowers. The Prime Rate is not tied to any external rate of interest or index, and does
not necessarily reflect the lowest rate of interest actually charged by the Bank to any particular class or category
of customers. If and when the Prime Rate changes, the rate of interest with respect to any advance to which the
Base Rate Option applies will change automatically without notice to the Borrower, effective on the date of any
such change. There are no required minimum interest periods for advances bearing interest under the Base Rate
Option.
(ii) LIBOR Option. A rate per annum equal to (A) LIBOR plus (B) Two Hundred Fifty (250) basis
points (2.50%), for the applicable LIBOR Interest Period.
For purposes hereof, the following terms shall have the following meanings:
"Business Day" shall mean any day other than a Saturday or Sunday or a legal holiday on which
commercial banks are authorized or required by law to be closed for business in Camp Hill, Pennsylvania.
"LIBOR" shall mean, with respect to any advance to which the LIBOR Option applies for the applicable
LIBOR Interest Period, the interest rate per annum determined by the Bank by dividing (the resulting
quotient rounded upwards, if necessary, to the nearest 1/100th of 1%) (i) the rate of interest determined by
the Bank in accordance with its usual procedures (which determination shall be conclusive absent
manifest error) to be the eurodollar rate two (2) Business Days prior to the first day of such LIBOR
Interest Period for an amount comparable to such advance and having a borrowing date and a maturity
comparable to such LIBOR Interest Period by (ii) a number equal to 1.00 minus the LIBOR Reserve
Percentage.
rod
jA S
PNCBANC
Form 8B - DE & PA (COY) Rev. 1/02
"LIBOR Interest Period" shall mean, as to any advance to which the LIBOR Option applies, the period
of one (1), two (2) or three (3) months as selected by the Borrower in its notice of borrowing or notice of
conversion, as the case may be, commencing on the date of disbursement of an advance (or the date of
conversion of an advance to the LIBOR Option, as the case may be) and each successive period selected
by the Borrower thereafter; row ded that. (i) if a LIBOR Interest Period would end on a day which is not
a Business Day, it shall end on the next succeeding Business Day unless such day falls in the next
succeeding calendar month in which case the LIBOR Interest Period shall end on the next preceding
Business Day, (ii) the Borrower may not select a LIBOR Interest Period that would end on a day after the
Maturity Date, and (iii) any LIBOR Interest Period that begins on the last Business Day of a calendar
month (or a day for which there is no numerically corresponding day in the last calendar month of such
LIBOR Interest Period) shall end on the last Business Day of the last calendar month of such LIBOR
Interest Period.
"LIBOR Reserve Percentage" shall mean the maximum effective percentage in effect on such day as
prescribed by the Board of Governors of the Federal Reserve System (or any successor) for determining
the reserve requirements (including, without limitation, supplemental, marginal and emergency reserve
requirements) with respect to eurocurrency funding (currently referred to as "Eurocurrency liabilities").
LIBOR shall be adjusted with respect to any advance to which the LIBOR Option applies on and as of the
effective date of any change in the LIBOR Reserve Percentage. The Bank shall give prompt notice to the
Borrower of LIBOR as determined or adjusted in accordance herewith, which determination shall be conclusive
absent manifest error.
If the Bank determines (which determination shall be final and conclusive) that, by reason of circumstances
affecting the eurodollar market generally, deposits in dollars (in the applicable amounts) are not being offered to
banks in the eurodollar market for the selected term, or adequate means do not exist for ascertaining LIBOR, then
the Bank shall give notice thereof to the Borrower. Thereafter, until the Bank notifies the Borrower that the
circumstances giving rise to such suspension no longer exist, (a) the availability of the LIBOR Option shall be
suspended, and (b) the interest rate for all advances then bearing interest under the LIBOR Option shall be
converted at the expiration of the then current LIBOR Interest Period(s) to the Base Rate.
In addition, if, after the date of this Note, the Bank shall determine (which determination shall be final and
conclusive) that any enactment, promulgation or adoption of or any change in any applicable law, rule or
regulation, or any change in the interpretation or administration thereof by a governmental authority, central bank
or comparable agency charged with the interpretation or administration thereof, or compliance by the Bank with
any guideline, request or directive (whether or not having the force of law) of any such authority, central bank or
comparable agency shall make it unlawful or impossible for the Bank to make or maintain or fund loans based on
LIBOR, the Bank shall notify the Borrower. Upon receipt of such notice, until the Bank notifies the Borrower
that the circumstances giving rise to such determination no longer apply, (a) the availability of the LIBOR Option
shall be suspended, and (b) the interest rate on all advances then bearing interest under the LIBOR Option shall be
converted to the Base Rate either (i) on the last day of the then current LIBOR Interest Period(s) if the Bank may
lawfully continue to maintain advances based on LIBOR to such day, or (ii) immediately if the Bank may not
lawfully continue to maintain advances based on LIBOR.
The foregoing notwithstanding, it is understood that the Borrower may select different Options to apply
simultaneously to different portions of this Note and may select up to five (5) different interest periods to apply
simultaneously to different portions of this Note, including the Base Rate Option. Interest hereunder will be
calculated based on the actual number of days that principal is outstanding over a year of 360 days. In no event
will the rate of interest hereunder exceed the maximum rate allowed by law.
3. Interest Rate Election. Subject to the terms and conditions of this Note, at the end of each interest
period applicable to any advance, the Borrower may renew the Option applicable to such advance or convert such
advance to a different Option; provided that, during any period in which any Event of Default (as hereinafter
-2- Form 8B - DE & PA (COJ) Rev. 1/02
defined) has occurred and is continuing, any advances bearing interest under the LIBOR Option shall, at the
Bank's sole discretion, be converted at the end of the applicable LIBOR Interest Period to the Base Rate and the
LIBOR Option will not be available to Borrower with respect to any new advances (or with respect to the
conversion or renewal of any existing advances) until such Event of Default has been cured by the Borrower or
waived by the Bank. The Borrower shall notify the Bank of each election of an Option, each conversion from one
Option to another, the amount of the advances then outstanding to be allocated to each Option and where relevant
the interest periods therefor. In the case of converting to the LIBOR Option, such notice shall be given at least
three (3) Business Days prior to the commencement of any LIBOR Interest Period. If no interest period is
specified in any such notice for which the resulting advance is to bear interest under the LIBOR Option, the
Borrower shall be deemed to have selected a LIBOR Interest Period of one month's duration. If no notice of
election, conversion or renewal is timely received by the Bank with respect to any advance, the Borrower shall be
deemed to have elected the Base Rate Option. Any such election shall be promptly confirmed in writing by such
method as the Bank may require.
4. Payment Terms. The Borrower shall pay accrued interest on the unpaid principal balance of this Note in
arrears: (a) on the 1" day of each month during the term hereof, and (b) for all advances, at maturity, whether by
acceleration of this Note or otherwise, and after maturity, on demand until paid in full. Such interest payments,
up to the sum of $75,000, shall be funded from an interest reserve established pursuant to the terms of the
Agreement. After such interest reserve is depleted, Borrower shall pay all payments due hereunder. Additionally,
upon the sale of each home in the Project (as defined in the Agreement), Borrower shall make principal payments
in an amount equal to the amount advanced for each home, or such an amount that will equate to full repayment
of the Loan on the Maturity Date, as reasonably determined by the Bank. All outstanding principal and accrued
interest hereunder shall be due and payable in full on the Maturity Date.
If any payment under this Note shall become due on a Saturday, Sunday or public holiday under the laws of the
State where the Bank's office indicated above is located, such payment shall be made on the next succeeding
Business Day and such extension of time shall be included in computing interest in connection with such
payment. The Borrower hereby authorizes the Bank to charge the Borrower's deposit account at the Bank for any
payment when due hereunder. Payments received will be applied to charges, fees and expenses (including
attorneys' fees), accrued interest and principal in any order the Bank may choose, in its sole discretion.
S. Late Payments, Default Rate. If the Borrower fails to make any payment of principal, interest or other
amount coming due pursuant to the provisions of this Note within fifteen (15) calendar days of the date due and
payable, the Borrower also shall pay to the Bank a late charge equal to the lesser of five percent (5%) of the
amount of such payment or $100.00 (the "Late Charge"). Such fifteen (15) day period shall not be construed in
any way to extend the due date of any such payment. Upon maturity, whether by acceleration, demand or
otherwise, and at the Bank's option upon the occurrence of any Event of Default (as hereinafter defined) and
during the continuance thereof, each advance outstanding under this Note shall bear interest at a rate per annum
(based on the actual number of days that principal is outstanding over a year of 360 days) which shall be three
percentage points (3%) in excess of the interest rate in effect from time to time under this Note but not more than
the maximum rate allowed by law (the "Default Rate"). The Default Rate shall continue to apply whether or not
judgment shall be entered on this Note. Both the Late Charge and the Default Rate are imposed as liquidated
damages for the purposes of defraying the Bank's expenses incident to the handling of delinquent payments, but
are in addition to, and not in lieu of, the Bank's exercise of any rights and remedies hereunder, under the other
Loan Documents or under applicable law, and any fees and expenses of any agents or attorneys which the Bank
may employ. In addition, the Default Rate reflects the increased credit risk to the Bank of carrying a loan that is
in default. The Borrower agrees that the Late Charge and Default Rate are reasonable forecasts of just
compensation for anticipated and actual harm incurred by the Bank, and that the actual harm incurred by the Bank
cannot be estimated with certainty and without difficulty.
6. Prepayment. The Borrower shall have the right to prepay any advance hereunder at any time and from
time to time, in whole or in part; subject, however, to payment of any break funding indemnification amounts
owing pursuant to paragraph 8 below.
-3- Form 8B - DE & PA (CO.n Rev. 1/02
•416
7. Yield Protection. Break Fundin¢ Indemnification. The Borrower shall pay to the Bank on written
demand therefor, together with the written evidence of the justification therefor, all direct costs incurred, losses
suffered or payments made by Bank by reason of any change in law or regulation or its interpretation imposing
any reserve, deposit, allocation of capital, or similar requirement (including without limitation, Regulation D of
the Board of Governors of the Federal Reserve System) on the Bank, its holding company or any of their
respective assets. In addition, the Borrower agrees to indemnify the Bank against any liabilities, losses or
expenses (including, without limitation, loss of margin, any loss or expense sustained or incurred in liquidating or
employing deposits from third parties, and any loss or expense incurred in connection with funds acquired to
effect, fund or maintain any advance (or any part thereof) bearing interest under the LIBOR Option which the
Bank sustains or incurs as a consequence of either (i) the Borrower's failure to make a payment on the due date
thereof, (ii) the Borrower's revocation (expressly, by later inconsistent notices or otherwise) in whole or in part of
any notice given to Bank to request, convert, renew or prepay any advance bearing interest under the LIBOR
Option [or the As Offered Rate Option, or (iii) the Borrower's payment or prepayment (whether voluntary, after
acceleration of the maturity of this Note or otherwise) or conversion of any advance bearing interest under the
LIBOR Option on a day other than the last day of the applicable LIBOR Interest Period. A notice as to any
amounts payable pursuant to this paragraph given to the Borrower by the Bank shall, in the absence of manifest
error, be conclusive and shall be payable upon demand. The Borrower's indemnification obligations hereunder
shall survive the payment in full of the advances and all other amounts payable hereunder.
8. Other Loan Documents. This Note is issued in connection with a Construction Loan Agreement (the
"Agreement") between the Borrower and the Bank, dated on or before the date hereof, and the other agreements
and documents executed and/or delivered in connection therewith or referred to therein, the terms of which are
incorporated herein by reference (as amended, modified or renewed from time to time, collectively the "Loan
Documents"), and is secured by the property (if any) described in the Loan Documents and by such other
collateral as previously may have been or may in the future be granted to the Bank to secure this Note.
9. Events of Default. The occurrence of any of the following events will be deemed to be an "Event of
Default" under this Note: (i) the nonpayment of any principal, interest or other indebtedness under this Note
when due; (ii) the occurrence of any event of default or any default and the lapse of any notice or cure period, or
any Obligor's failure to observe or perform any covenant or other agreement, under or contained in any Loan
Document or any other document now or in the future evidencing or securing any debt, liability or obligation of
any Obligor to the Bank; (iii) the filing by or against any Obligor of any proceeding in bankruptcy, receivership,
insolvency, reorganization, liquidation, conservatorship or similar proceeding (and, in the case of any such
proceeding instituted against any Obligor, such proceeding is not dismissed or stayed within 30 days of the
commencement thereof, provided that the Bank shall not be obligated to advance additional funds hereunder
during such period); (iv) any assignment by any Obligor for the benefit of creditors, or any levy, garnishment,
attachment or similar proceeding is instituted against any property of any Obligor held by or deposited with the
Bank; (v) a default with respect to any other indebtedness of any Obligor for borrowed money, if the effect of
such default is to cause or permit the acceleration of such debt; (vi) the commencement of any foreclosure or
forfeiture proceeding, execution or attachment against any collateral securing the obligations of any Obligor to the
Bank; (vii) the entry of a final judgment against any Obligor and the failure of such Obligor to discharge the
judgment within ten (10) days of the entry thereof; (viii) any material adverse change in any Obligor's business,
assets, operations, financial condition or results of operations; (ix) any Obligor ceases doing business as a going
concern; (x) any representation or warranty made by any Obligor to the Bank in any Loan Document or any other
documents now or in the future evidencing or securing the obligations of any Obligor to the Bank, is false,
erroneous or misleading in any material respect; (xi) if this Note or any guarantee executed by any Obligor is
secured, the failure of any Obligor to provide the Bank with additional collateral if in the Bank's opinion at any
time or times, the market value of any of the collateral securing this Note or any guarantee has depreciated below
that required pursuant to the Loan Documents or, if no specific value is so required, then in an amount deemed
material by the Bank; (xii) the revocation or attempted revocation, in whole or in part, of any guarantee by any
Obligor; or (xiii) the death, incarceration, indictment or legal incompetency of any individual Obligor or, if any
Obligor is a partnership or limited liability company, the death, incarceration, indictment or legal incompetency of
-4- Form 8B - DE & PA (CO.n Rev. 1/02
a•
0
any individual general partner or member. As used herein, the term "Obligor" means any Borrower and any
guarantor of, or any pledgor, mortgagor or other person or entity providing collateral support for, the Borrower's
obligations to the Bank existing on the date of this Note or arising in the future.
Upon the occurrence of an Event of Default: (a) the Bank shall be under no further obligation to make advances
hereunder; (b) if an Event of Default specified in clause (iii) or (iv) above shall occur, the outstanding principal
balance and accrued interest hereunder together with any additional amounts payable hereunder shall be
immediately due and payable without demand or notice of any kind; (c) if any other Event of Default shall occur,
the outstanding principal balance and accrued interest hereunder together with any additional amounts payable
hereunder, at the Bank's option and without demand or notice of any kind, may be accelerated and become
immediately due and payable; (d) at the Bank's option, this Note will bear interest at the Default Rate from the
date of the occurrence of the Event of Default; and (e) the Bank may exercise from time to time any of the rights
and remedies available under the Loan Documents or under applicable law.
10. Power to Confess Judgment. The Borrower hereby empowers any attorney of any court of record,
after the occurrence of any Event of Default hereunder, to appear for the Borrower and, with or without
complaint filed, confess judgment, or a series of judgments, against the Borrower in favor of the Bank or
any holder hereof for the entire principal balance of this Note, all accrued interest and all other amounts
due hereunder, together with costs of suit and an attorney's commission of the greater of 10% of such
principal and interest or $1,000 added as a reasonable attorney's fee, and for doing so, this Note or a copy
verified by affidavit shall be a sufficient warrant. The Borrower hereby forever waives and releases all
errors in said proceedings and all rights of appeal and all relief from any and all appraisement, stay or
exemption laws of any state now in force or hereafter enacted. Interest on any such judgment shall accrue
at the Default Rate.
No single exercise of the foregoing power to confess judgment, or a series of judgments, shall be deemed to
exhaust the power, whether or not any such exercise shall be held by any court to be invalid, voidable, or
void, but the power shall continue undiminished and it may be exercised from time to time as often as the
Bank shall elect until such time as the Bank shall have received payment in full of the debt, interest and
costs. Notwithstanding the attorney's commission provided for in the preceding paragraph (which is
included in the warrant for purposes of establishing a sum certain), the amount of attorneys' fees that the
Bank may recover from the Borrower shall not exceed the actual attorneys' fees incurred by the Bank.
11. Rieht of Setoff. In addition to all liens upon and rights of setoff against the Borrower's money, securities
or other property given to the Bank by law, the Bank shall have, with respect to the Borrower's obligations to the
Bank under this Note and to the extent permitted by law, a contractual possessory security interest in and a
contractual right of setoff against, and the Borrower hereby grants the Bank a security interest in, and hereby
assigns, conveys, delivers, pledges and transfers to the Bank, all of the Borrower's right, title and interest in and
to, all of the Borrower's deposits, moneys, securities and other property now or hereafter in the possession of or
on deposit with, or in transit to, the Bank or any other direct or indirect subsidiary of The PNC Financial Services
Group, Inc., whether held in a general or special account or deposit, whether held jointly with someone else, or
whether held for safekeeping or otherwise, excluding, however, all IRA, Keogh, and trust accounts. Every such
security interest and right of setoff may be exercised without demand upon or notice to the Borrower. Every such
right of setoff shall be deemed to have been exercised immediately upon the occurrence of an Event of Default
hereunder without any action of the Bank, although the Bank may enter such setoff on its books and records at a
later time.
12. Indemnity. The Borrower agrees to indemnify each of the Bank, each legal entity, if any, who controls,
is controlled by or is under common control with the Bank, and each of their respective directors, officers and
employees (the "Indemnified Parties"), and to hold each Indemnified Party harmless from and against any and
all claims, damages, losses, liabilities and expenses (including all fees and charges of internal or external counsel
with whom any Indemnified Party may consult and all expenses of litigation and preparation therefor) which any
Indemnified Party may incur or which may be asserted against any Indemnified Party by any person, entity or
-5- Form 8B - DE & PA (COJ) Rev. 1/02
r ? u a~
governmental authority (including any person or entity claiming derivatively on behalf of the Borrower), in
connection with or arising out of or relating to the matters referred to in this Note or in the other Loan Documents
or the use of any advance hereunder, whether (a) arising from or incurred in connection with any breach of a
representation, warranty or covenant by the Borrower, or (b) arising out of or resulting from any suit, action,
claim, proceeding or governmental investigation, pending or threatened, whether based on statute, regulation or
order, or tort, or contract or otherwise, before any court or governmental authority; provided, however, that the
foregoing indemnity agreement shall not apply to any claims, damages, losses, liabilities and expenses solely
attributable to an Indemnified Party's gross negligence or willful misconduct. The indemnity agreement contained
in this Section shall survive the termination of this Note, payment of any advance hereunder and the assignment
of any rights hereunder. The Borrower may participate at its expense in the defense of any such action or claim.
13. Miscellaneous. All notices, demands, requests, consents, approvals and other communications required
or permitted hereunder ("Notices") must be in writing (except as may be agreed otherwise above with respect to
borrowing requests) and will be effective upon receipt. Notices may be given in any manner to which the parties
may separately agree, including electronic mail. Without limiting the foregoing, first-class mail, facsimile
transmission and commercial courier service are hereby agreed to as acceptable methods for giving Notices.
Regardless of the manner in which provided, Notices may be sent to a party's address as set forth above or to such
other address as any party may give to the other for such purpose in accordance with this paragraph. No delay or
omission on the Bank's part to exercise any right or power arising hereunder will impair any such right or power
or be considered a waiver of any such right or power, nor will the Bank's action or inaction impair any such right
or power. The Bank's rights and remedies hereunder are cumulative and not exclusive of any other rights or
remedies which the Bank may have under other agreements, at law or in equity. No modification, amendment or
waiver of, or consent to any departure by the Borrower from, any provision of this Note will be effective unless
made in a writing signed by the Bank, and then such waiver or consent shall be effective only in the specific
instance and for the purpose for which given. The Borrower agrees to pay on demand, to the extent permitted by
law, all costs and expenses incurred by the Bank in the enforcement of its rights in this Note and in any security
therefor, including without limitation reasonable fees and expenses of the Bank's counsel. If any provision of this
Note is found to be invalid, illegal or unenforceable in any respect by a court, all the other provisions of this Note
will remain in full force and effect. The Borrower and all other makers and indorsers of this Note hereby forever
waive presentment, protest, notice of dishonor and notice of non-payment. The Borrower also waives all defenses
based on suretyship or impairment of collateral. If this Note is executed by more than one Borrower, the
obligations of such persons or entities hereunder will be joint and several. This Note shall bind the Borrower and
its heirs, executors, administrators, successors and assigns, and the benefits hereof shall inure to the benefit of the
Bank and its successors and assigns; provided, however, that the Borrower may not assign this Note in whole or
in part without the Bank's written consent and the Bank at anytime may assign this Note in whole or in part.
This Note has been delivered to and accepted by the Bank and will be deemed to be made in the State where the
Bank's office indicated above is located. THIS NOTE WILL BE INTERPRETED AND THE RIGHTS AND
LIABILITIES OF THE BANK AND THE BORROWER DETERMINED IN ACCORDANCE WITH THE LAWS OF THE
STATE WHERE THE BANK'S OFFICE INDICATED ABOVE IS LOCATED, EXCLUDING ITS CONFLICT OF LAWS
RULES. The Borrower hereby irrevocably consents to the exclusive jurisdiction of any state or federal court in the
county or judicial district where the Bank's office indicated above is located; provided that nothing contained in
this Note will prevent the Bank from bringing any action, enforcing any award or judgment or exercising any
rights against the Borrower individually, against any security or against any property of the Borrower within any
other county, state or other foreign or domestic jurisdiction. The Borrower acknowledges and agrees that the
venue provided above is the most convenient forum for both the Bank and the Borrower. The Borrower waives
any objection to venue and any objection based on a more convenient forum in any action instituted under this
Note.
14. WAIVER OF JURY TRIAL. THE BORROWER IRREVOCABLY WAIVES ANY AND ALL RIGHTS THE
BORROWER MAY HAVE TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR CLAIM OF ANY NATURE
RELATING TO THIS NOTE, ANY DOCUMENTS EXECUTED IN CONNECTION WITH THIS NOTE OR ANY
-6- Form 8B - DE & PA (COJ) Rev. 1/02
f .4 . ? s'
TRANSACTION CONTEMPLATED IN ANY OF SUCH DOCUMENTS. THE BORROWER ACKNOWLEDGES THAT THE
FOREGOING WAIVER IS KNOWING AND VOLUNTARY.
THE BORROWER ACKNOWLEDGES THAT IT HAS READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS
NOTE, INCLUDING THE CONFESSION OF JUDGMENT AND THE WAIVER OF JURY TRIAL, AND HAS BEEN
ADVISED BY COUNSEL AS NECESSARY OR APPROPRIATE.
WITNESS the due execution hereof as a document under seal, as of the date first written above, with the intent to
be legally bound hereby.
BORROWER:
WITNESS / ATTEST:
By:?
Name:
Title:
ALTIERI ENTERPRISES, INC.,
a Maryland corporation
By:
Name:
Title:
8b-dp-p.doc
A, Ll
-7- Form 8B - DE & PA (COJ) Rev. 1/02
?- „. +'0
$1,300,000 Line of Credit Note dated November 10, 2005
Altieri Enterprises, Inc., to PNC Bank, National Association
PAY TO THE ORDER OF TRIPLE CROWN CORPORATION, INC.,
"AS-IS", WITHOUT RECOURSE TO OR REPRESENTATION OR
WARRANTY OF ANY KIND BY THE UNDERSIGNED, EXCEPT
AS PROVIDED IN THE ASSIGNMENT OF LOAN DOCUMENTS
OF EVEN DATE HEREWITH
PNC BANK, NATIONAL ASSOCIATION
By: AV P
BrettA. Bertoli
Assistant Vice President
Date: August 17, 2009
•„
FILED-OFFICE
OF THIE I'"^O"r c ?0'"! 0, TARY
2009 AUG 25 PM 1: 51
CUM k-,UJN?
F'E=IN tiSYLVA IA
c;2 led
a 7f- ??o
IN THE COURT OF COMMON PLEAS OF CUM ERLAND COUNTY, PENNSYLVANIA
CIVIL DIVISION
PRAECIPE FOR WRIT OF EXECUTION
Capttion:(? ( : Confessed Judgment
IR) ?"LE q-CY ??efCF N ? Other
c
ne No- 14-7
Amount Duey 5/3 0 l.?
Interest '7 7a Jr
CX-V15?S/ )FX" Atty's Comm
Costs
TO THE PROTHONOTARY OF THE SAID COURT:
The undersigned hereby certifies that the below does not arise out of a retail '
contract, or account based on a confession of ' installment sale,
t, but if it does, it is based on the appropriate original
Proceeding filed pursuant to act 7 of 1966 aaJamended;- and
amended. for real property pursuant to Act 6 4f 2974 as
Issue writ of execution in the above matter to the sheriff of QpaF EeL4 \LD
County, for debt, interest and costs, upon the following described property of the defendant (s)
PRAECIPE FOR ATTACHMENT EXECUTION
Issue writ of attachment to the Sheriff of
and costs, as above, directing attachment against the above-named garnish
ee(Co'w'' for debt, interest
(if real estate, supply six copies of the description, supply four copies of 1 s) for the following property
euBtbY Personalty list)
and all other property of the defendant(s) in the possession, custody or control of the said garnishee(s).
??!(IInddiicate) Index this writ against the garnishee (s) as a 1'
deflendant(s) described Date ;? in the attached exhibit.
Signature:
Print Name:
Address:
Attorney for:
Telephone:
pendens against real estate of the
:20 ?O 1-)NC F Q- 'Va PV?.????. cQorvn/
70 - r?-10
Supreme Court ID No: `?O?Q'
F1LEt-ur" 1C
OF ? P?? 1 = 3t TARY
2009 AUG 25 PM 2: 1
U" ?? LJ 'JI-JUNTY
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-------------- ------
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6
Steven J. Schiff nan, Esquire
Attorney ID No. 25488
Merritt C. Reitzel, Esquire
Attorney ID No. 92069
SERRATELLI, SCHIFFMAN, BROWN &
CALHOON P.C.
2080 Linglestown Road, Suite 201
Harrisburg, PA 17110-9670
(717) 540-9170
TRIPLE CROWN CORPORATION, INC.,
Plaintiff
IN THE COURT OF COMMON PLEAS OF
CUMBERLAND COUNTY, PENNSYLVANIA
V.
ALTIERI ENTERPRISES, INC., ; NO C?
Defendant
AFFIDAVIT PURSUANT TO RULE 3129.1
I, Merritt C. Reitzel, Esquire, attorney for Triple Crown Corporation, Inc., plaintiff in the
above action, set forth as of the date the Praecipe for the Writ of Execution was filed the
following information concerning a certain tract of real property located in Silver Spring
Township, Cumberland County, Pennsylvania, being more fully described in the legal
description attached hereto:
1. Name and address of owner(s) or reputed owner(s):
Altieri Enterprises, Inc.
1700 Westgate Drive
York, PA 17315
2. Name and address of defendant(s) in the iudament:
Altieri Enterprises, Inc.
1700 Westgate Drive
York, PA 17315
3. Name and address of every iudgment creditor whose iudament is a record lien on the
real property to be sold: -
John Myers & Sons, Inc.
2200 Monroe Street
York, Pennsylvania
John Myers & Sons, Inc
c/o Jeffrey Lobach, Esq.
126 East King Street
Lancaster, PA 17602
Mackley, Inc.
6 West Market Street
Hellam, PA 17406
Rees Griffiths, Esq.
135 North George Street
York, PA 17401
Builder Services Group, Inc.
American Baltimore Homes Insulation
2312 Eskow Avenue
Baltimore, MD 21227
Evan Pappas, Esq.
SHUMAKER WILLIAMS, P.C.
PO BOX 88
Harrisburg, PA 17108
Lezzer Holdings, Inc.
332 Schofield Street
Curwensville, PA 16833
Elizabeth Dupuis, Esq.
328 Innovation Blvd, Suite 200
State College, PA 16803
84 Lumber Co.
1019 Route 519, Bldg. #2
Eighty Four, PA 15330
Mid-Atlantic Materials, Inc.
6813 Quad Avenue
Baltimore, MD 21237
Larry Miller, Esq.
1423 State Road
Duncannon, PA 17020
2
Gary & Michelle Stover
311 Liberty Court
Mechanicsburg, PA 17050
Ronald L. Finck, Esq.
3401 North Front Street
PO Box 5950
Harrisburg, PA 17110-0959
Scott A. Phillips
Phillips Masonry
c/o John M. Ogden, Esq.
34 North Queen Street
York, PA 17403
Ritner Steel, Inc.
131 Stover Drive
Carlisle, PA 17015
Anthony W. Parker, Esq.
300 North Second Street, 10th Floor
PO Box 62003
Harrisburg, PA 17106-2003
Biscon Land Surveying Co, Inc.
c/o Jeffrey C. Clark, Esq.
508 North Second Street
Harrisburg, PA 17108-0845
Paul W. Minnich, Esq.
100 East Market Street
PO Box 15012
York, PA 17405-7012
4. Name and address of the last recorded holder of eve mort a e of record:
Triple Crown Corporation, Inc.,
as Assignee of PNC Bank, N.A.
5351 Jaycee Avenue
Harrisburg, PA 17112
5. Name and address of every other person who has any record lien on the proverty:
Name
Address
3
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:
Altieri Enterprises, Inc.
9744 Cypressmede Drive
Ellicott City, MD 21043
Altieri Enterprises, Inc.
9017 Red Branch Road, Suite 105
Columbia, MD 21045
Daren B. Altieri
15301 Farm View Court
Woodbine, MD 21797
Greig G. Altieri
15255 Ridge Hunt Drive
Woodbine, MD 21797
Frank D. Altieri
2904 Summer Hill Drive
West Friendship, MD 21794
7. Name and address of every Derson of whom the plaintiff has knowledge who has any
interest in the property which may be affected by the sale:
Tom York, Esq.
York Legal Group
3511 North Front Street
Harrisburg, PA 17110
Ruth Gross
19 Hunt Place
Mechanicsburg, PA 17050
Kurt & Elizabeth Stelzer
3 Foxwood Blvd.
Mechanicsburg, PA 17050
Eugene Rohrbaugh II
2 Hunt Place
Mechanicsburg, PA 17050
Tax Claim Bureau
One Courthouse Square
4
Carlisle, PA 17013
Commonwealth of PA
Dept of Public Welfare
PO Box 2675
Harrisburg, PA 17105
Cumberland County
Domestic Relations Office
PO Box 320
Carlisle, PA 17013
Commonwealth of PA
Inheritance Tax Office
1400 Spring Garden St.
Philadelphia, PA 19130
Dept of Revenue
Inheritance Tax Division
6'h Floor, Strawberry Square
Dept # 280601
Harrisburg, PA 17128
Dept of Public Welfare
Estate Recovery Program
Willow Oak Building, PO Box 8486
Harrisburg, PA 17105-8486
IRS-Technical Support
Green Federal Building
Room 3259, 600 Arch St.
Philadelphia, PA 19106
I verify that the statements made in this affidavit are true and correct to the best of my
personal knowledge or information and belief. I understand that false statements herein are
made subject to the penalties of 18 Pa.C.S. § 4904 relati#g to unsown falsification to authorities.
2q
Da
Merritt C. Reitzel, Esq.
Attorney for Plaintiff
5
BEGINNING at a point on the northern right-of-way line of Mulberry Drive at the
southern comer of Lot No. 38 as shown on the hereinafter mentioned Plan of Lots; thence along said
Lot No. 38 North 54 degrees 57 minutes 27 seconds West, a distance of 1091.59 feet to a point;
thence North 35 degrees 23 minutes 54 seconds East, a distance of 764.86 feet to a point; thence
South 55 degrees 20 minutes 27 seconds East, a distance of 891.00 feet to a point; thence North 41
degrees 49 minutes 24 seconds East, a distance of 548.67 feet to a point; thence North 51 degrees
50 minutes 49 seconds East, a distance of 504.27 feet to a point; thence South 34 degrees 47 minutes
58 seconds East, a distance of 525.31 feet to a point on the northern right-of-way line of Mulberry
Drive; thence along said right-of-way line of Mulberry Drive South 58 degrees 26 minutes 18
seconds West, a distance of 616.45 feet to a point; thence continuing along Mulberry Drive by a
curve having a radius of 300.00 feet and an arc length of 136.64 feet to a point; thence continuing
South 32 degrees 20 minutes 32 seconds West, a distance of 189.22 feet to a point; thence by a curve
having a radius of 595.00 feet and an arc length of 149.65 feet to a point; thence South 46 degrees
45 minutes 12 seconds West, a distance of 133.67 feet to a point; thence by a curve having a radius
of 125.00 feet and an are length of 64.88 feet to a point; thence South 75 degrees 12 minutes 57
seconds West, a distance of 159.59 feet to a point; thence by a curve having a radius of 155.00 feet
and an arc length of 76.66 feet to a point; thence South 46 degrees 52 minutes 44 seconds West, a
distance of 102.75 feet to a point; thence South 46 degrees 52 minutes 44 seconds West, a distance
of 103.84 feet to a point; thence South 48 degrees 32 minutes 33 seconds West, a distance of 4.71
feet to a point, said point being the Place of BEGINNING.
The subject property is being conveyed by a perimeter boundary description, but this
conveyance is not intended to merge the lots or street rights-of-way or in any other manner negate
or undo the affect of the Foxwood Plan and the existence of the lots and street rights-of-way as
separately subdivided parcels.
BEING Lot No. 2 and a portion of Lot No. 1 on the north side of Mulberry Drive
as shown in subdivision plan done for Almeda S. Ward and recorded in Plan Book 69, Page 126.
BEING all of the area encompassed by Lot Nos. 1 through 38 on the
Preliminary/Final Subdivision Plan for Foxwood recorded in Plan Book 90, Page 18, excluding
outsales, leaving the remaining parcels described in Exhibit "B" attached hereto.
BEING THE SAME premises which Edward J. Ward, Marilyn W. Pomroy and
Beverly L. Rowe, personal representatives of the Estate of Almeda S. Ward, deceased and Beverly
L. Rowe and Charles E. Rowe, her husband, in their individual capacities, by their deed dated
December 23, 2004 and recorded January 3, 2005 in the Office of the Recorder of Deeds in and for
Cumberland County, Pennsylvania in Deed Book 266, Page 4858, granted and conveyed unto
Eastern Communities Limited Partnership, a Pennsylvania Limited Partnership, GRANTOR herein.
TOGETHER with all and singular the buildings, improvements, ways, woods,
waters, watercourses, rights, liberties, privileges, hereditaments and appurtenances to the same
belonging or in anywise appertaining; and the reversion and reversions, remainder and remainders,
rents, issues and profits thereof, and of every part and parcel thereof, AND ALSO all the estate,
right, title, interest, use, possession, property, claim and demand whatsoever of the Grantor both in
law and in equity, of, in and to the premises herein described and every part and parcel thereof with
the appurtenances. TO HAVE AND TO HOLD all and singular the premises herein described
together with the hereditaments and appurtenances unto the Grantee and to the Grantee's proper use
and benefit forever.
EX M1T "B"
BEING the following tax parcel numbers:
38-08-0565-010
38-08-0565-096
38-08-0565-097
38-08-0565-098
38-08-0565-099
38-08-0565-101
38-08-0565-102
38-08-0565-103
38-08-0565-104
38-08-0565-105
38-08-0565-106
38-08-0565-107
38-08-0565-108
38-08-0565-109
38-08-0565-110
38-08-0565-111
38-08-0565-112
38-08-0565-113
38-08-0565-114
38-08-0565-115
38-08-0565-116
38-08-0565-117
38-08-0565-118
38-08-0565-119
38-08-0565-120
38-08-0565-121
38-08-0565-122
38-08-0565-124
38-08-0565-125
38-08-0565-126
38-08-0565-127
38-08-0565-128
38-08-0565-129
38-08-0565-130
38-08-0565-132
FILED-OFFICE
OF THE F `0Tt;{-,?,oTARf
2009 AUG 215 Pty 2: 06
Steven J. Schiffman, Esquire
Attorney ID No. 25488
Merritt C. Reitzel, Esquire
Attorney ID No. 92069
SERRATELLI, SCHIFFMAN, BROWN &
CALHOON P.C.
2080 Linglestown Road, Suite 201
Harrisburg, PA 17110-9670
(717) 540-9170
TRIPLE CROWN CORPORATION, INC.,
Plaintiff
V.
ALTIERI ENTERPRISES, INC.,
Defendant
IN THE COURT OF COMMON PLEAS OF
CUMBERLAND COUNTY, PENNSYLVANIA
NOTICE UNDER RULE 2958.3 OF JUDGMENT AND
EXECUTION THEREON
NOTICE OF DEFENDANT'S RIGHTS
TO: Altieri Enterprises, Inc.
1700 Westgate Drive
York, PA 17315
A judgment in the amount of $3,722,640.14 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 court has issued a writ of execution that directs the sheriff to
take your money or other property owned by you to pay the judgment.
If your money or property has been taken, you have the right to get the
money or property back if you did not voluntarily, intelligently, and knowingly
give up your constitutional right to notice and hearing prior to the entry of
judgment or if you have defenses or other valid objections to the judgment.
You have a right to a prompt court hearing if you claim that you did not
voluntarily, intelligently, and knowingly give up your rights to notice and hearing
prior to the entry of the judgment. If you wish to exercise this right, you must
immediately fill out and sign the petition to strike the judgment that accompanies
the writ of execution and deliver it to the sheriff of Cumberland County at the
IN
Cumberland County Courthouse, located at One Courthouse Square, Carlisle,
Pennsylvania.
IT IS IMPORTANT THAT YOU ACT PROMPTLY. IT WILL BE
TOO LATE TO REGAIN YOUR PROPERTY IF YOU WAIT
UNTIL AFTER THE PROPERTY HAS BEEN SOLD BY THE
SHERIFF OR TURNED OVER TO THE PLAINTIFF.
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:
Cumberland County Bar Association
32 South Bedford Street
Carlisle, PA 17013
1-800-990-9108
717-249-3166
Attorney for Plaintiff
TRIPLE CROWN CORPORATION, INC., IN THE COURT OF COMMON PLEAS OF
Plaintiff CUMBERLAND COUNTY, PENNSYLVANIA
V.
NO.
ALTIERI ENTERPRISES, INC.,
Defendant
PETITION TO STRIKE JUDGMENT
REQUEST FOR A PROMPT HEARING
I hereby certify that I did not voluntarily, intelligently, and knowingly give up my right to
notice and hearing prior to the entry of judgment. I petition the court to strike the judgment on
this ground and request a prompt hearing on this issue.
I verify that the above statements are true and correct. I understand that false statements
herein are made subject to the penalties of 18 Pa.C.S.. § 4904 relating to unworn falsification to
authorities.
Notice of the hearing should be given to me at:
Name
Street Address
City, State, Zip Code
Telephone Number
Dated:
Signature
FILED- tJt rl
4F THE PR
?°T?`? TARY
2009 AUG 25 PM 2: a 6
Cl?P1, 4 u?N?
WRIT OF EXECUTION and/or ATTACHMENT
COMMONWEALTH OF PENNSYLVANIA)
COUNTY OF CUMBERLAND)
N02009-5847 Civil
CIVIL ACTION - LAW
TO THE SHERIFF OF CUMBERLAND COUNTY:
To satisfy the debt, interest and costs due Triple Crown Corporation Plaintiff (s)
From Altieri Enterprises, Inc.
(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$3,184,513.64
Interest $191,772.85
Atty's Comm % $337,628.65
Atty Paid $54.00
Plaintiff Paid
Date: August 25, 2009
(Seal)
L.L. $.50
Due Prothy $2.00
Other Costs $8,725.00
Curti . Long, P o
By:
Deputy
REQUESTING PARTY:
Name Merritt Reitzel, Esq.
Address: 2080 Linglestown Rd., Suite 201
Harrisburg, PA 17110-9670
Attorney for: Triple Crown
Telephone: 717-540-9170
Supreme Court ID No. 92069
•
Steven J. Schiffinan, Esquire
Attorney ID No. 25488
Merritt C. Reitzel, Esquire
Attorney ID No. 92069
SERRATELLI, SCHIFFMAN, BROWN &
CALHOON P.C.
2080 Linglestown Road, Suite 201
Harrisburg, PA 17110-9670
(717) 540-9170
TRIPLE CROWN CORPORATION, INC.,
Plaintiff
v.
ALTIERI ENTERPRISES, INC.,
Defendant
IN THE COURT OF COMMON PLEAS OF
CUMBERLAND COUNTY, PENNSYLVANIA
NO. 2009-5847
CERTIFICATE OF SERVICE
I, Merritt C. Reitzel, Esquire, attorney for the Plaintiff in the within matter, hereby certify
that the following documents were served upon Defendant Altieri Enterprises, Inc. on or about
October 15, 2009:
1. Certified copy of Writ of Execution
2. Notice of entry of judgment pursuant to Rule 236
3. Notice Under Rule 2958.3 of Judgment and Execution Thereon
4. Confession of Judgment
5. Complaint in Confession of Judgment
6 Notice Pursuant to 42 Pa. C. S. 3 2737.1
7. Notice of Sheriff's Sale of Real Estate Pursuant to Pa. R. C. P. 3129.1
Substituted personal service of the foregoing documents was made by a competent adult
in the manner prescribed by Pa.R.Civ.P 402(a) upon the Maryland State Department of
Assessments and Taxation (SDAT), as evidenced by the returns of service attached hereto.
As Defendant is an entity organized under the corporate laws of Maryland, and is in
violation of that state's statutory provision requiring designation and maintenance of a resident
agent, the SDAT is authorized to accept substituted service on Defendant's behalf. See Md.
Code, Corporations and Associations ? 2-108; Maryland Rule of Procedure § 2-124.
Respectfully submitted,
SERRATELLI, SCHIFFMAN,
BROWN & CALHOQN, P.C.
Merritt C. Reitzel, F
Attorney ID #92069
Steven J. Schiffman, Esq.
Attorney ID #25488
2080 Linglestown Road, Suite 201
Harrisburg, PA 17110
Phone: (717) 540-9170
Fax: (717) 540-5481
Attorneys for Plaintiff
Date: October 26, 2009
NHE: U '9Z U0 3WII 03AMH
PROOF OF SERVICE
ERVED DATE
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SERVED ON (PRINT NAME) " MANNER OF SERVICE
SERVED 8Y (PR NT NAME) TITLE
Investigator
DECLARATION OF SERVER
1 declare under penalty of perjury under the laws of the United States of America
that the foregoing information containted in the Proof of Servcle Is true and correct.
Executed on: oc-l /,5. -z'00 T IS`/
DATE
aa/c?i94 .
SIGNATURE OF SERVE
P.O. Box 129, Marysville, PA 17053
ADDRESS OF SERVER
Rule 45, Federal Roles of Civil Proeedran, Pam C dh n'.
(a) P1mmcncw OF Pta'RSONS SC7mar TO SuBhoBNAB.
(1) A party or an attorney respoesiblo for the treasure grid service of a
sobpa- shall talcs aesaottabls slaps toaVold mmsxMng undue bwdoo ev otpettso trial be Votomandad to travel fivm tiny a" p1wo wh2An rho stem is vMca elm
on apeons"Jeorrothatsobpoeoa. TbocourtookAtalfot'whichthegapeson trial to held, or
was iaared sbsll ad6rati rhli ddty etid isoposenpon did patty orattomoy inbnwA
of this &toy m apptopofate rewd- which wary ladw* but to not limbed to, lost (tit) requires disobsureotpdVlleged Ot other ptotaotadmatr4reod
(W) subjects a person to undtco burden.
(Z) (A)Apanoacommanded toproduceandperwitinipecdonandcopying
of designated books, papers, dbosaencr or tensible chit`s, or Inspection of
ptemiscsnaedaoiappa.rinpatwn as tba phoetofPcoducdonotJhftpecdonualoes
command" to appear for daposirloo, hearing or trial.
(d) Subject to parsWsph (d) (2) of this rule, a person oommanded to
Prc4uee and Parrett. 6veetiori and copying may, within 14 days after service of
aubposos or betbte the dm speciftvd nor coerpliauee if such time is Uas Man 14
days dker seMC4, save npon the party or attorney designated in the subpoena
written OW-e- to iospeetion orcopyingofsa "roll oftim designated materials
or of tim premises. If oWeetion Is -d% the patty serving the subpoena shall not
be eadded to Inapeotand copy roslGdals or Inspect ratepremisea eneptpuraoant
to Ali order of the court by whick the iubpoeaa was tamed. If objection bu been
maede, the petty h"D4 Me A¦bWena may. ripen notice w Me person aommi 4ded
to prwdlree. MOVE at any dmo for sa order w compel the prodrwtioa Such aq
order to'eomply production 9011 protect any person who id trot a patty or err
officer Of a parry fi"om aignMGW eupense resulting them ft Inspection end
copying commulded.
(B) If a subpoena : '
(0 requites diseba re of s trade secrbc ix a%w oonfidwdel
reseemb, dovolopment or oomtnero W bdarr oatim or
(11) reguttas disdosme of an umetsine t expert's opinion or
ta5om2adon not describing speoRiic avaafs or occuarco cea In dispute and tesultlag
Prom, the expwt's study made not at due request of aqy peaty, of
(Ili) reQttir?ea ¦ person vrlw is roe n pwfir os sn at5crr oYa patty ao
mcwt substantial expean to travel more don 100 mike to atteod vial, the court
mW i<o protect a person subject to or of eawd by the sobpoens, quash or modify
the s6bpoona, or, if the parry to who behalf the subpocr t is issued Brows a
svbstLo isl need for the Uedraery or rauttrial that cannot be othaverhe met
wnhow undue herdxhip and anotue Utah die person to where due subpoena is
¦ddrassed ¦ M be ta¦aonably compcosated, the oDw may orda appearance or
production only upon specW*d conditions.
(d) DtrM 04 RBSPONDINO TO RMPOBNA.
(3) (A) On. timely iaodon, the court by Which a subpoena was issued shall
quash or modify the subpoena if it
(1) fails to allow reasonable time far cormliance,
(n7 requires a ponton who is not a party or an of6cor of a party to
travel to a place more then 100 tulles froth the Piero where that person resides, is
ernployed or ragulerly asnsaets buAueea in person, arcapt.that, subject to *c
provisions of elauae (c) (3) (B) (iii) of this rule, such it pcnon may In order to
aaaod .
(1) A pawn respondbw to a subpoena to produce doeummu shall ptodocs
them as they rile kept in the asuw course of business or abail organise ad hnbal
them to correspond with the ootogorim in the domand.
(2) Wheat h tbrmation subject to a m*posaa is withheld on a elaint that It is
privileged "Subject to protection as trial propustloa materials, the claim shall be
mado atpmsaly and shall bt suppottad by a description of rho namm of the
doeomants, oonrratrAlc`ariona. or 0"pnotproduced thatis snffide Otto cuabkdw
to mademeading Party to oanrsot the claim.
.State of Maryland
Department of
Assessments and Taxation
Charter Division
Date: 10/16/2009
SERRATELLI, SCHIFFMAN, BROWN & CALHOON, PC
TRIPLE CROWN CORPORATION, INC.
2080 LINGLESTOWN ROAD, SUITE 201
HARRISBURG PA 17110-9670
THIS LETTER IS TO CONFIRM ACCEPTANCE OF THE FOLLOWING FILING:
PLAINTIFF NAME
TYPE OF REQUEST
DATE RECEIVED
TIME RECEIVED
RECORDING FEE
SOP NUMBER
CUSTOMER ID.
WORK ORDER NUMBER
TRIPLE CROWN CORPORATION, INC.
SERVICE OF PROCESS
10/16/2009
11:24 A.M.
$50.00
00014228
0002340764
0001783802
Martin O'Malley
Governor
C. John Sullivan, Jr.
Director
Paul B. Anderson
Administrator
PLEASE VERIFY THE INFORMATION CONTAINED IN THIS LETTER. NOTIFY THIS DEPARTMENT
IN WRITING IF ANY INFORMATION IS INCORRECT. INCLUDE THE CUSTOMER ID AND THE WORK
ORDER NUMBER ON ANY INQUIRIES.
Charter Division
Baltimore Metro Area (410) 767-1350
Outside Metro Area (888) 246-5941
301 West Preston Street-Room 801-Baltimore, Maryland 21201-2395
Telephone (410)767-4950/Toll free in Maryland (888)246-5941
MRS (Maryland Relay Service) (800)735-2258 TT'/Voice- Fax (410)333-7097
Wohvit'...,,.,u, 4,t ctnta _d -
0006078559
CACCPT
FlLEi}?i=r3t;?
OF THE °POTYNOTARY
2009 OCT 28 PH 2* 4 8
Gl,VI i vim'
Sheriffs Office of Cumberland County
r`.r T
R Thomas Kline -;
,Y
Sheriff
Ronny R Anderson °
Chief Deputy v
Jody S Smith `
?:,r
Civil Process Sergeant= -F
Edward L Schorpp
Solicitor
Triple Crown Corporation, Inc. Case Number
vs.
Altieri Enterprises Inc 2009-5847
SHERIFF'S RETURN OF SERVICE
08/25/2009 R. Thomas Kline, Sheriff who being duly sworn according to law states that he made a diligent search and
inquiry for the within named defendant, to wit: Altieri Enterprises, Inc., but was unable to locate them in
his bailiwick. He therefore deputized the Sheriff of York County, PA to serve the within Complaint and
Notice according to law.
09/02/2009 York County Return: And now, September 2, 2009 I, Richard P. Keuerleber, Sheriff of York County,
Pennsylvania, do hereby certify and return, that I made diligent search and inquiry for Altieri Enterprises
Inc. the defendant named in the within Complaint and that I am unable to find her in the County of Dauphir
and therefore return same NOT FOUND. Request for service at 1700 Westgate Drive York, PA 17315 is
a vacant lot.
SHERIFF COST: $37.00
October 28, 2009
SO ANSWERS,
R THOMAS KLINE, SHERIFF
COUNTY OF YORIl r
OFFICE OF THE SHERIFF
45 N. GEORGE ST., YORK, PA 17401
SERVICE CALL
(717) 771-9601
SHERIFF SERVICE INSTRUCTIONS
PROCESS RECEIPT and AFFIDAVIT OF RETURN PLEASE TYPE ONLY LIVE 1 THRU 12
DO NOT DETACH ANY COPES
1 PLAINTIFF/S/ TRIPLE CROWN CORPORATION, INC.
3. DEFENDANTS/ ALTIERI ENTERPRISES, INC.
2 COURT NUMBER 2009-5847
v. 1 irC'Jr "- w"'-""-'-' CONF U -rUDN 1VMOVE
COMPLAINT AND NOTICE 1VV1
SERVE 5 NAME OF INDIVIDUAL, COMPANY, CORPORATION, ETC TO SERVE OR DESCRIPTION OF PROPERTY TO BE LEVIED, ATTACHED, UR SULD
ALTIERI ENTERPRISES, INC.
6 ADDRESS (STREET OR RFO WITH BOX NUMBER, APT NO, CITY, BORO. TWP. STATE AND ZIP CODE)
1:768 .lT["T/'TTL"Di4140 C
AT ` w ? rri 1/J1J ? Lc-)
7 INDICATE SERVICE U PERSONAL 13 PERSON IN CHARGE XJ DEPUTIZE '-1 CERT MAIL U 1 ST CLASS MAIL U POSTED J OTHER
ereby deputize the sheriff of
NOW AUGUST 25 , 20 09 I, SHE OU
awdE2?1 -4-04
YORK COUNTY to execute th rit t t'cording
111111=111111110 - to law. This deputization being made at the request and risk of the plaintiff.,
SHERIFF saw
8. SPECIAL INSTRUCTIONS OR OTHER INFORMATION THAT WILL ASSIST IN EXPEDITING SERVICE
ADV FEE PAID BY ATTY.
OUT OF CO CUMBERLAND
NOTE: ONLY APPLICABLE ON WRIT OF EXECUTION: N.B. WAIVER OF WATCHMAN - Any deputy sheriff levying upon or attaching any property under within writ may leave same
without a watchman, in custody of whomever is found in possession, after notifying person of levy or attachment, without liability on the part of such deputy or the sheriff to any plaintiff
herein for any loss, destruction, or removal of any property before sheriffs sale thereof
9. TYPE NAME and ADDRESS of ATTORNEY / ORIGINATOR and SIGNATURE 10. TELEPHONE NUMBER 11 DATE FILED
MERRITT REITZEL 1717-540-9170 8/25/09
112C? TTG??F-SEL??r _y ¢?A?g SBELOW-(This area must be completed rt notice is to oe manes)
1 COURTHOUSE SQUARE, ROOM 303 CARLISLE, PA 17013 CUMBERLAND CO SHERIFF
SPACE BELOW FOR USE OF THE SHERIFF - DO NOT WRITE BELOW THIS LINE
13. 1 acknowledge receipt of the writ 14. DATE RECEIVED 15 Expiration/Hearing Date
or complaint as indicated above MJ ulrGTT T YC$() 18-27-09 9-24-09
16. HOW SERVED PERSONAL( ) RESIDENCE ( ) POSTED( ) POE( ) SHERIFF'S OFFICE( ) OTHER( ) SEE REMARKS BELOW
17. U 1 hereby certify and return a NOT FOUND because I am unable to locate the individual, company, etc named above. (See remarks below.)
18. NAME AND TITLE OF INDIVIDUAL SERVED / LIST ADDRESS HERE IF NOT SHOWN ABOVE (Relationship to Defendant) 1 19 Date of Service 120 Time of Service
21. ATTEMPTS Date Time Miles Int. Date Time Miles Int Dale Time Mlles Int Date Time Miles Int Date Time Miles Int Date JTime Miles Int
"Ia ac ?o 5 ??? PG o r
22. REMARKS:
23. Advance Costs 24 Service Costs 25 N/F 26 Mileage 27 Postage 28 Sub Tonal 29. Pound
1 30 N(o?taarry 31 Surchg.
1 32. Tot. Costs 133 Costs Due efund Check No
oo 9.00 6- CO 6.60
no - [A1501
si
-
34. Foreign County Costs 35 Advance Costs 36 Service Costs 37 Notary Cert 38 MileagPlPostageJNot Found 3 9 Total Costs 40 Costs Due or Refund
9th SO ANSWERS
41. AFFIRMED and subscribed to be or a this
?- 44. Signature of 45 DATE
42 day of O' _ 20 O9 4 De p. Sheriff
CON'MON71EAL 46. Signature of York 47 GATE
NOTARIAL SEAL County Shentl
A
ERIF
S 7.0-09-09
-'SA L, THORPE, NOTARY PUBLIC li
RICHARD P. _
CITY OF YORK. YORK COUNTY
ikfiSS;ON EXPIRES AUG. 12, 2013
O 48 Signature of Foreign 49 DATE
t,
MY C County Sheriff
50. I ACKNOWLEDGE RECEIPT OF THE SHERIFF'S RETURN SIGNATURE 51 DATE RECEIVED
OF AUTHORIZED ISSUING AUTHORITY AND TITLE
1. WHITE - Issuing Authority 2. PINK - Attorney 3. CANARY - Sheriffs Office 4. BLUE - Sheriffs Office
COUNTY OF YORK
OFFICE OF HE SHERIFF
45 N. GEORGE ST.,YORK, PA 17401
W_Ij I.
SERVICE CALL
(717) 771-9601
SHERIFF SERVICE INSTRUCTIONS
PROCESS RECEIPT and AFFIDAVIT OF RETURN PLEASE TYPE ONLY LINE 1 THRU 12
DO NOT DETACH ANY COPIES
1 PLAINTIFF/S/
`I RTPI:r }:( 1rE; CGl?Kh'.ATI IC.
3 DEFENDANT/S/
AM I L hI Et%TE: ' F1SF -,, INC.
2 COURT NUMBER
1009-C;4"7
4. TYPL OF WHIT OR COMPLAINT .. _ MM
SERVE : NAME OF INDIVIDUAL, COMPANY, CORPORATION, ETC TO SERVE OR DESCRIPTION OF PROPERTY TO BE LEVIED, ATTACHED, OR SOLD
AITIE:1=? Et?T,?:RPRISE'?;, INC,
6 ADDRESS (STREET OR RFO WITH BOX NUMBER, APT NO, CITY, BORO, TWP. STATE AND ZIP CODE)
7 INDICATE SERVICE O PERSONAL J PERSON IN CHARGE _*4 DEPUTIZE J CERT MAIL U 1ST CLASS MAIL U POSTED J OTHER
NOW AUGUST 25 20 0c, I, SHE V OUNTY, PA, do hereby deputize the sheriff of
YC,FK COUNTY to execute this Writ and make return thereof -according
to law. This deputization being made at the request and risk of the plaintiff.,
SHERIFF
8. SPECIAL INSTRUCTIONS OR OTHER INFORMATION THAT WILL ASSIST IN EXPEDITING SERVICE
ADV I'LL 1 :'AIL' i?Y ,,TTY..
NOTE: ONLY APPLICABLE ON WRIT OF EXECUTION: N.B. WAIVER OF WATCHMAN - Any deputy sheriff levying upon or attaching any property under within writ may leave same
without a watchman, in custody of whomever is found in possession, after notifying person of levy or attachment, without liability on the part of such deputy or the sheriff to any plaintiff
herein for any loss, destruction, or removal of any property before sheriffs sale thereof
9. TYPE NAME and ADDRESS of ATTORNEY / ORIGINATOR and SIGNATURE 10. TELEPHONE NUMBER 11 DATE FILED
YFFIRITT EiETTZEI. 717-540-9170 8/25/09
`a ll S.'f1 T TKV' 'T C-17.-Y.:A: I-T', r lr "I -1-11.1 1 R n -, n
• ?- yv `. r of ocly vv. t ? n?5 ales mus[ ce COmptete0 fi Haute IS i0 De malleOj
I C(1IRTHOUSE SMARE', IROC)' 303 CARLI`.-ILE', rt; 17013
SPACE BELOW FOR USE OF THE SWRIIFF - DO NOT WRITE BELOW THIIS LINE
13. 1 acknowledge receipt of the writ 14 DATE RECEIVED 15 ExpirationlHeanng Date
or complaint as indicated above
16. HOW SERVED PERSONAL( ) RESIDENCE ( ) POSTED( ) POE( ) SHERIFF'S OFFICE ( ) OTHER( ) SEE REMARKS BELOW
17 U I hereby ceRity and return a NOT FOUND because I am unable to locate the individual, company, etc named above (See remarks below )
18 NAME AND TITLE OF INDIVIDUAL SERVED/ LIST ADDRESS HERE IF NOT SHOWN ABOVE (Relationship to Defendant) 19 Date of Senrlce 20 Time of Seance
21 ATTEMPTSI Date I Time I Miles I Int. I Date I Time I Miles i Int ate Time Miles Int Date Time Miles In( Date Time Miies Int Date Time Miles Int
22. REMARKS:
23 Advance Costs 24 Service Costs 25 N/F 26 Mileage 27 Postage 28 Sub Total 29 Pound 30 Notary 31 Surchg 32 Tot. Costs 33 Costs Due or efund heck N
f- ) 6_
r7 _
"7
f
- r 1 ,
1
C, 1
'
34. Foreign County Costs 35. Advance Costs 36 Service Costs 37 Notary ert 38 Mileage/PostageJNot Found 39 Total Costs 40 Costs Due or Refund
41. AFFIRMED and subscribed to before me this SO ANSWERS
' 44 Signature of 45 DATE
42 day of " f' 20 ' y43 %
MMON'rlnAl Tri F PEPA
M" Dep. Sheriff
f
MWAR
O T 46
Signature of York f / ' 47 D
TE
NOTARIAL SEAL .
County SheriR A
=°
L1SAL THORPE, NOTARY PUBLIC
T
F I Hhtz1?-',
CI
Y O
YORK, YORK COUNTY 48 Signature of Foreign 49 GATE
MY COMMISSION EXPIRES AUG. 12, 2013 County Shehff
.+ 11 o-mirr J nc i umN awn, i vrtt 151 DATE RECEIVED
OF AUTHORIZED ISSUING AUTHORITY AND TITLE
1. WHITE - Issuing Authority 2. PINK - Attorney 3 CANARY -Sheriff's Office 4. BLUE -.Sheriffs Office
s O
Steven J. Schiffman, Esquire
Attorney ID No. 25488
Merritt C. Reitzel, Esquire
Attorney ID No. 92069
SERRATELLI, SCHIFFMAN & BROWN P.C.
2080 Linglestown Road, Suite 201
Harrisburg, PA 17110-9670
sschiffman@ssbc-law. com
mreitzel@ssbc-law. com
(717) 540-9170
TRIPLE CROWN CORPORATION INC.,
Plaintiff
v.
ALTIERI ENTERPRISES INC.,
Defendant
TO THE PROTHONOTARY:
2010 JU~~ 24 P~3 (~ t2
IN THE COURT OF COMMON PLEAS OF
CUMBERLAND COUNTY, PENNSYLVANIA
NO.2009-5847
PRAECIPE
Please file the attached Release of Lien in the above-captioned matter.
& $ROWN P.C.
Date
By
Merrill C.`Reitzel, Esqui
Attorney I.D. No. 92069
2080 Linglestown Road,
Harrisburg, PA 17110
(717) 540-9170
Attorneys for Plaintiff
201
~8.0o P~ ATMI
C~ S038S
!~ dy~la38
RELEASE OF LIEN
Altieri Enterprises,Inc. a Pennsylvania Corporation, is seized
and possessed of certain real estate, the subject matter of this
Release, specifically described as follows:
SEE, EXHIBIT 8
This. real estate is subject to Pennsylvania Corporate Tax
debits in the amount of $ 49,720, which debits are paramount
priority liens upon this real estate.
Consideration in the amount of $4,000 has been submitted for
the purpose of effecting the release of this real estate from the
above-mentioned liens under Section 1401 of the Fiscal Code (Act
of April 9, 1929, P.L. 343, as amended and re-enacted).
NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS, that the
COMMONWEALTH OF PENNSYLVANIA, for the above-stated consideration,
lawful money of the United States in ,hand paid, receipt of which
is hereby acknowledged, does hereby release, remise, quitclaim
and discharge the above-mentioned tax liens from the above-
described parcel or parcels of real estate; PROVIDED, that
nothing herein contained shall affect the said liens or their
legal validity insofar as respects all other lands and tenements,
personal property or franchise of said corporation wheresoever
situated which are not herein expressly exonerated therefrom.
I~NESS WH~the said, COMMONWEALTH OF PENNSYLVANIA,
this day of 20~(~ caused this Release
to be executed by the Department of Revenue and approved by the
Auditor General and the Attorney General.
COMMONWEALTH OF PENNSYLVANIA Approved:
Robert P. Coyne
Deputy Secretary for Compliance
and Collections
For Secretary of Revenue
Fra averka
Director, Bureau of Corporation
Tax. Audits
For Auditor General
Michael A. Roman
Chief Deputy Attorney General
For Attorney General
ACKNOWLEDGEMENT
COMMONWEALTH OF PENNSYLVANIA
COUNTY OF DAUPHIN
SS:
~'~-
On thi s ~ " day o f l~~ _
20 ~~ before me, a
Notary Public in and for the county and state aforesaid,
personally appeared Robert P. Coyne, Deputy Secretary for
Compliance and Collections, Commonwealth of Pennsylvania,
Department of Revenue, Michael A. Roman, Chief Deputy Attorney
General, Commonwealth of Pennsylvania, Office of Attorney
General, and Frank Waverka, Director of Corporate Tax Audits,
Commonwealth of Pennsylvania, Office of Auditor General, known
to me to be the persons whose names are subscribed to the above
release, and acknowledge that, being authorized to do so, they
executed the foregoing release for the purpose therein contained
by signing on behalf of the Commonwealth of Pennsylvania.
WHEREOF, I have hereunto set my hand and official seal.
~. ~C
otary Public
My Commission Expires:
CQMMONWEALTN OF PENNSYLVANIA
Nobw1N seal
Sue E. HahiCk, Notary Publk
My CAmrrdssion ~~ Dauphin County
ApHI 10,2014
Member, PennslAvaMa Assagatlon of Notaries
Exhibit B
Exhibit A -Legal Description
ALL THOSE CERTAIl~T Units, Being Unit Nos. 4, 9,10,11,12,13,14,15,16 and 27 ("Units',
of The Brook Meadow Townhomes, A Condominium ("Condominium") located in the Township
of Silver Spring, Cumberland County, Pennsylvania, which Units ace ~ designated in .the
Declaration of Condominium of Brook Meadow Condominium (`declaration") dated March 15,
2005 and recorded March 15, 2005 in the Office of the Recorder of Deeds of Cumberland
Oounty, Pennsylvania, in Record Book 715, Page 4681, and as shown on the Declaration Plats
recorded in Cumberland County Record Book 80, Pages 132, et sea•. and as amended by a First
Amendme~ to Brook Meadow Condominium ("Amendment', now known as "Brook Meadow
Townhouses, A Condominium," dated August 30, 2006 and recorded on August 31, 2006 in
Cumberland County Record Boolc 730, Page 177, and as shown on the Plan incorporated by
reference therein as Exhibit `B" to the, Amendment, which Plan was recorded in Cumberland
County Right of-Way Book 14, Page 6.
TOGETHER with an undivided percentage interest in the Common Elements appurtenant to the
Uni~ks as more particularly set forth m the Declaration, as the same maybe amended from time to
time.
TOGETHER with the right to use the Limited Common Elements applicable to the Units being
conveyed herewith, pursuant to the Declaration and the Plat and Plans, as amended from time to
time.
UNDER AND SUBJECT' to The Final Subdivision Plan for Gingerfields and Brookmeadows
Cluster Development, recorded in the Office of the Recorder of Deeds of Cumberland County,
Pennsylvania, in Record Book 80, Page 132 -and to the Brook Meadows Condom;nn~
Association Bylaws, as now or hereinafter amended or supplemert6ed.
BEING PART OF THE SAME PREMISES which Shah Mathias a/k/a Shahnawaz M. Mathias t/a
Eastern Development and Design and Debra A. Mathias, his wife, by deed dated November 9,
2001 and recorded November 20, 2001 in the Office of the. Recorder of Deeds in and for
Cumberland County, Pennsylvania in Deed Book 249, Page 1377, granted and conveyed unto
Alfieri Enterprises, Inc., a Maryland Corporation.
BEING the following tax parcel numbers:
38-21-0291-110.U4
38-21-0291-110.U9
38-21-0291-110.U10
38-21-0291-110.U11
38-21-0291-110.U12
38-21-0291-110.U13
38-21-0291-110.U14
38-21-0291-110.U15
38-21-0291-110.U15
38-21-0291-110.U27
TCC Parcel No. 3
Sold to the listing creditor, Triple Crown Corporation, at the Cumberland
County Sheriff's Sale on February ~7, ~oio under Docket/Writ No. ~ooq-
oso~.
Exhibit B
BEGINNING at a point on the northern right-of-way line oFNCulberryIkiye at tho' .
southern comcrofLotNo.38 as shown on the haeiaaftermentioned Plan ofLats; tl}ence alongsaid BEING ~ following tax garcel nnmbers•
LotNo. 38 North 54 dcgrocs 57 miaeres 27 seconds West a distaors of 109159 feet to a point .
thence North 35 degrees 23 minuets 54 seconds Easy a d'ismnct a f 7646 ~cet to a po""ud: thence
South 55 degrees ?0 tniautcs 27 sccaads East, a distance of 891.00 futto apoint; thcnceNorth 4I 38-08-0565-0I O
de~ecs 49 nvnutcs 24 seconds East; a distance of 548.67 feet m a point; thrnre North S I degrees _
50 mimttes 49 seconds fit, a distance of 50 4.27 feet to a point; thetwe South 34 degrees 47 ininutrs 3 8-08-0565-096
5$ scrnnds East, a distance of 52531 feet to a point on the iiortbcrnnatit-of-way line of Mulberry 3 8-0 8-0565-097
•Drive, thence along said right-0f--way line of biulbary Drive South 58 degrees ?6 minutes 18
-
seconds West, a distance of 616.45 feet to a pxunt theof=e coatmuuzg along Mulberry ]?rive by a .
3 8-08-0565-098
curve having a radius of 300.00 feet and an am length of 136.64 feet to a point: tharce coatiauina .
South 32 degrees.20 min„r.~ 32 seconds Wes ; a distance of 189.22 feet to a point; thanze by a Haut 3 8-08-0565-099
having a radius of 595.D0 feet and an axa length of idA_65 beet m a point; thence South 46 degrees 3 B-OS-0565-10
.45 nunutrs 12 seconds West, adtstance of 13.1.67 feat m a point; thence by a avrve having a radius .
of 125.00 feet and an arc length of 64.88 feet to a point thence South 75 degrees 1Z minutes 57 38-08-0565-] 02
seconds West, a distance of 15954 feet m a point; thence by a curve hari,-ig a radius of 155.00 feet
3 8-08-0565-103
and an arc t ~~h of 76.66 feet to a paint; thence Swth 46 degrees 52 minutes 44 seconds West; a
distance of 102.75 fcetto apoint thence Svuth46 degrees 52 minutes 44 seconds West, a distance 3 $-08-0565-ID4
of 103.84 feet to a poitrt; #herice South 48 degrees 32 mirnrtrs 33 seconds West, a distance of 4.71
fret to a paint, said paint being the PIace ofBE(}}~1QING. 3 6-08-0565-105
Thoanbjectpropertyisbeingconvcyedbyaperimeterbavndarydaaription,butthis 38-08-0565-I06
conveyance is not intended to merge the Tats or street rights-of-way or in any other manner negate 38-08-0565 t 07
err undo the affect of the Faxwood Plan and the castencc of the loss cad street rights-of-vray as
separately subdivided parcels_ 3 8-08-0565-108
BEING LotNo.2andaportioaofLotNo_ IaathenorihsideofMnlberryDiive ~ 38-08-0565-109
as shown in subdivision glom done farAJmrria S_ Ward and retarded is Plea Book 69, Page 126_ 38-05-0565-1 I O
BEING all of the area ~~ -^^'-*~~ by L~ Nos_ 1 through 38 oa the 38-08-0565-I11
Prelimiaary/Finral Subdivision Plan far Foxwood recorded in-Plan Book 90, Page 18, exrj~*
otrisaIes, leaving the *~-**_a~ng parcels desctzbedm ]~cbtbit `B° atfachad hcret°• 38-08-0565-112
- • BEING THP SA]Y~ premises winch Edward ]. VTard, Marilyn T~. Pomroy`and 38-08-0565-113
BcveriyL. Rowe, personal repxzsartatives afthe Estate afAimeda 5. Ward, deceased aadHeverly . .
38-G8-0565-114
L_ Rowe cad Cherries E. RawS her imsband, in their individual capacities, by their deed dated
December 23, ZOD4 and recorded January 3, 2005 in. the Office of the Retarder afDeeds is and for 3 8-08-0565-I IS
Cumberland County, P~nn~Ivapia is Deed Book 266, Page 4858, granted aria conveyed unto
EastcraComnamitiesLimitcdPartceership,aPenusylvaniaLimittrdYartaership,GRA1`1'TORhe}ein. 38-08-0565-I 16
TOGE'TFIER with alt and singular the buildingf, improvements, ways, woods, _ 38-08-0565-117
wate6, waterrotases, rights, h~be[ties, privileges, hereditaments and apparte*+a*+rrc to the same 38-08-0565-118
belonging or in emywise appertaining; and the reversion cad rcversioay, remainder and remainders, 38-D8-0565-1 l 9
.rents, issues and profits thrseo~"and of every part and parcel tbereo~ APlD ,A.T..SO all the estate,- • .
right; title, intersst, trs~ possession, prop~ri} ; claim and. drmand whatsaevcr of the Graamrboth in 38-08-0565-I2D
law sad in cegxity, of; is and to the pre**+;R< herein described cad every part aadpascel. tlureof wish
• 38-08-0565-121
the appvrtenaaccs_ TO HAVE AND ~'O HOLD all and stria tint the premises herein des~ed
tagetherwiththehereditameats and agpurtertancesnato Bic Grantee aadta the Graatedsproper use ' 38-08-0565-I22
and 6enefjt forever.
38-08-0565-124
Designated by the rti,*.~1x,1a„d Crnmty Talc Mapping Q&ce with ~ address of `~uat Plane,"
being situated along MuIheay Drive in the area of its iutcrsectian with Stone Run Drive, Silver 3 8-08-0565-125
Spring Township, Cttoaber]and County, Pcnnsylvaaia.
38-D8-0565-126
38-08-0565-127
. - 3 8-08-0565-128
,; 38-DS-0565-129
- - 38-08-0565-130
3 8-08-0565-132
TCC Parcel No. i
Sold to the listing creditor, Triple Crown Corporation, at the Cumberland
County Sheriff's Sale on December q, ~ooq under Docket/Writ No. ~ooq-
586q.