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HomeMy WebLinkAbout10-6081e) ?{ fJ SERRATELLI, SCHIFFMAN & BROWN, P. C. Paige Macdonald-Matthes, Esquire Supreme Court ID No. 66266 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 Telephone (717) 540-5481 Facsimile Email: PMacdonald-Mattheska,ssbc-law. com Attorneys for Plaintiff R. LUKE ROHRBAUGH, PLAINTIFF, V. L i L.. : IN THE COURT OF COMMON PLEAS . CUMBERLAND COUNTY, PENNSYLVANIA : DOCKET No.: 2010 -6081 CIVIL . CIVIL ACTION -IN LAw INTEGRITY BANK AND GEORGE GUNNETT, INDIVIDUALLY AND AS AGENT JURY TRIAL DEMANDED FOR INTEGRITY BANK DEFENDANTS. PRAECIPE TO ATTACH EXHIBIT TO PLAINTIFF'S COMPLAINT TO THE PROTHONOTARY: Please attach Exhibit "D" to Plaintiff's Complaint that was filed on September 22, 2010 in the above captioned matter. Respectfully submitted, Paige Macdonald-Matthes, Esquire Attorney ID No. 66266 SERRATELLI, SCHIFFMAN, & BROWN, P.C. 2080 Linglestown Road, Suite 201 Harrisburg, PA 17110 (717) 540-9170 Attorneys for Plaintiff Date: September 24, 2010 DEMAND PROPAISSORY NOTE Loan No. (Continue0! P,ge z CHOICE OF VENUE. !f there is a iawsuit, Borrower agrees upon Lender's request to submit to the juristiction of the courts of. Cumberland County, Commonwealth of Pennsylvania. DISHONORED ITEM FEE. Borrower will pay a fee to Lender of $29.00 if Borrower makes a payment on Borrower's loan and the check or oreauthorized charge with which Borrower pays is later dishonored. RIGHT OF SETOFF. Lender reserves a right of setoff in all Borrower's accounts with Lender (whether checking, savings, or some other account.) This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open in the future. However, this does not inctude and IRA or Keogh accounts, or any trust accounts for which setoffwould be prohibited by taw. Borrower authorizes Lender, to charge or setoff all sums owing on the debt against any and all such accounts. COLLATERAL. Borrower acknowledges this Note is secured by an abundance of caution first mortgage on 9DD Kiehl Drive, Lemoyne, Cumberland County, Pennsylvania and an Assionment of Life Insurance in the amount of $1MM in the name of R. Luke Rohrbaugh from Protective Life Insurance Company (policy # LINE OF CREDIT. This Note evidences a revolving line of credit. Advances under This Note, as well as directions for payments from Borrower's accounts, may be requested orally or in writing by Borrower or by an authorized person. Lender may, but need not, requires that all orai requests be confirmed in writing. Borrower agrees to be liable for all sums either; (A) advanced in accordance with the instructions of an authorized person or (B) credited to any of Borrower's account with Lender. The unpaid principal balance owing on this, Note at any time may be evidenced by endorsements on this Note or by Lender's internal records, including daily computer printouts. PATRIOT ACT. TO HELP THE GOVERNMENT FIGHT THE FUNDING OF THE TERRORISM AND MONEY LAUNDERING ACTIVITIES, FEDERAL LAW REQUIRES ALL FINANCIAL INSTITUTIONS TO OBTAIN, VERIFY, AND RECORD INFORMATION THAT IDENTIFIES EACH PERSON WHO OPENS AN ACCOUNT. WHAT THIS MEANS FOR YOU: WHEN YOU OPEN AN ACCOUNT, WHETHER IT BE A DEPOSIT ACCOUNT OR A LOAN, WE WILL ASK FOR YOUR NAME, ADDRESS, DATE OF BIRTH, AND OTHER iNFORMATION THAT WILL ALLOW US TO IDENTIFY YOU. WE MAY ALSO ASK TO SEE YOUR DRIVER'S LICENSE OR OTHER IDENTIFYING DOCUMENTS. CROSS DEFAULT. This loan also secures payment and performance of all other loans to Borrower or any guarantor. The word "Guarantor" means any guarantor, surety or accommodation party of any or all of the loan. SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns. GENERAL PROVISIONS, if any part of this Note cannot be enforced, this fact will not effect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodations maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. Ail such parties also agree that Lender may modify this loan without the consent of or notice to anyone other then the party with whom the modification is made. The obligations under the Note are joint and several. If any portion of this Note is for any reason detennined to be unenforceable, it will not effect the enforceability of any other provisions of this Note. CONFESSION OF JUDGEMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER DEMAND FOR PAYMENT OF THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGEMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500.00) ON WHICH JUDGEMENT OR JUDGEMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGEMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGEMENT AND STATES THAT EITHER A REPERSENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGEMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPERSENTED BY INDEPENDENT LEGAL COUNSEL. DEMAND PROMISSORY O e E .Cft i'.G. _ _ (CG!4tIRL'6a} ?88 PRIOR TO S!GKING THIS NOTE, BORROWER READ AND UNDERSTANDS ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE WTERES T RATE PROVISIONS AND THE DEMAND FEATURE. BORROWER AGREES TO THE TERMS OF THIS NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETE COPY OF THIS NOTE. THIS MOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEAL INSTRUMENT ACCORDING TO LAVA. ATTEST: Secretary or Assistant Secretary (Corporate Seam Lender: iNTEGRi t ?NK n George Gun VIc 'id ercial Loan Officer €i£,t?€3ay3 + cf? f f - j tS}h i v? 1 r t References in the boxes above are for Lender's use only and do not limit the appiicaUlity of this docu-rent to any particu!ar loan or item. ,.rv item above containing has been omitted due T", text length limitations. ?orrowar: R Luke Rohrbaugh 900 Kiehl Drive Lemoyne, PA 17043 Lender: Integrity Bank Camp Hill Office 3345 Market Street Camp Hill, PA 17011 (7171 920-4900 THIS BUSINESS LOAN AGREEMENT dated July 27, 2010, is made and executed between R Luke Rohrbaugh ("Borrower") and Integrity Bank ("Lender") on the following terms and conditions. Borrower has received prior commercial loans from Lender or has applied to Lender for a commercial loan or loans or other financial accommodations, including those which may be described on any exhibit or schedule attached to this Agreement. Borrower understands and agrees that. (A) in granting, renewing, or extending any Loan, Lender is relying upon Borrower's representations, warranties, and agreements as set forth in this Agreement; (B) the granting, renewing, or extending of any Loan by Lender at ail times shall be subject to Lender's sole judgment and discretion; and (C) all such Loans shall be and remain subject to the terms and conditions of this Agreement. TERM. This Agreement shall be effective as of July 27, 2010, and shall continue in full force and effect until such time as all of Borrower's Loans in favor of Lender have been paid in full, including principal, interest, costs, expenses, attorneys' fees, and other fees and charges, or until such time as the parties may agree in writing to terminate this Agreement. CONDITIONS PRECEDENT TO EACH ADVANCE. Lender's obligation to make the initial Advance and each subsequent Advance under this Agreement shall be subject to the fulfillment to Lender's satisfaction of all of the conditions set forth in this Agreement and in the Related Documents. Loan Documents. Borrower shall provide to Lender the following documents for the Loan: (1) the Note; (2) Security Agreements granting to Lender security interests in the Collateral; (3) financing statements and all other documents perfecting Lender's Security Interests; (4) evidence of insurance as required below; (5) together with all such Related Documents as Lender may require for the Loan; all in form and substance satisfactory to Lender and Lender's counsel. Payment of Fees and Expenses. Borrower shall have paid to Lender all fees, charges, and other expenses which are then due and payable as specified in this Agreement or any Related Document. Representations and Warranties. The representations and warranties set forth in this Agreement, in the Related Documents, and in any document or certificate delivered to Lender under this Agreement are true and correct. No Event of Default. There shall not exist at the time of any Advance a condition which would constitute an Event of Default under this Agreement or under any Related Document. REPRESENTATIONS AND WARRANTIES. Borrower represents and warrants to Lender, as of the date of this Agreement, as of the date of each disbursement of loan proceeds, as of the date of any renewal, extension or modification of any Loan, and at all times any Indebtedness exists: Business Activities. Borrower maintains an office at 900 Kiehl Drive, Lemoyne, PA 17043. Unless Borrower has designated otherwise in writing, the principal office is the office at which Borrower keeps its books and records including its records concerning the Collateral. Borrower will notify Lender prior to any change in the location of Borrower's principal office address or any change in Borrower's name. Borrower shall do all things necessary to comply with all regulations, rules, ordinances, statutes, orders and decrees of any governmental or quasi-governmental authority or court applicable to Borrower and Borrower's business activities. Assumed Business Names. Borrower has filed or recorded all documents or filings required by law relating to all assumed business names used by Borrower. Excluding the name of Borrower, the following is a complete list of all assumed business names under which Borrower does business: None. Authorization. Borrower's execution, delivery, and performance of this Agreement and all the Related Documents do not conflict with, result in a violation of, or constitute a default under (1) any provision of any agreement or other instrument binding upon Borrower or (2) any law, governmental regulation, court decree, or order applicable to Borrower or to Borrower's properties. Financial Information. Each of Borrower's financial statements supplied to Lender truly and completely disclosed Borrower's financial condition as of the date of the statement, and there has been no material adverse change in Borrower's financial condition subsequent to the date of the most recent financial statement supplied to Lender. Borrower has no material contingent obligations except as disclosed in such financial statements. Legal Effect. This Agreement constitutes, and any instrument or agreement Borrower is required to give under this Agreement when delivered will constitute legal, valid, and binding obligations of Borrower enforceable against Borrower in accordance with their respective terms. Properties. Except as contemplated by this Agreement or as previously disclosed in Borrower's financial statements or in writing to Lender and as accepted by Lender, and except for property tax liens for taxes not presently due and payable, Borrower ovens and has good title to all of Borrower's properties free and clear of all Security Interests, and has not executed any security documents or financing statements relating to such properties. All of Borrower's properties are titled in Borrower's legal name, and Borrower has not used or filed a financing statement under any other name for at least the last five (5) years. Hazardous Substances. Except as disclosed to and acknowledged by Lender in writing, Borrower represents and warrants that: (1) During the period of Borrower's ownership of the Collateral, there has been no use, generation, manufacture, storage, treatment, disposal, release or threatened release of any Hazardous Substance by any person on, under, about or from any of the Collateral. (2) Borrower has no k csd!edge .f, to believ_e that _..__'h _. 1?? be bI -- or .?.;l- . . n 3f any - .. . ,,,ten t3, ?aY?S' ui o w , cieneration., manufacture, storage, treatment, disposal, release or threatened release of any Hazardous Substance on, under, about or from the Collateral by any prior owners or occupants of any of the Collateral; or (c) any actual or threatened litigation or claims of any kind by any person relating to such matters. (3) Neither Borrower nor any tenant, contractor, agent or other authorized user of any of the Collateral shall use, generate, manufacture, store, treat, dispose of or release any Hazardous Substance on, under, about or from any of the Coliaierai; and any such activity shall be conducted in compliance with all applicable federal, state, and local laws, regulations, and ordinances, including without limitation all Environmental Laws. 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'sJUana i9141o io 'swlelo 'uoileBml ueyi iaylo 'sailiadoid io uoll!puoo leloueui; e,iaMoiiog loa;;e Aiasianpe Alleualew Aew yoiyM paiinooo sey Juana iaylo oU pus 'paualeaiyl io 6uipuad si iaMoiiog lsuie6e (saxel p!edun iol asoyl Buipnlou!) uoiioe ieliwls io 6u!paaooid anileilsluiwpe 'uo1le61ls0nu1 'wielD 'UOhe6llll ON •swielo pus uoileBan •aslMiaylO io ainsoloaio} Aq iaylayM 'leiajelioo ayl }o /,us ui isaialui /,us ;o uoillslnboe s,iapue-i Aq poloa;;e aq sou pet's pus luawaal6y slyl }o uolloe;slies io uolieiidxa 'uolleU1wial ayi pus ssoupalgapul ayi ;o luawAed 041 anlnins Keys 'pua;ap pus A;luwapui of uolle6llgo ayl 6wpnlow 'luaw9al6y ayi ;0 UOIJOas slyl ;o suoislnoid ayi •ieialepoO ayi uo aouelsgns to alsem snopiezey a ;o asealai pauelpaiyl 10 asealai 'iesodsip 'abeiols 'ainloelnuew 'uogeiaueB 'asn Aue }o eouanbasuoo a se io luawa9l6y ayi ;o uorloas si41 }o yoeaiq a woi; 6uillnsai is;}ns io welms Alloanpul io AliOaiip Aew lapuaq yoryM sesuadxa pup 'sallleued 'sa6ewep 'saq!I!ge!I 'sassol 'swlelo Ile pus Aue isule6e iapua-I ssalwiey piny pue 'pua;ap 'A;luwapul of saai6e (Z) pus 'sMel yons Aue iapun sisoo iaylo io dnueelo io; algeg sawooaq iaMoiiog Juana ayl u! uognquluoo io Ai!uwapu! io; iapua-i 1suie6e swlelo ainin} /,us sanleM pue sasealai (I) Agaiay iaMoiiog •saouelsgnS snopiezey pus alseM snopiezey io; leiaiepoo ayi 6u11e6ilsaAU1 ul a3ua6ll!p anp s,iaMoiiog uo paseq aie uiaiay pauieluoa sailueiipm pus suoiieluasaidai ayi •uosiad iaylo Aue of io iaMoiiog of iapue-l }o lied ayi uo Al!l!gell io Al!I!q!suodsai Aue Glean of paniisuoo aq iou pe14s pus Aluo sasodind s,iapua-1 io} pus asuadxe s,iaMoiiog le aq lleys iapue-I Aq apew sisal io suoiloadsul Auy •luawaal6y Z abed (panufluoo) 98LI :ON ueo-1 1N3WggHDV NVOI MNisna BUSINESS LOAN AGREEMENT Loan No: 7185 (Continued) Page 4 other agreement, Lender shall have no obligation to make Loan Advances or to disburse Loan proceeds if: (A) Borrower or any Guarantor is in default under the terms of this Agreement or any of the Related Documents or any other agreement that Borrower or any Guarantor has with Lender; (B) Borrower or any Guarantor dies, becomes incompetent or becomes insolvent, files a petition in bankruptcy or similar proceedings, or is adjudged a bankrupt; (C) there occurs a material adverse change in Borrower's financial condition, in the financial condition of any Guarantor, or in the value of any Collateral securing any Loan; or (D) any Guarantor seeks, claims or otherwise attempts to limit, modify or revoke such Guarantor's guaranty of the Loan or any other loan with Lender; or (E) Lender in good faith deems itself insecure, even though no Event of Default shall have occurred. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the Indebtedness against any and all such accounts. DEFAULT. Default will occur if payment in full is not made immediately when due. EFFECT OF AN EVENT OF DEFAULT. If any Event of Default shall occur, except where otherwise provided in this Agreement or the Related Documents, all commitments and obligations of Lender under this Agreement or the Related Documents or any other agreement immediately will terminate (including any obligation to make further Loan Advances or disbursements), and, at Lender's option, all Indebtedness immediately will become due and payable, all without notice of any kind to Borrower, except that in the case of an Event of Default of the type described in the "Insolvency" subsection above, such acceleration shall be automatic and not optional. In addition, Lender shall have all the rights and remedies provided in the Related Documents or available at law, in equity, or otherwise. Except as may be prohibited by applicable law, all of Lender's rights and remedies shall be cumulative and may be exercised singularly or concurrently. Election by Lender to pursue any remedy shall not exclude pursuit of any other remedy, and an election to make expenditures or to take action to perform an obligation of Borrower or of any Grantor shall not affect Lender's right to declare a default and to exercise its rights and remedies. CROSS COLLATERALIZED/CROSS DEFAULT. This loan also secures payment and performance of all other loans to Borrower or any guarantor, The word "Guarantor" means any guarantor, surety or accomondation party of any or all of the Loan. PATRIOT ACT. TO HELP THE GOVERNMENT FIGHT THE FUNDING OF TERRORISM AND MONEY LAUNDERING ACTIVITIES, FEDERAL LAW REQUIRES ALL FINANCIAL INSTITUTIONS TO OBTAIN, VERIFY, AND RECORD INFORMATION THAT IDENTIFIES EACH PERSON WHO OPENS AN ACCOUNT. WHAT THIS MEANS FOR YOU. WHEN YOU OPEN AN ACCOUNT, WHETHER IT BE A DEPOSIT ACCOUNT OR A LOAN, WE WILL ASK FOR YOUR NAME, ADDRESS, DATE OF BIRTH, AND OTHER INFORMATION THAT WILL ALLOW US TO IDENTIFY YOU. WE MAY ALSO ASK TO SEE YOUR DRIVER'S LICENSE OR OTHER IDENTIFYING DOCUMENTS. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Agreement: Amendments. This Agreement, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Agreement. No alteration of or amendment to this Agreement shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Attorneys' Fees; Expenses. Borrower agrees to pay upon demand all of Lender's costs and expenses, including Lender's reasonable attorneys' fees and Lender's legal expenses, incurred in connection with the enforcement of this Agreement. Lender may hire or pay someone else to help enforce this Agreement, and Borrower shall pay the costs and expenses of such enforcement. Costs and expenses include Lender's reasonable attorneys' fees and legal expenses whether or not there is a lawsuit, including reasonable attorneys' fees and legal expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collection services. Borrower also shall pay all court costs and such additional fees as may be directed by the court. Caption Headings. Caption headings in this Agreement are for convenience purposes only and are not to be used to interpret or define the provisions of this Agreement. Consent to Loan Participation. Borrower agrees and consents to Lender's sale or transfer, whether now or later, of one or more participation interests in the Loan to one or more purchasers, whether related or unrelated to Lender. Borrower agrees and consents to Lender's sharing and disclosing, without any limitation whatsoever, to any one or more purchasers, or potential purchasers, any information or knowledge Lender may have about Borrower or about any other matter relating to the Loan, and Borrower hereby waives any rights to privacy Borrower may have with respect to such matters. Borrower additionally waives any and all notices of sale of participation interests, as well as all notices of any repurchase of such participation interests. Borrower also agrees that the purchasers of any such participation interests will be considered as the absolute owners of such interests in the Loan and will have all the rights granted under the participation agreement or agreements governing the sale of such participation interests. Borrower further waives all rights of offset or counterclaim that it may have now or later against Lender or against any purchaser of such a participation interest and unconditionally agrees that either Lender or such purchaser may enforce Borrower's obligation under the Loan irrespective of the failure or insolvency of any holder of any interest in the Loan. Borrower further agrees that the purchaser of any such participation interests may enforce its interests irrespective of any personal claims or defenses that Borrower may have against Lender. Governing Law. This Agreement will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. This Agreement has been accepted by Lender in the Commonwealth of Pennsylvania. Choice of Venue. If there is a lawsuit, Borrower agrees upon Lender's request to submit to the jurisdiction of the courts of Cumberland County, Commonwealth of Pennsylvania. No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Agreement unless such waiver is given in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Agreement shall not prejudice or constitute a waiver of Lender's right otherwise to demand strict compliance with that provision or any other provision of this Agreement. No prior waiver by Lender, nor any course of dealing between Lender and Borrower, or between Lender and any Grantor, shall constitute a waiver of any of Lender's rights or of any of Borrower's or any Grantor's obligations as to any future transactions. Whenever the consent of Lender is required under this Agreement, the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender. Notices. Unless otherwise provided by applicable law, any notice required to be given under this Agreement shall be given in writing, and shall be effective when actually delivered, when actually received by telefacsimile (unless otherwise required by law), when deposited with a nationally recognized overnight cou or, if mailed, when deposited in the United Stat, -tail, as first class, certified or registered mail postage prepaid, directed to the addi es shown near the beginning of this Agreement. ny party may change its address for notices ,due )spun to 4uawa9i6V Si-11 lapun laylagm 'laMoilog of ueo-j Aue anew of luawliuiwoo Aue 9oew sey lapuaq li •S313NVMIV :10 N011VSS30 411Maiag uolloauuoo ur to luawaai6V sryi lapun suorle6llgo s,jemoLog to aouewioliad ayi Aq pagoeaiq to palelo!A aq pinoM yalgM suo!srAOid Aue bululewoo luawaaibe Aue olur i91u3 •sluawaai6V •ssaursnq to asinoo Aleurpio ayl w uegl iaylo lolueien6 io Alains se uolle6rlgo Aue snow (E) to 'Al!lue to asudialue iaylo Aue w lsalalur Aue aimboe io aleaio 'eseLioind (Z) 'Alilua to asudiaiue 'uosied layl0 Aue of slasse io Aauow 9OUenpe to ul lsanur 'ueoq (!) •sa!luelenO pue suorpsrnboV 'sueoq •ssaursnq l0 asinoo AieUrpio aql to lno ielalepo7 Iles JO JGlSUeil JO anrOSSlp 'd!ysieuMo aouego 'Aigua iaylo Aue yl!M alepriosuoo to aimboe 'lalsueil 'abiew 'alep!nb!I 'suorlelado aseeo (Z) to 'pa6e6us Alluesaid sr laMoiiog go!gM w asogl uegl lualalllp A11e!luelsgns sa!1!Arl3e ssaursnq Aue ui a6e6u3 (L) suotleladO to Alrnu!luoQ •lapuaq of ldaoxa 'slunoooe s,iomoilog to Aue asinooei Li1lM lies (g) io '(sua!-I pall!wiad se paMolle se ldaoxa) slasse s,laMOLog to Aue lagwnoua to 'ui isaialui Alunoas a luei6 'aseal '96pald 'u61sse 'a6e6liow 'lalsueil Islas (Z) `seseal lel!deo 6u!pnlou! 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'siuawaleis 6u!oueu!l 'sluewu6!sse 'sluawa9i6e Alunoas 'isnii to speop 'sebe6ilow 'salou AIOSSiwOid Lions lapuaq 01 laA!lep pue alnoaxa 'a)leyy •saoueinssV leuo!l!ppV •saoinosai leinleu laylo io/pue 1U9wUOIIAUa agl of a6ewep st alaLil sou to laLilagM Al!A11oe reluawuoi!AUa Aue yl!M uogoeuuoo ur lied s,lamoilog uo uo!ss!wo to uolloe Ieuo!lualurun to !euo!lualui Aue 6ulwaouoo Al!leluawnilsw JO A3u96e relu9wwano6 Aue woil uo!leorunwwoo iagio to sepal 'aA!loanp 'uorlel!o 'uall 'suowwns 'ao!lou Aue to Adoo e loaia14i id!aoai lade sAep (OS) Ali!gl u!yl!M Juana Aue ui pue Alidwoid lapuaq al Lis!uinl Ileys !sa!luoglne 1elu9wulano6 Ieool io alels 'lelapal aleudoidde agi Aq panss! 1!wied a to suoa puoo ayl ql!M aoue!rdwoo ui pue of luensind s! 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Lions lie 'asuadxa s,laMOLOS le 'alaldwoo pue lonpuoo A11duiOid •sa!pnlS Ieluewuolinu3 •lauuew luapnid pue algeuoseai a ul silelle ssaursnq s1! lonpuoo 'lauuosied luawa6euew pue aAlinoexe w 96ueyo Aue io ispuaq 01 9011ou uailuM aplAoid :lauuosiad luawa6euew pue aA!lnoaxa luasaid ayl se aouariedxe pue suo!lemplenb awes sqi Allequelsgns Lpm Iauuosied luawa6euew pue aAanoaxe urelu!evV 'suo!lelad0 •luawaeibe Aue q1!M uonoasuoo ui llnelep Aue to 6u!ilim u! AIa1e!pawuij lapua-l Aplou lleys jemoaOg '.-spud i pue jo.moiiou uaanilaq sluawaai6e pue siuawnilsul iaylo lie u, pue 'sluawnooQ S 96e 1 ?i1L?4?f{o j ?8t? :ON U001 -LN3 1133H-9V NVOI SS3 sns BUSINESS LOAN AGREEMENT Loan No: 7185 (Continued) Page 6 agreement. Permitted Liens. The words "Permitted Liens" mean (1) liens and security interests securing Indebtedness owed by Borrower to Lender; (2) liens for taxes, assessments, or similar charges either not yet due or being contested in good faith; (3) liens of materialmen, mechanics, warehousemen, or carriers, or other like liens arising in the ordinary course of business and securing obligations which are not yet delinquent; (4) purchase money liens or purchase money security interests upon or in any property acquired or held by Borrower in the ordinary course of business to secure indebtedness outstanding on the date of this Agreement or permitted to be incurred under the paragraph of this Agreement titled "Indebtedness and Liens"; (5) liens and security interests which, as of the date of this Agreement, have been disclosed to and approved by the Lender in writing; and (6) those liens and security interests which in the aggregate constitute an immaterial and insignificant monetary amount with respect to the net value of Borrower's assets. Related Documents. The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Loan. Security Agreement. The words "Security Agreement" mean and include without limitation any agreements, promises, covenants, arrangements, understandings or other agreements, whether created by law, contract, or otherwise, evidencing, governing, representing, or creating a Security Interest. Security Interest. The words "Security Interest" mean, without limitation, any and all types of collateral security, present and future, whether in the form of a lien, charge, encumbrance, mortgage, deed of trust, security deed, assignment, pledge, crop pledge, chattel mortgage, collateral chattel mortgage, chattel trust, factor's lien, equipment trust, conditional sale, trust receipt, lien or title retention contract, lease or consignment intended as a security device, or any other security or lien interest whatsoever whether created by law, contract, or otherwise. BORROWER ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS BUSINESS LOAN AGREEMENT AND BORROWER AGREES TO ITS TERMS. THIS BUSINESS LOAN AGREEMENT IS DATED JULY 27, 2010. THIS AGREEMENT IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS AGREEMENT IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SFALED INSTRUMENT ACCORDING TO LAW. 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'Ieball! aq o1 luawaaJ6y siqi jo uo!s!AoJd Aue spug uo!lo!psijnf lualadwoo jo 1Jnoo e jl '0g1geJanaS 'SJ9MOJJOg Ile 01 uaw6 90!lOU aq e1 pawaep s! JGMOJJOg Aue of Japuaq Aq uaA!6 eOiJOU Aue 'JannoJJOB eUO ue(41 aJOw s1 aJa413! We) algeo!Idde Aq pap!AoJd 9SINNAayl0 ssaiu-l •ssaippe 1uaJJn3 s,Jamo;Joo jc saw!1 lie 1e pawJolui Japuaq daeJ of saaJ6e JannoJJog 'sasod.nd sogou lo:] 'ssaJppe s,A1Jed ay1 a6ue4o of S1 a01Jou aui to asodJnd ayl ley) buiApoads 'saiiJed Jaglo ayi of aoijou ualapm lewJo} 6u1A16 Aq luawaa16y s!41 Japun Wised (pon1. ijuoo) Gab ? :ON ue0-1 Parcel Identification Number: RECORDA T ION REQUESTED BY: Integrity Bank Camp Hill Office 3345 Market Street Camp Hill, PA 17011 WHEN RECORDED MAIL TO: Integrity Bank Camp Hill Office 3345 Market Street Camp Hill, PA 17011 SEND TAX NOTICES TO: Integrity Bank Camp Hill Office 3345 Market Street Camp Hill PA 17011 FOR RECORDER'S USE ONLY MORTGAGE Amount Secured Hereby: $2,000,000.00 THIS MORTGAGE dated July 27, 2010, is made and executed between R Luke Rohrbaugh, whose address is 900 Kiehl Drive, Lemoyne, PA 17043 (referred to below as "Grantor") and Integrity Bank, whose address is 3345 !Market Street, Camp Hill, PA 17011 (referred to below as "Lender"). GRANT OF MORTGAGE. For valuable consideration, Grantor grants, bargains, sells, conveys, assigns, transfers, releases, confirms and mortgages to Lender all of Grantor's right, title, and interest in and to the following described real property, together with all existing or subsequently erected or affixed buildings, improvements and fixtures; all streets, lanes, alleys, passages, and ways; all easements, rights of way, all liberties, privileges, tenements, hereditaments, and appurtenances thereunto belonging or anywise made appurtenant hereafter, and the reversions and remainders with respect thereto; all water, water rights, watercourses and ditch rights (including stock in utilities with ditch or irrigation rights); and all other rights, royalties, and profits relating to the real property, including without limitation all minerals, oil, gas, geothermal and similar matters, (the "Real Property") located in Cumberland County, Commonwealth of Pennsylvania: See Exhibit "A", which is attached to this Mortgage and made a part of this Mortgage as if fully set forth herein. The Real Property or its address is commonly known as 900 Kiehl Drive, Lemoyne, PA 17043. CROSS-COLLATERALIZATION. In addition to the Note, this Mortgage secures all obligations, debts and liabilities, plus interest thereon, of Grantor to Lender, or any one or more of them, as well as all claims by Lender against Grantor or any one or more of them, whether now existing or hereafter arising, whether related or unrelated to the purpose of the Note, whether voluntary or otherwise, whether due or not due, direct or indirect, determined or undetermined, absolute or contingent, liquidated or unliquidated, whether Grantor may be liable individually or jointly with others, whether obligated as guarantor, surety, accommodation party or otherwise, and whether recovery upon such amounts may be or hereafter may become barred by any statute of limitations, and whether the obligation to repay such amounts may be or hereafter may become otherwise unenforceable. REVOLVING LINE OF CREDIT. This Mortgage secures the Indebtedness including, without limitation, a revolving line of credit, which obligates Lender to make advances to Grantor unless Grantor fails to comply with all the terms of the Note. Such advances may be made, repaid, and remade from time to tirna, subject to the limitation that the total outstanding balance owing at any one time, not including finance charges on such balance at a fixed or variable rate or sum as provided in the Note, any temporary overages, other charges, and any amounts expended or advanced as provided in either the Indebtedness paragraph or this paragraph, shall not exceed the Credit Limit as provided in the Note. It is the intention of Grantor and Lender that this Mortgage secures the balance outstanding under the Note from time to time from zero up to the Credit Limit as provided in the Note and any intermediate balance, plus interest. 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Aipnaas apoo Imiawwoo wiol!un a iapua-i of slue-16 i0lueir3 'uo!1lppe ul •Altadoid ay1 woi; sluay lie pue twadoid Z abed (panuguoo) 5S6( :ON ue0-1 3E)tiE)laow MORTGAGE Lean € o: 7185 (Continued) Page 3 so long as Grantor has notified Lender in writing prior to doing so and so long as, in Lender's sole opinion, Lender's interests in the Property are not jeopardized. Lender may require Grantor to post adequate security or a surety bond, reasonably satisfactory to Lender, to protect Lender's interest. Duty to Protect. Grantor agrees neither to abandon or leave unattended the Property. Grantor shall do all other acts, in addition to those acts set forth above in this section, which from the character and use of the Property are reasonably necessary to protect and preserve the Property. TAXES AND LIENS. The following provisions relating to the taxes and liens on the Property are part of this Mortgage: Payment. Grantor shall pay when due (and in all events prior to delinquency) all taxes, payroll taxes, special taxes, assessments, water charges and sewer service charges levied against or on account of the Property, and shall pay when due all claims for work done on or for services rendered or material furnished to the Property. Gi&antor shall maintain the Property free of any liens having priority over or equal to the interest of Lender under this Mortgage, except for those liens specifically agreed to in writing by Lender, and except for the lien of taxes and assessments not due as further specified in the Right to Contest paragraph. Right to Contest. Grantor may withhold payment of any tax, assessment, or claim in connection with a good faith dispute over the obligation to pay, so long as Lender's interest in the Property is not jeopardized. If a lien arises or is filed as a result of nonpayment, Grantor shall within fifteen (15) days after the lien arises or, if a lien is filed, within fifteen (15) days after Grantor has notice of the filing, secure the discharge of the lien, or if requested by Lender, deposit with Lender cash or a sufficient corporate surety bond or other security satisfactory to Lender in an amount sufficient to discharge the lien plus any costs and reasonable attorneys' fees, or other charges that could accrue as a result of a foreclosure or sale under the lien. In any contest, Grantor shall defend itself and Lender and shall satisfy any adverse judgment before enforcement against the Property. Grantor shall name Lender as an additional obligee under any surety bond furnished in the contest proceedings. Evidence of Payment. Grantor shall upon demand furnish to Lender satisfactory evidence of payment of the taxes or assessments and shall authorize the appropriate governmental official to deliver to Lender at any time a written statement of the taxes and assessments against the Property. Notice of Construction. Grantor shall notify Lender at least fifteen (15) days before any work is commenced, any services are furnished, or any materials are supplied to the Property, ii any mechanic's lien, materialmen's lien, or other lien could be asserted on account of the work, services, or materials and the cost exceeds $1,000.00. Grantor will upon request of Lender furnish to Lender advance assurances satisfactory to Lender that Grantor can and will pay the cost of such improvements. PROPERTY DAMAGE INSURANCE. The following provisions relating to insuring the Property are a part of this Mortgage: Maintenance of Insurance. Grantor shall procure and maintain policies of fire insurance with standard extended coverage endorsements on a replacement basis for the full insurable value covering all Improvements on the Real Property in an amount sufficient to avoid application of any coinsurance clause, and with a standard mortgagee clause in favor of Lender. Policies shall be written by such insurance companies and in such form as may be reasonably acceptable to Lender. Grantor shall deliver to Lender certificates of coverage from each insurer containing a stipulation that coverage will not be cancelled or diminished without a minimum of thirty (30) days' prior written notice to Lender and not containing any disclaimer of the insurer's liability for failure to give such notice. Each insurance policy also shall include an endorsement providing that coverage in favor of Lender will not be impaired in any way by any act, omission or default of Grantor or any other person, Should the Real Property be located in an area designated by the Director of the Federal Emergency Management Agency as a special flood hazard area, Grantor agrees to obtain and maintain Federal Flood insurance, if available, for the full unpaid principal balance of the loan and any prior liens on the property securing the loan, up to the maximum policy limits set under the National Flood Insurance Program, or as otherwise required by Lender, and to maintain such insurance for the term of the loan. Application of Proceeds. Grantor shall promptly notify Lender of any loss or damage to the Property if the estimated cost of repair or replacement exceeds $1,000.00. Lender may make proof of loss if Grantor flails to do so within fifteen (15) days of the casualty. Whether or not Lender's security is impaired, Lender may, at Lender's election, receive and retain the proceeds of any insurance and apply the proceeds to the reduction of the indebtedness, payment of any lien affecting the Property, or the restoration and repair of the Property. If Lender elects to apply the proceeds to restoration and repair, Grantor shall repair or replace the damaged or destroyed Improvements in a manner satisfactory to Lender. Lender shall, upon satisfactory proof of such expenditure, pay or reimburse Grantor from the proceeds for the reasonable cost of repair or restoration if Grantor is not in default under this Mortgage. Any proceeds which have not been disbursed within 180 days after their receipt and which Lender has not committed to the repair or restoration of the Property shall be used first to pay any amount owing to Lender under this Mortgage, then to pay accrued interest, and the remainder, if any, shall be applied to the principal balance of the Indebtedness. If Lender holds any proceeds after payment in full of the Indebtedness, such ;o &W4 s!41 Aq pajnoes ssaupalgapul a141 uo sjuawAed woj; lonpap of paj!nbaj jo pozuogjne si jojuej0 4ol4M joluej0 uo xe1 o11loads a (Z) :a6e6ijoyy SM. Aq pajnaas ssoupalgapul ayj ;o ved Aue jo Ile uodn jo a6eb4joyy p adAj s143 uodn xel o! ;loads a (I) :saHldde uo!loes si41 4oryM of saxel a3ripisuoo 1)eys 6ulmOllo; 941 •saxel •91503joy4 s141 6UIja19169j jo DUIPJ008J jo; saBJeyo J9410 pue 'sdwels Ajeluawnoop 'saal 'saxes Ile uollejlwH inotp!m Bulpnpou! 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Ajunoas 'suail 'saxes He BulAed jo BLI'Weyos!p of pa1!wil jou 1nq 6uipnlow 'alepdojdde swaap japual je4j uo!1oe Aue wiei (01 pole6ilgo aq jou Heys 1nq) Aew 11e4eq s,joluej0 uo japue-j 'sjuawnoop pajelalj Aue jo a6e13jjop4 s1gl japun Aed jo 95jeyoslp of pajlnbei st joiuej0 slunowe Aue anp ua14M Aed jo a6je40s!p of ajnHe; s,j0juej0 01 paUUni jou mq Buipniou! 'sjuawnoop paleiafH Aue jo 96e61-10W s141 ;a uo!s!Aajd Aue yj!M Aldwoo of slle; jojuej0 ;1 jo Avoclojd ayj ut lsajolu! s,japue-l 1oa;;e Alieyajew plnoM ley! paouawwoo s! Bulpe9oojd jo uoljoe Aue;H 'S3unjj0N3dX3 S,W30N31 jeadde Aew sisajalu! s,joluej0 se joluej0 01 pled aq Heys spaaoojd V abed (ponuquoC)) 98LL :ON ue0-1 39VE)IuOW MORTGAGE Loan No: _ iss (Continued) Paue 5 Miiortgage; (3) a tax on this type of Mortgage chargeable against the Lender or the holder of the Note; and (4) a specific tax on all or any portion of the indebtedness or on payments of principal and interest made by Grantor. Subsequent Taxes. If any tax to which this section applies is enacted subsequent to the date of this Mortgage, this event shall have the same effect as Default, and Lender may exercise any or all of its available remedies for Default as provided below unless Grantor either (1) pays the tax before it becomes delinquent, or (2) contests the tax as provided above in the Taxes and Liens section and deposits with Lender cash or a sufficient corporate surety bond or other security satisfactory to Lender. SECURITY AGREEMENT; FINANCING STATEMENTS. The following provisions relating to this Mortgage as a security agreement are a part of this Mortgage: Security Agreement. This instrument shall constitute a Security Agreement to the extent any of the Property constitutes fixtures, and Lender shall have all of the rights of a secured party under the Uniform Commercial Code as amended from time to time. Security Interest. Upon request by Lender, Grantor shall take whatever action is requested by Lender to perfect and continue Lender's security interest in the Rents and Personal Property. In addition to recording this Mortgage in the real property records, Lender may, at any time and without further authorization from Grantor, file executed counterparts, copies or reproductions of this Mortgage as a financing statement. Grantor shall reimburse Lender for all expenses incurred in perfecting or continuing this security interest. Upon default, Grantor shall not remove, sever or detach the Personal Property from the Property. Upon default, Grantor shall assemble any Personal Property not affixed to the Property in a manner and at a place reasonably convenient to Grantor and Lender and make it available to Lender within three (3) days after receipt of written demand from Lender to the extent permitted by applicable law. Addresses. The mailing addresses of Grantor (debtor) and Lender (secured party) from which information concerning the security interest granted by this Mortgage may be obtained (each as required by the Uniform Commercial Code) are as stated on the first page of this Mortgage. FURTHER ASSURANCES; ADDITIONAL AUTHORIZATIONS. The following provisions relating to further assurances and additional authorizations are a part of this Mortgage: Further Assurances. At any time, and from time to time, upon request of Lender, Grantor will make, execute and deliver, or will cause to be made, executed or delivered, to Lender or to Lender's designee, and when requested by Lender, cause to be filed, recorded, refiled, or rerecorded, as the case may be, at such times and in such offices and places as Lender may deem appropriate, any and all such mortgages, deeds of trust, security deeds, security agreements, financing statements, continuation statements, instruments of further assurance, certificates, and other documents as may, in the sole opinion of Lender, be necessary or desirable in order to effectuate, complete, perfect, continue, or preserve (1) Grantor's obligations under the Note, this Mortgage, and the Related Documents, and (2) the liens and security interests created by this Mortgage as first and prior liens on the Property, whether now owned or hereafter acquired by Grantor. Unless prohibited by law or Lender agrees to the contrary in writing, Grantor shall reimburse Lender for all costs and expenses incurred in connection with the matters referred to in this paragraph. Additional Authorizations. If Grantor fails to do any of the things referred to in the preceding paragraph, Lender may do so for and in the name of Grantor and at Grantor's expense. For such purposes, Grantor hereby irrevocably authorizes Lender to make, execute, deliver, file, record and do all other things as may be necessary or desirable„ in Lender's sole opinion, to accomplish the matters referred to in the preceding paragraph. It is understood that nothing set forth herein shall require Lender to take any such actions. FULL PERFORMANCE. If Grantor pays all the Indebtedness when due, and otherwise performs all the obligations imposed upon Grantor under this Mortgage, Lender shall execute and deliver to Grantor a suitable satisfaction of this Mortgage and suitable statements of termination of any financing statement on file evidencing Lender's security interest in the Rents and the Personal Property. Grantor will pay, if permitted by applicable law, any reasonable termination fee as determined by Lender from time to time. DEFAULT. Default will occur if payment in full is not made immediately when due. RIGHTS AND REMEDIES ON DEFAULT. Upon Default and at any time thereafter, Lender, at Lender's option, may exercise any one or more of the following rights and remedies, in addition to any other rights or remedies provided by law: Accelerate Indebtedness. Lender shall have the right at its option, after giving such notices as required by applicable law, to declare the entire Indebtedness immediately due and payable. UCC Remedies. With respect to all or any part of the Personal Property, Lender shall have all the rights and remedies of a secured party under the Uniform Commercial Code. Collect Rents. Lender shall have the right, without notice to Grantor, to take possession of the Property and, with ieeq ifeys pue pueuiap uo algeAed ssaupaigapul ayi to lied a awooaq ile4s s1146u sl! ;o luawaoio;ua 941 io lsaialut sir to uotioaloid a43 io; aw!z Aue le AiessaDau aie uoiurdo s,iapual ui le(41 sinour iapual sasuadxa algeuoseai Ile 'mel Aq palpt4oid 1ou iuaixe ayi of pue 'panlonur si uorioe iinoo Aue iou io iaylayM leadde Aue uodn pue leri3 le sag; sAauioue se algeuoseei 96pnfpe Aew trnoo 941 se wns Lions 19AO09i of palmua aq pet's iapual '96e6VOW s!44 10 swi93 941 ;o Aue swoluo of uorioe io 1!ns Aue sainmsui iapual ;l •sasuadxa :saaj &AouiouV •ssoupexgepul ay1 6upnoes Alio9irpu! io Afloaitp lei91e1100 i91430 Aue isure6e paaooid of io/pue i9siopua io Aiains 'ioiueienB 'ialew-00 iaylo Aue isure6e io/pue i0 ueiE) lsule6e Alloeilp paa0oid of ,apua-r ;o Au@qe pue s14pu 9141 30!iisoi 1o pwp of AeA& Aue ui io 'llnelap Bulnnopo; i9puel of algelrene sarpawai pue s146u a43 30rilsai io 1!w!i of se os poniisuoo aq lleys asimia141o io 96e63}oyy x143 iapun 6uryloN •salpawai su asroiaxe pue ilnelep a aielaep of iyBu s,iapual 1oage iou !legs 'wioliad of ainllel s,ioweiE) lade 'a6e63ioyy styi iapun iolueiE) ;o uorle6 Iqo ue wioliad o3 uol33e aile1 0l io saini!puedxa slew of uoli0ale, ue pue 'Apawai ieyio Aue ;0 1lnsind apnloxe iou hays Apawai Aue onsind of iapual Aq u0110913 •sa•pawaa ;o u013a613 •Aiiadoid leay ayi;o ales Aue yi!m uotlounfuoo ui spew aq Aew Aiiadoid leuosiad ayi;o ales Auy •uorl!sodslp io ales ayi;o awls ay1 aio;aq sAep (pl,) ual iseal le uaAl6 ao!lou ueow lleys aanou algeuoseai 'noel algeorldde Aq pannbai sslnaiaylo ssalun •apew aq of s! Aiiadoid leuosiad 941 do uorU•sodsrp papuaiur ieyio io ales a3eAud Aue 40114Ae Jade awls 941 10 io Auadoid leuosiad ay1;o ales orignd Aue to o0eld pue awli ayi;o a0llou algeuoseei ioluein 9A16 ffeLis i9pu9-1 'ales ;o aolioN •Aliadoid ayi;o uoriiod Aue io !le uo ales 0!ignd Aue le prq of polirlua aq lleys iapue-1 sales 9jeiedas Aq io ales auo w 'Alaleiedas io i94195ol A3iadoid ayl ;o lied Aue io Ile pas of sail aq lleys iapual 'sarpawai pue 83461i sip 6utsl0iaxe u! •palleysiew Aliadoid 941 aney 03 1y61i Ile pue Aue someM Age'94 iolueiE) 'noel algeorldde Aq pa1 lwiad 3ua2xa ayi oj Alaadoid ayi;o ales •Altnba ui io onel ie alge!lene io aioN ayi io 96e63ioyti sry3 u! paplAOid salpowei pue s146u 19430 !le aAey pe4s iapu9l •salpawab iayip •iapua-1 ;o puewap ayi uodn Alalerpawwt Aliedoid 941 aieoeA (Z) io 'Aiiadoid 9141 do asn ayi io; leiuai aigeuoseai a Aed (l) iaylra 'uo4do s,iapua-1 1e •11849 pue A3iadoid aLp ;o iase40ind ayi io iapual ;o aoueia;;ns is iueuai a owo0eq lleys ioiueirJ 'iolueiE) to ilnelop uodn A3iadoid ayi to uorssassod of paliriua sawoDeq asrnnia4lo iapua-I io anoge paplAOid se plos s! Aiiadoid ayi iai;e A3iadoid ayi ;o uolssassod ui sulewai iolueiq 11 •souemUns le Aoueual •1101109s 9141 ur paplAOid s146ti 941;o asrolaxa 9yi wOi; paAlaaai slunowe Ile ;o uopeolldde ial;e ispua-1 of anp ssoupalgapul 941 u! 6urwewei Aouarogep Aue iol luaw6pnf a ulelgo Aew iapual •luaw4nr AoualsUao -ales !elolpnf-uou Aq Aliadoid leaU ayi io A;iodoid leuosiad ayi ;o lied Aue ut io lie ui issialur s,iolueiE) asoloaiol Aew iapual 'onel alge0lldde Aq pau!wiad 11 -ales 1e10lpnfuON •ianaosleynn Sulpaa0oid io liiM loud Aue inoyllnn 'gj!mylio; ponssr aq Aew uolssassod ;0 1riM a uodnaia4l pue aueiiem iuepi4ns a aq nays '1lAep?y8 Aq par;uaA afie6laoyy sry3 ;o Ado0 a io `aBe63ioyy sryi yor4M io; 'uognoaxa ;o Aels Aue 3noy}!M 'Ayredoid ay1 to uolssassod 10 iapuel Aq Aianooai 041 JO; 'iolueiD 48noi41 io iapun bulwlelo suosiad lie isure6e pue 'iolueiE) 1sure6e luaw6pnf ssaluoo pue iol ieadde of pue Aliadwd ayi 30 uolssassod i0; iUewloefa ur uorioe algeorwe ue linoo waiadwoo Aue ur 6uualua io; luewaaiBe ue uBrs' 01 'iapual y6noiyi io iapun 6urwlelo suosiad rye pue iapua-1 iol Aawoue se 'aiaLlmosle io erueAlAsuuad to ylleamuowwoj ayi W piooei to linoo Aue ;o Aawoiie Aue siaanodwe pue sazuoylne Agaiay iolueirj Voiadoid ayi;o uolssassod 6uunooid ;o asodind ayi ioj •Aliadoid By; ;o uolssassod •AUadoid ayi ;o lied Aue io lie ur isaialw e,iolueiE) Bursopaiol saioep lerorpnf a uteigo Aew iapual •ainsol0aioj lelalpnr 'i9A1a091 L, se 6ulAias wail uosiad a A;penbslp iou lleys iapual Aq 3uawAoldw3 'lunowe lerlueisgns a Aq ssoupeigapul ayi spoeoxe Aiiadoid ayi ;o anleA lusiedde 041 iou io iaylayM isfxa !legs iaAlaoai a ;o luowlurodde ayi of iy6u s,iapual -Mel Aq pou!wiad ;! puoq in0411A4 anus Aew ianraoai ayi •ssaupaigopul 941 isure6e 1d14si9A1a08i ayi do 1900 ayl anoge pue i9AO 'spaaooid 041 Aldde pue Aliadoid ayi woi; sluas ayi 1091100 O1 pue 'ales io ainsol0siol Sulpa0aid Aliadoid ayi aieiado 01 'A),jadoid 941 em.-maid pue loaioid of iamod ayi 4:4m 'Aiiadoid 943 ;o lied Aue io Ile ;o uolssassod ailei of palurodde ianraoai a aney 01 146u ayi aney ileys iapuel •ianlaoolj luloddy •i9A19o9i a y6noi41 io 'iua6e Aq 'uosiad ui iaylla ydei6eiedgns sryi iapun s1y6u slt asiwaxa Aew iapual •paistxo puewap ayi iol spunoiB iadoid Aue iou io ia4iaynn 'spew ale siuawAed ayi ynlynn iol suotle6rlgo ayi A;sties pegs puewap s,iapual 01 asuodsai uj iapua-) of siasn ieyio io s3ueual Aq siuawAed •spaaooid ayi iaapo0 pue awes ayi aierioBau of pue iolueiE) ;0 9weu ayi ur ;o9ia43 iuawAed u! panraoai sluawniisur asiopus of iapua-1 sazuoyine Algeoonaiii ioluejE) uayi 'iapua-1 Ag poloapoo aie sluail ayi 11 •iapual of All0anp seal asn io iuai ;o siuawAed alew of Aliadoid 941 ;o iasn ieyio io lueual Aue ailnbei Aew iapual 'iy6ri sryi ;o eaueia14lin; ul •ssoupalgapul a41 1sure6e 'sisoo s,iapual 9AOge pue iano 'spaaooid iou ayi Aldde pue 'ptedun pue anp lsed slunowe burpn10u! 'siualj 941 loallo0 of 'Aliodoid ayi ;o uolssassod Buralei inogi!nn io g abed (panu.1uoD) 5g6L :ON ueo-1 39VDIU0W €V-10RTGAG Loan No: 7185 (Continued) Page interest at the Note rate from the date of the expenditure until repaid. Expenses covered by this paragraph include, without limitation, however subject to any limits under applicable law, Lender's reasonable attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including reasonable attorneys' fees and expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collection services, the cost of searching records, obtaining title reports (including foreclosure reports), surveyors' reports, and appraisal fees and title insurance, to the extent permitted by applicable law. Grantor also will pay any court costs, in addition to all other sums provided by law. NOTICES. Unless otherwise provided by applicable law, any notice required to be given under this Mortgage shall be given in writing, and shall be effective when actually delivered, when actually received by telefacsimile (unless otherwise required by law), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United States mail, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Mortgage. All copies of notices of foreclosure from the holder of any lien which has priority over this Mortgage shall be sent to Lender's address, as shown near the beginning of this Mortgage. Any party may change its address for notices under this Mortgage by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Grantor agrees to keep Lender informed at all times of Grantor's current address. Unless otherwise provided by applicable law, if there is more than one Grantor, any notice given by Lender to any Grantor is deemed to be notice given to all Grantors. MISCELLANEOUS PROVISIONS, The following miscellaneous provisions are a part of this Mortgage: Amendments. This Mortgage, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Mortgage. No alteration of or amendment to this Mortgage shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment, Annual Reports. If the Property is used for purposes other than Grantor's residence, Grantor shall furnish to Lender, upon request, a certified statement of net operating income received from the Property during Grantor's previous fiscal year in such form and detail as Lender shall require. "Net operating income" shall mean all cash receipts from the Property less all cash expenditures made in connection with the operation of the Property. Caption Headings. Caption headings in this Mortgage are for convenience purposes only and are not to be used to interpret or define the provisions of this Mortgage. Governing Law. This Mortgage will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. This Mortgage has been accepted by Lender in the Commonwealth of Pennsylvania. Choice of Venue. If there is a lawsuit, Grantor agrees upon Lender's request to submit to the jurisdiction of the courts of Cumberland County, Commonwealth of Pennsylvania. No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Mortgage unless such waiver is given in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Mortgage shall not prejudice or constitute a waiver of Lender's right otherwise to demand strict compliance with that provision or any other provision of this Mortgage. No prior waiver by Lender, nor any course of dealing between Lender and Grantor, shall constitute a waiver of any of Lender's rights or of any of Grantor's obligations as to any future transactions. Whenever the consent of Lender is required under this Mortgage, the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender. Severability. If a court of competent jurisdiction finds any provision of this Mortgage to be illegal, invalid, or unenforceable as to any circumstance, that finding shall not make the offending provision illegal, invalid, or unenforceable as to any other circumstance. If feasible, the offending provision shall be considered modified so that it becomes legal, valid and enforceable. If the offending provision cannot be so modified, it shall be considered deleted from this Mortgage. Unless otherwise required by law, the illegality, invalidity, or unenforceability of any provision of this Mortgage shall not affect the legality, validity or enforceability of any other provision of this Mortgage. Merge, There shall be no merger of the interest or estate created by this Mortgage with any other interest or estate in the Property at any time held by or for the benefit of Lender in any capacity, without the written consent of Lender. Successor Interests. The terms of this Mortgage shall be binding upon Grantor, and upon Grantor's heirs, personal representatives, successors, and assigns, and shall be enforceable by Lender and its successors and assigns. Time is of the Essence. Time is of the essence in the performance of this Mortgage. Waive Jury. All parties to this Mortgage hereby waive the right to any jury trial in any action, proceeding, or •Aijadojd 94i woj; panijap sl4auaq jaylo pue 'sic;oid 'sa!lleAw 'sanssi 'awooui 'sanuanaj 'sluaj ainin; pus iuasaid lie sueaw „siuaa, pion a41 •siuall •ssaupalgapul ayi 41!m uoiloauuoo w painoaxa 16upsixe j94e9ja4 jo nnou 194laynn 'siuawnoop pus siuawaajbe 'siuawnjlsul jaillo Ile pus 's913e61jow lejaielloo 'spaap Aapnoas 'lsnij ;o spaap 'sa6BBpow 'sluawaaj6e kpinoas 'sequejeri6 'siuawawbe celuawuojcnua 'siuawaake ueol 'siuawawBe iipajo 'salon Ajossrwoid Ile ueaw „siuawnoop paielaa, spjoM ay1 siuaWnaoa paielaa -a6e67jow siyi ui paciposap jayljn; se 'sl4Bu pus sisajaiuc 'Avedoid leaf ayl ueaw Awadeld leaH, spiom 941 •Ayjadojd leas -Avadoid leuosje l ayl pus Aljadoid leay ayl A 9&goapoo sueaw Aliadoid„ pion a41 •Aljadoid -Avedojd ayi;o uopisodsip jayio jo ales Aue wojl (swniwajd ;o spun)ai pus spaaaoid aouejnsw lie uoiieiiwil inoyicM buipnlaw) spaaaad Ile yiiM j9418601 Pus :Aljadoid yons ;o Rue 'to; suoanuisgns Ile pus 'jo sluawooeldej Ile 'ol suoclippe pus 'sited 'suoissaaae Ile ylinn iayla6ol .Aijadojd lean ay1 of paxille jo payoene J04ROja4 jo Mou Pus 'joluejq Aq paumo ja4eaja4 jo Mou Avadoid leuosiad ;o salmlie jayio pus 'sainixg 'wowdinbe lie ueaw AljadOld leuosjad„ spioee a41 •Iajadojd Ieuosjad 31yli 1S3li31M 918VIN'c1A V SNIp1N00 310N 3H1 :801NVU9 01 30110N 'wawaajBe jo alou Ajosslwojd ayl jol suogniDSgns pus ';o suoileplosuob '}o sBwoueugai ';o suoileai;cpow ';o suocsuaixa ';a SIBM9u9j ,Ile tWm iayla6ol 'japua-I of joluejE) woj; 00'000'000'Z$ 10 ;unowe ledioulid leul6ujo ayi ut 'OLOZ 'LZ Alnr Paiep alou Ajossiwoid ayl sueaw DION„ pjonn 041 'OtON japua-I pus jolueji] uaamlaq 96eBvoyy siyi sueaw „9Be6ljoyq, pion 941 •96eatioW "subisse pus siossaoons sic 'ilueg AlliBalul sueaw „19pua-7„ pjam a41 japus-I -96e6uoyy slyi;o uocsiAojd uoclezclejaleiloq-ssojq ayi Aq painoas Aliaanpuc aq Aew ie41 slunowe Ile sapnlow ssaupalgapul uo!leliwp woLWm 'Alieac;coadS •96e61joyll s141 ;o aiep 943 01 iloeq aielaj lleys ajnin; ayi ui paleajo aq Aew yoitlm ssaupalgapul ayi BUUaAOO 96e6lioyq siyl of luensind paleajo sisaialuc Aiunoas pus suail a41 *a6e6ijow s141 ul papcAojd se slunowe yons uo isajaluc 4Pm j9401501 'a6e62joyY s141 japun suocie6ilgo s,joluejq 9wo;ue of japual Aq pannouc sasuadxa so suocie6ggo s,joluej0 96jeyosip of japual Aq paouenpe jo papuadxa slunowe Aue pus siuawnoop palelay jo DION ayi jo; suoiinipsgns pus ;o suoilepclosuoo ';o suocleoippow ';o suolsuaixe ';o slemquai lie yluN jayla6ol 'siuawnoop paleft jo DION a4l japun al4aAed sasuadxe pus slsoo 'slunowe ja4lo pus 'isojaluc 'ledcouud Ile sueaw sseupelgepul. pion ayi •ssaupalgapul -Aljadojd leaLl ayi uo uogonjisuoo jayio pus siuawaoeldej 'suoiicppe 'saii!lioe; 'Aijadojd lealj ayi uo paxi;}e sawoy aligow 'sainionils 's6ucppnq 'swawanojdwi aim% pus 6u.4sixa Ile sueaw sluawanoidwl„ pjonn 941 sluawanojdwl •solsagse pus ;oaja4l uocloei; Aue jo slanpojd-Aq wnalojlad pus wnalojiad 'uoiieliwil ino4i!m 'sapncauc osle saauengnS snopjezeH„ wjal a41 'Sme-i leiuawuoj1nu3 ayi japun palsg io Aq paw;ap se alsem jo sleualew 'seoueisgns ocxoi jo snopiezey Ile pus /,us uolle4wil inoyicM apn(ouc pus asuas lsepeojq Aj9A jiayl w pasn aje saoumscinS snopiezeH, spioM ay1 •paipuey ascAAjaylo jo paljodsuen 'painioelnuew 'palejaua6 qo pasodsip 'pajois 'paleail 'pasn Aliadoidwi uaynn luawuojcnua ayi JO 4:4e94 uewny of piezey ceclualod jo lussajd a asod jo asneo Aew 'saiiscjalaejeya snogoalui jo leoiwayo 'leotsAyd jo uocleilueouoo 'Alcluenb nagl ;o asneoaq 'ieyl sleualew ueaw senueisgnS snopjezeH, spjoM 941 •sanuelsgnS snopiezeH •46negj40y mini U sueaw „jojuejEJ„ pion 941 •jo;uejq •olajayi wensind paidope suoclelnBei jo 'salnj 'smei lejapa; jo siels aigeoildde jaylo jo '-bas la '1.069 uo!loaS '0'S'n Zb 'loV AjanoaaH pus u01lenj8suoq soinosaa ayi '-bas la ' LOS L uoiioaS "o"S'n 6b 'lay uoiieijodsuejl slecjaleyjl snopiezeH a41 66ti-66 'ON 'I 'qnd '9861. 10 loy uOpezuo4lne9y pus sluawpuawy punliednS ayi '(.V10?30.3 "bas is ' LO96 uoclaaS •q•s•n Zb `papuawe se 'pgg 1. {o toy Aiiicgecl pup 'uopesuadwop 'asuodsad leluawuoicnu3 anlsu84ajdwo0 041 uoiielcwil inoyi!M 6uipnloui 'iuawuojinua ayi jo 411ea4 uewny jo uocloaloid ayi of Buclelaj saoueucpio pus suo4eln69j 'sainiels leool pue lejapa; 'alels lie pus /,us ueaw smel Ieiuawuoicnu3, spioM a41 -sMel ieiuawuoilAu3 „llnelaq„ Pegg uoiloas ayi ui 96e61jolry sc41 w 41jo; las llne)aa ayi sueaw „linelaq, pions 941 '4netea •su6isse pus siossooons j1941 Ice Pus DION ayi Buiu6cs siaNew-oo pus sjau6is-oo lie sapnlow pus 46neg1yoy aNnl El sueaw ,jamojjog„ pion ayi •jamojjo8 :apoo ceiojewwoq wjo;tun ayi uc swial vans of paincIpue s6wueaw ayl aney Ileys a6e6ljoyq siyi ui paugap asimja43o iou swial Pus spioM •ajmbei Aew ixaluoo ail se 'iein6uis ail apnloui !leis leinid ayi pus 'leinld a41 apnlou! Ileys jeln6uis ail uc pasn swjal pus spioM •eoijawy ;o saieiS pai!un 941 jo Aauow in;nnel ui slunowe ueaw keys slunowe jelcop of saauajejej lie 'Ajenuoo ail of peleis Apeoi;toads ssalun 95e6vovy siyi uc pasn uD4m s6ucueaw buimoilo; 941 aney cceys swjai pus spioM pazcieicdeo buinnollo; ail 'SNOI11N1330 •Aljed ja41o Aue isule8e Armed Aue Aq lybnojq wieloinunoa 8 afied (panuguoo) 98LL :ON ueo-l 3EM91How MORTGAGE I-Gail NL- 7185 (Continued) Page 9 GRANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS MORTGAGE, AND GRANTOR AGREES TO ITS TERMS. THIS MORTGAGE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS MORTGAGE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. GRANTOR: X COPY Seal) R Luke Rohrbaugh T-------? CERTIFICATE OF RESIDENCE I hereby certify, that the precise address of the mortgagee, Integrity Sank, herein is as follows: Camp Hill Office, 3345 Market Street, Camp Hill, PA 17011 Attorney or Agent for Mortgagee INDIVIDUAL ACKNOWLEDWOENT COMMONWEALTH OF PENNSYLVANIA COUNTY OF )SS On this, the day of , 20 , before me , the undersigned Notary Public, personally appeared R Luke Rohrbaugh, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that he or she executed the same for the purposes therein contained, In witness whereof, I hereunto set my hand and official seal Notary Public in and for the State of LASER PRO Lending, Ver. 5.50.00.006 Copr. Harland Financial Solutions, Inc. 1997, 2010. All Rights Reserved. - PA K:\LENDING\CFI\LPL\G03,FC TR-3628 PR-25 IS L )RE ROM "C'- NFESSIM ¢F T )GIMP NIA" „ererernces in .he boxes above are for Lender's use Only and do not limit the eppi'cabiiity os this document to any particular loan or item. Any item above COnTaining "***" has been omitted due An text length limitations. ee', af an't- R Luke Rohrbaugl- 900 Kiehl Drive Lemoyne, PA 17943 Lender: Integrity Bank Camp Hill Office 3345 Market Street Camp Hill, PA 17011 {717} 920-49DO DISCLOSURE FOR CONFESSION OF JUDGMENT 1 AM EXECUTING, THIS DAY OF 20 A PROMISSORY NOTE FOR $2,000,000.00 OBLIGATING FOE TO REPAY THAT AMOUNT. A. I UNDERSTAND THAT THE NOTE CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT MOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE NOTE, WITHOUT ADVANCE NOTICE TO ME AND WITHOUT OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE NOTE, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST Iv1E UNDER THE NOTE, I AM KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S ENTERING JUDGMENT AGAINST ME BY CONFESSION AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION. B. I FURTHER UNDERSTAND THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST ME WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE ALSO CONTAINS LANGUAGE THAT WOULD PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE JUDGMENT BY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE NOTE, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, I AM KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S IMMEDIATELY EXECUTING ON THE JUDGMENT IN ANY MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING ME ANY ADVANCE NOTICE. C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, I REPRESENT THAT: INITJALS 1. 1 WAS REPRESENTED BY MY OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE NOTE. /6-2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE TO MY ATTENTION. D. 1 CERTIFY THAT MY ANNUAL INCOME EXCEEDS $10,000; THAT THE BLANKS IN THIS DISCLOSURE WERE FILLED IN :THEN I INITIALED AND SIGNED IT; AND THAT I RECEIVED A COPY AT THE TIME OF SIGNING, THIS DISCLOSURE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED IN TR MENT ACCORDING TO LAW. DE X f 1. ' i ?% .Seal} in the presence of: X \J Witness ss -EA PAD Lnntlmp, Ver. 5.50.09. DD6 Cop.. -1-d Emanuel Seluliont. Inc. 1.7. Z-' All Aig- A-'.d. - PA K: ILENDING%CFALPLW30.FC TA-3C2t PA,25 REQUEST tKID A i EE .,p fl•Fc1f --, ? ,^s?.? _ fit` l nererences to the boxes above are for Lender's use only anc do not limit the a ti I' ? ?-- pplice?t <<v of this document to any Any item above containing has been -omitted due to tex; ien r pant u ar loan or item. i g h limitations. OI[E14Jef: R Luke RohrbaugF 900 Kiehi Drive LBi?dE Integrity Bank Lemoyne, PA 17043 Camp Hill Office 3345 Market Street Camp Hill, PA 17011 (717) 920_4900 LOAN TYPE. This is a Variable Rate Nondisclosable Revolving Line of Credit Loan to an Individuaf for $2,000,000.00 due on demand. PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for: X Personal, Family, or Household Purposes or Personal Investment. ? Business (Including Real Estate Investment). DISBURSEMENT INSTRUCTIONS. Borrower understands that no loan proceeds will be disbursed until all of Lender's conditions for making the loan have been satisfied. Please disburse the loan proceeds of $2,000,000.00 as follows: Undisbursed Funds: $2,000,000.00 Note Principal: $2,000,000,00 CHARGES PAID IN CASH. Borrower has paid or will pay in cash as agreed the following charges: Prepaid Finance Charges Paid in Cash: J f J? $5,0000.OD .00 Loan Origination Fee (%) $15.00 Flood Certification $300.00 Doc Prep Fee Total Charges Paid in Cash: -S?°3rJ 6rt7"'? FINANCIAL CONDITION. BY SIGNING THIS AUTHORIZATION, BORROWER REPRESENTS AND WARRANTS TO GENDER THAT THE INFORMATION PROVIDED ABOVE IS TRUE AND CORRECT AND THAT THERE HAS BEEN NO MATERIAL ADVERSE CHANGE IN BORROWER'S FINANCIAL CONDITION AS DISCLOSED IN BORROWER'S MOST RECENT FINANCIAL STATEMENT TO LENDER. THIS AUTHORIZATION IS DATED JULY 27, 2010. THIS AGREEMENT IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS AGREEMENT IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW B x al) ac-1w a=sc-wL ?i•cwnviw?w»?nan:w vi • •P- ? • ow 6V VIM •1661 '>y 'cwnryos I-A PUW-W,M o ow 00VWS'M %"P-1 Ofd wi6Y7 n 'MVl Ol ONIaH000V INIW981SNI a31S V =10 103333 ]HI 3AVH QNV 31ni11SN00 11VHS QNV SI 1N3W33HJV SIHI 1VH1 a3aN31N1 St 11 aNV lV3S a3atw MAID S{ N3W33HJV SIHI •amso{osta 9!41. 10 suotstnoid ay; ;o tie poo;siopun pue peal taMouog 'oLoZ 'LZ Ainf, uo aot;ON aoueinsut NpajO sty; Butu&s o; aoud ?t;uene;ou soop iamoijog 'Japua3 wol} atgeltene si aoueinsut ppajo pue atgtBtls st lamomg }I (0) jo :japue-t woi; elgeltene ;ou st aouejnsul }!Pajo (e) :aouejnsut pajo jo} atgtBtta ;ou si .tamoijog (V) :suoseaj Butmollo} ay; to auo jo} ueol sty; jo; aoueinsui ilpajo Bwutelgo;ou si jamoijog;eyl saBpolmou)loe aamouog 'molaq Butu6ts 413 '1103H0 NIV1g0 Ol 03UM03H ION 3HV 30NVHnSNI 1N3WAOldW3Nn AHVINnIOANI QNV 30NVHnSNI AltlIEVSI0 1103H0 '30NvydnSNI 3311 1103H0 '30NVHnSNI 1103HO AHVINnIOA 3unsolaSla 33NvmnSNl imua Z 96ed (panuiluoO) SRLZ :ON ueO-l NOI1bZIHOHln`d ONV 1S3no3a 1N3W3San8Sia ~- McNEES WALLACE & NURICK LLC Clayton W. Davidson, Esquire Attorney I.D. No. 79139 Nedric L. Nissly, Esquire Attorney I.D. No. 44233 100 Pine Street P.O. Box 1166 Harrisburg, PA 17108-1166 (717) 232-8000 cdavidsonna,mwn.com Attorneys for Defendants C~g~" ~'}~~ ~~~? rK ~~~ ~ .~, ~ ,~ 1a~a ocr 27 p~ z: ~~~ Cl1P~iBERLq~#O 1;0U~~T $, ~EP~~~SY~.WA~~~q R. LUKE ROHRBAUGH, Plaintiff v. INTEGRITY BANK and GEORGE GUNNETT, Individually and as agent for Integrity Bank, Defendants IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Case Number 10-6081 CIVIL ACTION -LAW INTEGRITY BANK AND GEORGE GUNNETT'S PRELIMINARY OBJECTIONS TO PLAINTIFF'S COMPLAINT 1. Counts V and VI of R. Luke Rohrbaugh's ("Plaintiff'), Complaint purports to bring a fraudulent misrepresentation claim and negligent misrepresentation claim, respectively, against Integrity Bank and George Gunnett (the "Defendants"). 2. Paragraph 112 in Count V, paragraph 129 in County VI and the ad damnum clauses that follow each count of Plaintiffs Complaint, includes a claim for attorneys' fees. 3. Under Pennsylvania law, attorneys' fees may only be recovered if there is a specific agreement between the parties that allows such recovery or authorized by statute. 4. Plaintiff has failed to prove a contract exists between himself and the Defendants that would entitle him to attorney's fees for his alleged causes of action in Counts V and VI of his Complaint. 5. Plaintiff is also unable to prove his requests for attorneys' fees is allowed by statute. 6. Pursuant to Pa.R.C.P. No. 1028(2), Plaintiff s requests for attorney's fees should be stricken from Counts V and VI of his Complaint. WHEREFORE, Plaintiff s demands for attorneys' fees constitute impertinent matter and should be stricken in Counts V and VI of Plaintiff s Complaint. McNEES WALLACE & NURICK Date: October 27, 2010 /~ By G/ ,~/~ Clayto . Da dson, Esquire Attorney I.D. o. 79139 Nedric L. Nissly, Esquire Attorney I.D. No. 44233 100 Pine Street P.O. Box 1166 Harrisburg, PA 17108-1166 (717) 232-8000 Attorneys for Defendants, Integrity Bank and George Gunnett CERTIFICATE OF SERVICE The undersigned hereby certifies that on the 27th day of October 2010, a true and correct copy of the foregoing document was served by first-class mail, postage prepaid, upon the following: Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 Dated: October 27, 2010 ~-' Clayton avid ,Counsel for Defendants -----_ McNEES WALLACE &NURICK LLC Clayton W. Davidson, Esquire Attorney I.D. No. 79139 Nedric L. Nissly, Esquire Attorney I.D. No. 44233 100 Pine Street P.O. Box 1166 Harrisburg, PA 17108-1166 (717) 232-8000 cdavidson(a)mvm.com ~~ THE~LpRO N,~ 0 ~`~"~~" zaioocrz7 ~~ ~: ~~, CUI~BER~.Ah'0 COUF~~~' ~'EI'~rdS YLV~, ~~l~'~ Attorneys for Defendants R. LUKE ROHRBAUGH, Plaintiff IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA v. INTEGRITY BANK and GEORGE GUNNETT, Individually and as agent for Integrity Bank, Defendants Case Number 10-6081 CIVIL ACTION -LAW ENTRY OF APPEARANCE Please enter the appearance of Nedric L. Nissly, and McNees Wallace & Nurick LLC on behalf of Defendants Integrity Bank and George Gunnett in the above-captioned action. McNEES WALLACE &NURICK Date: October 27, 2010 By v Clayton W. Da idson, ire Attorney I.D. No. 79139 Nedric L. Nissly, Esquire Attorney I.D. No. 44233 100 Pine Street P.O. Box 1166 Harrisburg, PA 17108-1166 (717) 232-8000 Attorneys for Defendants, Integrity Bank and George Gunnett t ,- ^ CERTIFICATE OF SERVICE The undersigned hereby certifies that on the 27th day of October 2010, a true and correct copy of the foregoing document was served by first-class mail, postage prepaid, upon the following: Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 Dated: October 27, 2010 Nedric Nissly Counsel to Defendants ~. T' GF TNE~PRt~~tj~0~~~~ ~` 1DIO OCi' 27 Pt9 2; 31~ McNEES WALLACE 8~ NURICK LLC~UM~EF~i-Q~{~ ~iJ~~~>~. Clayton W. Davidson, Esquire PEtdE3SYl.WAFJl~; Attorney I.D. No. 79139 Nedric L. Nissly, Esquire Attorney I.D. No. 44233 100 Pine Street P.O. Box 1166 Harrisburg, PA 17108-1166 (717) 232-8000 cdavidsonCc~mwn.com Attorneys for Defendants R. LUKE ROHRBAUGH, Plaintiff v. INTEGRITY BANK and GEORGE GUNNETT, Individually and as agent for Integrity Bank, Defendants IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Case Number 10-6081 CIVIL ACTION -LAW ENTRY OF APPEARANCE Please enter the appearance of Clayton W. Davidson, and McNees Wallace 8~ Nurick LLC on behalf of Defendants Integrity Bank and George Gunnett in the above- captioned action. Date: October 27, 2010 McNEES WALLACE 8~ NURICK Clayton W. Da 'son, Esquire Attorney I.D. o. 79139 Nedric L. Nissly, Esquire Attorney I.D. No. 44233 100 Pine Street P.O. Box 1166 Harrisburg, PA 17108-1166 (717) 232-8000 Attorneys for Defendants, Integrity Bank and George Gunnett r~ CERTIFICATE OF SERVICE The undersigned hereby certifies that on the 27th day of October 2010, a true and correct copy of the foregoing document was served by first-class mail, postage prepaid, upon the following: Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 Dated: October 27, 2010 ~ ~~ Clayton Da idson Counsel to Defendants SHERIFF'S OFFICE OF CUMBERLAND COUNTY Ronny R Anderson Sheriff Jody S Smith Chief Deputy Richard W Stewart Solicitor ~o>.>,rit'' Q~ ~nlu~a~PJ~+7 ~"~ - ~~~: 0(= Tt~E~P~ THC1~ OTA~v ~~d~Q~~ ~8 ~~ ~~ ~ ~~?BE~~L~,f~Q CO~NT4' PE~~+S~`~ 1,~,~~1 ",~ t,F ,cE of TI - :..~N~~F R. Luke Rohrbaugh Case Number vs. George Gunnett (et al.) 2010-6081 SHERIFF'S RETURN OF SERVICE 09/22/2010 Ronny R. Anderson, Sheriff who being duly sworn according to law states that he made a diligent search and inquiry for the within named defendant, to wit: George Gunnett, but was unable to locate him in his bailiwick. He therefore deputized the Sheriff of Dauphin County, PA to serve the within Complaint and Notice according to law. 09/24/2010 03:20 PM -Stephen Bender, Deputy Sheriff, who being duly sworn according to law, states that on September 24, 2010 at 1520 hours, he served a true copy of the within Complaint and Notice, upon the within named defendant, to wit: Integrity Bank, by making known unto Ronak Patel, Customer Service Representative for Integrity Bank at 3345 Market Street, Camp Hill, Cumberland County, Pennsylvania 17011 its contents and at the same time handing to him personally the said true and correct copy of the same. ~~~?'~ STEPHE BENDER, DEPUTY 10/11/2010 07:22 PM -Dauphin County Return: And now October 11, 2010 at 1922 hours I, Jack Lotwick, Sheriff of Dauphin County, Pennsylvania, do herby certify and return that I served a true copy of the within Complaint and Notice, upon the within named defendant, to wit: George Gunnett by making known unto himself personally, at 2845 Oakwood Drive, Harrisburg, PA 17110 its contents and at the same time handing to him personally the said true and correct copy of the same. SHERIFF COST: $66.50 October 13, 2010 SO ANSWERS, RON R ANDERSON, SHERIFF (cj CouritySuite Sheriff. Telsosoft. Inr,. William T. Tully solicitor Commonwealth of Pennsylvania County of Dauphin :: Dauphin County Harrisburg, Pennsylvania 17101 ph: (717) 780-6590 fax: (717) 255-2889 Jack Lotwick Sheriff Charles E. Sheaffer Chief Deputy Michael W. Rinehart Assistant Chief Deputy R LUKE ROHRBAUGH VS GEORGE GUNNETT Sheriff s Return No. 2010-T-3048 And now: OCTOBER 11, 2010 at 7:22:00 PM served the within COMPLAINT upon GEORGE GUNNETT by personally handing to GEORGE GUNNETT 1 true attested copy of the original COMPLAINT and making known to him/her the contents thereof at 2845 OAKWOOD DRIVE HARRISBURG PA 17110 OTHER COUNTY CASE # 106081 ~~~ Deputy: W CONWAY Plaintiff: R LUKE ROHRBAUGH Sheriff s Costs: $47.25 9/23/2010 Out Of County Cost: So Answers, ~~~ Sheriff of Dauphin County, Pa. Sworn to .and subsc 'bed before me this ~ ay of `~ ~--~, . D. s ~ Y PROTHONO Y DA PHIN ' COMMISSION E~CP(RES 1ST MONDAY JANUARY, 20__, SERRATELLI SCHIFFMAN & BROWN, P. C. Paige Macdonald-Matthes, Esquire Supreme Court ID No. 66266 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 (717) 540-5481 PMacdonald-Matthes@a sbc-law. com Attorneys for Plaintiff i f° Y P: 4 R. LUKE ROHRBAUGH, PLAINTIFF, V. : IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA DOCKET No.: CIVIL ACTION - IN LAW INTEGRITY BANK AND GEORGE GUNNETT, INDIVIDUALLY AND AS AGENT JURY TRIAL DEMANDED FOR INTEGRITY BANK DEFENDANTS. NOTICE TO PLEAD To: Defendants, Integrity Bank and George Gunnett, Individually and as agent for Integrity Bank c/o Clayton Davidson, Esquire Nedric Nissley, Esquire McNees, Wallace & Nurick LLC 100 Pine Street P.O. Box 1166 Harrisburg, PA 17108-1166 YOU ARE HEREBY NOTIFIED to file a written response to the enclosed Preliminary Objection to Defendants' Preliminary Objections to Plaintiffs' Complaint within twenty (20) days from service hereof or a judgment may be entered against you. Respectfully submitted, Paige Macdonald-Matthes, Esquire Attorney ID No. 66266 SERRATELLI, SCHIFFMAN & BROWN, P.C. 2080 Linglestown Road, Suite 201 Harrisburg, PA 17110 Date: November 9, 2010 (717) 540-9170 SERRATELLI, SCHIFFMAN&BROWN, P. C. Paige Macdonald-Matthes, Esquire Supreme Court ID No. 66266 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 (717) 540-5481 PMacdonaid-Matthes@zsbc-law.com Attorneys for Plaintiff R. LUKE ROHRBAUGH, PLAINTIFF, V. INTEGRITY BANK AND GEORGE GUNNETT, INDIVIDUALLY AND As AGENT FOR INTEGRITY BANK DEFENDANTS. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA DOCKET No.: CIVIL ACTION - IN LAW JURY TRIAL DEMANDED PLAINTIFF'S PRELIMINARY OBJECTION TO DEFENDANTS' PRELIMINARY OBJECTION TO PLAINTIFF'S COMPLAINT AND NOW comes Plaintiff, R. Luke Rohrbaugh (hereinafter "Plaintiff'), by his attorneys, Preliminary Objection, and in support thereof aver as follows: PRELIMINARY OBJECTION IN THE NATURE OF A MOTION TO STRIKE 1. Plaintiff filed his Complaint in the above captioned matter on September 22, 2010. 2. Defendant, Integrity Bank (hereinafter "Integrity") was served with Plaintiffs Complaint by the Cumberland County Sheriff s office on September 24, 2010. Integrity thus had until October 14, 2010 to file a response to Plaintiffs Complaint pursuant to Pa. R.Civ. P. 1026. 3. Defendant, George Gunnett (hereinafter "Gunnett") was served with Plaintiffs Complaint by the Dauphin County Sherriff's office (after having been deputized by the 2 Cumberland County Sheriff) on October 11, 2010. Gunnett thus had until October 31, 2010 to file a response to Plaintiff s Complaint pursuant to Pa. R.Civ. P. 1026. 4. On October 6, 2010, the undersigned counsel was contacted by telephone by Attorney Nedric L. Nissly (hereinafter "Attorney Nissly") who introduced himself as was counsel for Integrity, and further made an offer of settlement on behalf of Integrity. 5. On October 6, 2010, Integrity's offer was rejected by Plaintiff and a counter offer of settlement was communicated to Attorney Nissly via voicemail. 6. On October 8, 2010, Attorney Nissly sent an email to the undersigned counsel in which he made a counter offer of settlement on behalf of Integrity.' By email dated October 11, 2010, the undersigned counsel rejected Integrity's counter offer of settlement on behalf of her client and again, made another counter offer of settlement. 7. On October 11, 2010, Attorney Nissly sent an email to the undersigned counsel (at 1:26 p.m.) in which he communicated Integrity's agreement to settle with Plaintiff in exchange for, inter alia, Plaintiff's consent to "expunge the complaint". 8. On October 11, 2010 at 3:57 p.m, the undersigned counsel sent an email to Attorney Nissly in which she clarified a specific term of the Plaintiff's settlement conditions, and further explained to Attorney Nissly the process that would be required in order to "expunge" the Complaint, as had been previously requested by Attorney Nissly. Counsel further inquired of Attorney Nissly whether or not he was representing Gunnett, who would be a necessary party to any settlement agreement reached between the Parties in accordance with the settlement terms Integrity was suggesting. 'As the email exchange between counsel was part of an on-going settlement discussion, copies of the same are not attached hereto. Counsel will have copies available to the Court for review at oral argument, or earlier, should the Court so require. 3 9. By email dated October 11, 2010, sent at 4:14 p.m., Attorney Nissly advised the undersigned counsel that "[He did] not represent Gunnett." Attorney Nissly further advised that he "would have to get additional settlement authority for Plaintiff's settlement demands." 10. On Tuesday, October 12, 2010, at 3:23 p.m., Attorney Nissly sent an email to the undersigned counsel in which he definitively stated that Integrity will agree to settle with Plaintiff pursuant to Plaintiff's settlement demands as set forth in the undersigned counsel's email to Attorney Nissly dated October 11, 2010 sent at 3:57 p.m. 11. On Thursday, October 14, 2010, the undersigned counsel contacted Attorney Nissly to (a) inquire whether or not Nissly was representing Gunnett (as Gunnett had just been served with the Complaint), and (b) to further address Attorney Nissly's request for "thirty (30) days to draft the settlement agreement." During their telephone call, the undersigned counsel advised Attorney Nissly that her client would not agree to wait thirty (30) days for a settlement agreement to be prepared2, and thus offered that she would prepare the agreement such that a settlement could be accomplished in short order in accordance with the settlement terms expressly accepted by Attorney Nissly on behalf of his clients, via his email dated October 12, 2010. Attorney Nissly refused the undersigned counsel's offer (stating inter alia, that he preferred to draft the settlement agreement because his settlement agreements "are very comprehensive and thorough"), and further stated that he would have to enter his appearance and file his clients' response to the Complaint if he did not have the full thirty (30) days he was claiming that he needed to prepare his "thorough" settlement agreement. Eventually, an agreement was reached between counsel that Attorney Nissly would have until Friday, October 29, 2010 to either deliver a settlement agreement to the undersigned counsel or file an z As a direct and proximate result of Defendants' actions, Plaintiff's assets are tied up as collateral for the LOC which is the subject of this lawsuit. 4 appearance and an ANSWER ONLY to the Plaintiff's Complaint. A redacted copy of the email3 confirming this agreement reached between the Parties' counsel is attached hereto and marked as Exhibit "A". 12. On Wednesday, October 27, 2010, the undersigned counsel sent an email to Attorney Nissly at 2:12 p.m. requesting an update on the settlement agreement Attorney Nissly had unequivocally stated that he was drafting. See Exhibit "B" attached hereto. 13. On Wednesday, October 27, 2010, at 3:26 pm., Attorney Nissly sent an email to the undersigned counsel advising for the first time that the Bank's "board had not met and would not meet [until after October 29, 2010]," the date Attorney Nissly had previously represented to the undersigned that counsel he could have the settlement agreement prepared by. Attorney Nissly further advised the undersigned counsel that he was filing preliminary objections to the Plaintiffs Complaint notwithstanding the fact that the agreement reached between counsel on October 14, 2010, that any extension of time would apply to the filing of an ANSWER ONLY. See Exhibit "C" attached hereto. 14. Immediately upon receipt of Attorney Nissly's October 27, 2010, Plaintiff's counsel's office checked the Cumberland County Court of Common Pleas on-line docket in this matter and confirmed that no such Preliminary Objections had been filed as of October 27, 2010 at 3:26 p.m.4 15. On Wednesday, October 27, 2010, the undersigned counsel served Attorney Nissly as counsel for both Defendants with a Ten Day Notice at 4:01 p.m. 16. Defendants were both properly served with the Complaint, and in light of Attorney Nissly's contact with Plaintiffs counsel between October 6, 2010 and October 14, 3 NOTE: The redaction is to eliminate any reference to the specific settlement terms agreed to by the Parties. 4 Apparently the docket had not been updated at the time of this inquiry. 5 2010, it is apparent that both the Defendants and their defense counsel were in receipt of Plaintiffs Complaint, and were further aware of Defendants' obligation (and limitation) to file an Answer ONLY to the Plaintiff's Complaint on or before October 29, 2010, as was specifically agreed to by Attorney Nissly on October 14, 2010. 17. Despite the fact that they were keenly aware of the applicable negotiated and agreed upon filing limitation, Defendants and Defense Counsel willfully failed to comply with the same. 18. Upon information and belief, Defendants' failure to timely file their Preliminary Objection was not the result of excusable neglect but rather was intended to extricate Defendants from the settlement agreement that Attorney Nissly had negotiated and specifically Weed to upon their behalf in his email to the undersigned counsel dated October 12, 2010, and further was intended to frustrate Plaintiff s ability to litigate his claim against Defendants. 19. As a direct and proximate result of Defendants' untimely and improper filing of their Preliminary Objection, Plaintiff has had to incur additional time and expense in having to file and litigate the within Preliminary Objection in the nature of a motion to strike, and will further be burdened by the additional time and cost associated with the litigation of the Defendants' untimely and improper Preliminary Objection. 20. Plaintiff has been and continues to be prejudiced by Defendants' and Defendants' counsel's dilatory and vexatious conduct and the Court should strike the Defendants' untimely and improperly filed Preliminary Objection. Moreover, this Honorable Court should not countenance Defendants' or their counsel's dilatory and vexatious conduct, and the appropriate sanctions should be imposed against both Defendants and their counsel. 6 WHEREFORE, Plaintiff, R. Luke Rohrbaugh respectfully requests that this Honorable Court strike Defendants' Preliminary Objection as untimely and in filed in violation of the agreement of counsel, and that the Court further impose sanctions in the form of an award of counsel fees and costs against Defendants and their counsel in Plaintiff s favor. Respectfully submitted, SERRATELLI, SCHIFFMAN & BROWN, P.C. By Via, Paige Macdonald-Matthes, Esquire Supreme Court ID Nos. 66266 2080 Linglestown Road, Suite 201 Harrisburg, PA 17110 (717) 540-9170 pmacdonald-matthes@ssbc-law.com Counsel for Plaintiff Dated: November 9, 2010 7 CERTIFICATE OF SERVICE I, Paige Macdonald-Matthes, hereby certify that on this 9t' day of November, 2010, I served a true and correct copy of Plaintiff's Preliminary Objection to Defendants' Preliminary Objection to Plaintiff's Complaint via U.S. First Class Mail, Postage Paid on the following: Clayton W. Davis, Esquire Nedric L. Nissly, Esquire McNees, Wallace & Nurick, LLC. 100 Pine Street P.O. Box 1166 Harrisburg, PA 17108 Attorneys for Defendants Paige Macdonald-Matthes, Esquire ????/ Patine Macdonald-Matthes Frcorn: Paige Macdonald-Matthes Sent: Thursday, October 14, 2010 11:38 AM To- 'Nissly, Nedric' Subject: RE: Integrity Bank - Luke Rohrbaugh Ned We will agree to provide you with an extension of time until Friday, October 29, 2010 to enter your appearance and file your client's answer to the Complaint. It is my understanding that you will be working on preparing a settlement agreement and mutual release in accordance with the settlement terms we have discussed below during this time and that the objective is to settle this case before the expiration of the deadline of October 29, 2010. Thus, I will look for your draft settlement agreement prior to October 29, 2010. Please be further advised that our agreement to the modified extension of time you have requested (per our telephone conversation this morning) does not include and/or extend to the filing of any preliminary objections to the Complaint. It is further my understanding that Mr. Gunnett has now been served and that you will be representing him, as well as Integrity Bank for purposes of the settlement agreement you are drafting and further that the settlement and mutual release agreement will necessarily include him as a Party. Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 pmacdonald-matthes@ssbc-law.com 1? ????11 P? Paige Macdonald-Matthes From: Paige Macdonald-Matthes Sent: Wednesday, October 27, 2010 2:12 PM To: 'Nissly, Nedric' Subject: Request for Update Ned: Would you please provide me with an update on the settlement agreement in the Luke Rohrbaugh v. Integrity Bank et al you are drafting? Thank you. Paige Macdonald-Matthes, Esquire Serratelli, Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 pmacdonald-matthes@ssbc-law. com I /? Paige Macdonald-Matthes From: Nissly, Nedric [NNissiy@mwn.com] Sent: Wednesday, October 27, 2010 3:26 PM To: Paige Macdonald-Matthes Cc: Davidson, Clayton; Crocenzi, Michael J. Subject: R. Luke Rohrbaugh v. Integrity Bank and George Gunnett Paige- As you will recall from our settlement discussions, any settlement we reach is necessarily subject to and contingent upon the approval of the bank's board of directors. The board meets twice a month, and its next meeting will not be held until after the date on which you were willing to grant an extension to file an answer only. We could not risk a scenario in which the board did not approve a settlement and we find ourselves after the date of the your extension for filing an answer, and risk preclusion of the ability to file P.O.s at that time. So we will are filing P.O.s with respect to the limited issue of recovery of attorneys fees to preserve the status quo. We are still interested in settling, but not under the conditions you imposed. Ned McNees Nedric L. N!ely Financial Services Group McNees Wallace Nurick LLC 100 Pine Street P.O. Box 1166 Harrisburg, PA 17108-1166 Direct Dial: 717-237-5357 Direct Fax. 717-260-1731 Mobile: 717-503-3900 nnkmdy®mwn-corn NOTICE: The foregoing hneesege awry be protected by the attorney-client privilege. If you believe that it has been sent to you in error, do not read It. Please r** to the sender that you have received the message In error, then delete It. Thank you. l T 1 a';tI t_ ?u' fa:'} Ef Its IJir7'c i E E C f'. % , 1 v SERRAT'ELLI, SCHIFFMAN, BROWN & CALHOON, P. C. `y Paige Macdonald-Matthes, Esquire Supreme Court ID No. 66266 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 (717) 540-5481 facsimile Email: PMacdonald-Matthes&sbc-law. com Counsel for Plaintiff R. LUKE ROMBAUGH, PLAINTIFF, V. INTEGRITY BANK AND GEORGE GUNNETT, INDIVIDUALLY AND AS AGENT FOR INTEGRITY BANK DEFENDANTS. : IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA DocKET No.: 2010-6081 CIVIL ACTION - IN LAW : JURY TRIAL DEMANDED PLAINTIFF'S REPLY IN OPPOSITION TO PRELIMINARY OBJECTIONS FILED BY DEFENDANTS AND NOW, comes Plaintiff, R. Luke Rohrbaugh, by and through his counsel, Serratelli, Schiffman, Brown & Calhoon, P. C., and files his Reply in Opposition to Defendants' Preliminary Objection to Plaintiff s Complaint, and in support thereof aver as follows: Introduction Defendant, Integrity Bank. (hereinafter "Integrity") was served with Plaintiffs Complaint on September 24, 2010. Thus, Integrity's response to Plaintiff s Complaint was due on or before October 14, 2010. Defendant, George Gunnett (hereinafter "Gunnett") was served with Plaintiffs Complaint on October 11, 2010. Thus, Gunnett's response to Plaintiff's Complaint was due on or before October 31, 2010. Between October 6, 2010, when counsel for Integrity and Gunnett, Attorney Nedric L. Nissly (hereinafter "Attorney Nissly") first contacted the undersigned counsel to discuss settlement of the above captioned matter and October 14, 2010, counsel for the Parties were negotiating the terms of settlement of the above captioned matter. As a result of the settlement discussions, an agreement was reached by and between counsel for the Parties that Attorney Nissly would draft the settlement agreement memorializing the terms of the agreement (an agreement that he represented in an email dated October 12, 2010 that his clients had agreed to) and that a copy of the same would be delivered to the undersigned counsel by October 29, 2010. Otherwise, counsel for the Parties agreed that Attorney Nissly would have to enter his appearance and file an ANSWER ONLY by this date. See October 14, 2010 email confirming this agreement attached hereto as Exhibit "A". On October 27, 2010, Attorney Nissly filed Preliminary Objections on behalf of the Defendants in breach of the settlement agreement and agreement for extension of time reached between counsel on October 14, 2010. Without waiving their previously filed Preliminary Objections to Defendants' Preliminary Objection in the form of a Motion to Strike, Plaintiff files his Reply in Opposition to Defendants untimely Preliminary Objections as follows. 1. Denied as stated. Plaintiff s Complaint is a written document that speaks for itself. 2. Denied as stated. Plaintiff s Complaint is a written document that speaks for itself. 2 3. Denied. The averments set forth in paragraph 3 of Defendants' Preliminary Objections state a conclusion of law to which no response is required. 4. Denied. The averments set forth in paragraph 4 of Defendants' Preliminary Objections state a conclusion of law to which no response is required 5. Denied. The averments set forth in paragraph 5 of Defendants' Preliminary Objection state conclusions of law to which no response is required. WHEREFORE, Plaintiff respectfully requests that this Honorable Court strike and/or overrule Defendants' Preliminary Objection and direct Defendants to file an Answer to Plaintiff's Complaint forthwith. Respectfully Submitted, V cu•a_?9.5.? Paige Macdonald-Matthes, Esquire SERRATELLI, SCHIFFMAN, BROWN & CALHOON, P.C. 2080 Linglestown Road Suite 201 Harrisburg, PA 17110 (717) 540-9170 Attorney for Plaintiff Date: November 9, 2010 3 CERTIFICATE OF SERVICE 1, Paige Macdonald-Matthes, hereby certify that on this 9t', day of November, 2010, I served a true and correct copy of Plaintiff s Reply in Opposition to Defendants' Preliminary Objection to Plaintiff's Complaint via U.S. First Class Mail, Postage Paid on the following: Clayton W. Davis, Esquire Nedric L. Nissly, Esquire McNees, Wallace & Nurick, LLC. 100 Pine Street P.O. Box 1166 Harrisburg, PA 17108 Attorneys for Defendants Paige Macdonald-Matthes, Esquire 4 I (v,r sitC pt Paige Macdonald-Maftes From: Paige Nlacdonald-Matthes Sent: Thursday, October 14, 2010 11:38 AM To: 'Nissly, Nedric' Subject: RE: Integrity Bank - Luke Rohrbaugh Ned VVe will agree to provide you with an extension of time until Friday, October 29, 2010 to enter your appearance and file your client's answer to the Complaint. It is my understanding that you will be working on preparing a settlement agreement and mutual release in accordance with the settlement terms we have discussed below during this time and that the objective is to settle this case before the expiration of the deadline of October 29, 2010, Thus, I will look for your draft settlement agreement prior to October 29, 2010. Please be further advised that our agreement to the modified extension of time you have requested (per our telephone conversation this morning) does. not include and/or extend to the filing of any preliminary objections to the Complaint. It is further my understanding that Mr. Gunnett has now been served and that you will be representing him, as well as Integrity Bank for purposes of the settlement agreement you are drafting and further that the settlement and mutual release agreement will necessarily include him as a Party. Paige Macdonald-Matthes, Esquire Serratelii, Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 pmacdonald-matthesl ssbc-law com I*'* ?p I AL PRAECIPE FOR LISTING CASE FOR ARGUMENT (Must be typewritten and submitted in triplicate) TO THE PROTHONOTARY OF CUMBERLAND COUNTY: (List the within matter for the next Argument Court.) CAPTION OF CASE 00 (entire caption must be stated in full). R. Luke Rohrbaugh vs. Integrity Bank and George Gunnett No 2010 6081 Term 1. State matter to be argued (i.e., plaintiffs motion for new trial, defendant's demurrer to complaint, etc.): Defendants' Preliminary Objections to piaintiffIQ Campiaint 2. Identify all counsel who will argue cases: (a) for plaintiffs: Paige Macdonald-Matthes, Esquire 2080 Linglestown Road, Suite 201, HBG PA 17110 (Name and Address) Nedric Nissly, Esquire, 100 Pine Street, P O Box 1166, Harrisburg, PA 17108 (b) for defendants: (Name and Address) r?.L O?P igng-- t - - Paige Macdonald-Matthes 3. 1 will notify all parties in writing within two days that this case has been listed for argument. 4. Argument Court Date: December 15, 2010 Date: 11-9-2010 Print your name Plaintiff Attorney for INSTRUCTIONS: 1. Original and two copies of all briefs must be filed with the COURT ADMINISTRATOR (not the Prothonotary) before argument. 2. The moving party shall file and serve their brief 12 days prior to argument. 3. The responding party shall file their brief 5 days prior to argument. 4. If argument is continued new briefs must be filed with the COURT ADMINISTRATOR (not the Prothonotary) after the case is relisted. wA. - 3- CERTIFICATE OF SERVICE I, Paige Macdonald-Matthes, hereby certify that on this 9"', day of November, 2010, I served a true and correct copy of Praecipe for Listing Case for Argument via U.S. First Class Mail, Postage Paid on the following: Clayton W. Davis, Esquire Nedric L. Nissly, Esquire McNees, Wallace & Nurick, LLC. 100 Pine Street P.O. Box 1166 Harrisburg, PA 17108 Attorneys for Defendants Paige Macdonald-Matthes, Esquire C') C ? n o -4 rrt zm _ IN THE COURT OF COMMON PL w a© -+o R. LUKE ROHRBAUGH, CUMBERLAND COUNTY, PENN q/ Plaintiff ATA : ''c:: V. Case Number 10-6081 " INTEGRITY BANK and GEORGE GUNNETT, INDIVIDUALLY AND AS AGENT FOR INTEGRITY BANK, Defendants CIVIL ACTION -LAW INTEGRITY BANK AND GEORGE GUNNETT'S JOINT RESPONSE TO PLAINTIFF'S PRELIMINARY OBJECTIONS 1. Admitted. 2. Admitted in part and Denied in part. Integrity Bank admits that it was served with Plaintiff's Complaint by the Cumberland County Sheriff as stated. All further averments of this paragraph are legal conclusions to which no response is required and are denied. By way of further response, case law interpreting Pa.R.C.P. 1026 allows additional time to file a response to a Complaint as in the present case where the Plaintiff will suffer no prejudice and justice so requires. 3. Admitted in part and Denied in part. George Gunnett admits that he was served with Plaintiff's Complaint by the Cumberland County Sheriff as stated. All further averments of this paragraph are legal conclusions to which no response is required and are denied. By way of further response, case law interpreting Pa.R.C.P. 1026 allows additional time to file a response to a Complaint as in the present case where the Plaintiff will suffer no prejudice and justice so requires. 4. Admitted in part and Denied in part. Integrity Bank and George Gunnett (the "Defendants") admit their counsel contacted counsel for Plaintiff. Defendants deny all remaining averments of this paragraph. By way of further response, Attorney Nissly did not convey a settlement offer to counsel for Plaintiff and merely had settlement discussions with her that were always contingent upon, among other things, a written settlement agreement agreed upon by the parties and Integrity Bank board approval before such discussion could be deemed a formal settlement offer and/or settlement agreement. Plaintiff has failed to state the terms of the alleged agreed upon settlement which will most likely include Plaintiff s unfounded request for attorney's fees. 5. Denied. Plaintiff cannot reject settlement discussions and Plaintiff s counsel responded with settlement discussions and not a formal settlement offer. 6. Admitted in part and Denied in part. Defendants admit Attorney Nissly sent an email to counsel for Plaintiff. Defendants deny all remaining averments of this paragraph. By way of further response, Attorney Nissly did not convey a settlement offer to counsel for Plaintiff and merely had settlement discussions that were contingent upon, among other things, a written settlement agreement agreed upon by the parties and the board of Integrity Bank (the "Board") approving such terms before such discussion could be deemed a formal settlement offer and/or settlement agreement. Plaintiff is taking Attorney Nissly's email out of context and any settlement discussions were contingent upon a written settlement agreement agreed upon by the parties and approval by the board of Integrity Bank. 7. Admitted in part and Denied in part. Defendants admit Attorney Nissly sent an email to counsel for Plaintiff. Defendants deny the remaining averments of this paragraph. By way of further response, Attorney Nissly did not convey a settlement offer to counsel for Plaintiff and merely had settlement discussions that were contingent upon, among other things, a written settlement agreement agreed upon by the parties and the Board approving such terms. Plaintiff is taking Attorney Nissly's email out of context and any settlement discussions were contingent upon a written settlement agreement agreed upon by the parties and the Board approving such terms. 8. Denied. Defendants admit that counsel for Plaintiff responded to Attorney Nissly and the parties had settlement discussions, however, any settlement discussions were contingent upon a written settlement agreement agreed upon by the parties and the Board approving such terms. 9. Admitted in part and Denied in part. Defendants admit Attorney Nissly sent an email to counsel for Plaintiff. Defendants deny the remaining averments of this paragraph. By way of further response, Attorney Nissly did not convey a settlement offer to counsel for Plaintiff and merely had settlement discussions that were contingent upon, among other things, a written settlement agreement agreed upon by the parties and Integrity Bank board approval. Plaintiff is taking Attorney Nissly's email out of context and any settlement discussions were contingent upon a written settlement agreement agreed upon by the parties and Integrity Bank board approval. 10. Admitted in part and Denied in part. Defendants admit Attorney Nissly sent an email to counsel for Plaintiff. Defendants deny the remaining allegations of this paragraph. By way of further response, Attorney Nissly did not convey a settlement offer to counsel for Plaintiff and merely had settlement discussions that were contingent upon, among other things, a written settlement agreement agreed upon by the parties and the Board approving such terms. Plaintiff is taking Attorney Nissly's email out of context and any settlement discussions were contingent upon a written settlement agreement agreed upon by the parties and Integrity Bank board approval. 11. Admitted in part and Denied in part. Defendants admit Attorney Nissly sent an email to counsel for Plaintiff. Defendants deny the remaining allegations of this paragraph. By way of further response, Attorney Nissly did not convey a settlement offer to counsel for Plaintiff and merely had settlement discussions that were contingent upon, among other things, a written settlement agreement agreed upon by the parties and the Board approving such terms. Plaintiff is taking Attorney Nissly's email out of context and any settlement discussions were contingent upon a written settlement agreement agreed upon by the parties and the Board approving such terms. Defendants further deny that an agreement was reached to exclude it from filing preliminary objections to the Complaint. A review of the redacted email attached to Plaintiff's Preliminary Objections reveals that Plaintiff attempted to impose the "answer only" condition upon Integrity Bank sua sponte. Furthermore, Plaintiff suffered no prejudice from the filing of the preliminary objections and justice demands Plaintiff s requests for attorney's fees be stricken. To the extent the preliminary objections are denied as untimely, Integrity Bank will immediately seek a motion for partial summary judgment that Plaintiff s request for attorney's fees be disallowed. To the extent this Court determines that an agreement was reached that prevents Defendants from filing preliminary objections, such agreement was conditioned upon and first breached by Plaintiff in failing to negotiate a settlement in good faith and continuously attempting to collect attorney's fees that are excessive and legally unfounded. 12. Admitted in part and Denied in part. Defendants admit that an email was sent by counsel for Plaintiff to Attorney Nissly. Defendants deny all remaining averments of this paragraph. 13. Admitted in part and Denied in part. Defendants admit that Attorney Nissly sent an email to counsel for Plaintiff and that he was filing preliminary objections to the Plaintiff s Complaint. Defendants deny all remaining averments of this paragraph. 14. Denied. Defendants have no knowledge of the actions taken by counsel for Plaintiff. 15. Admitted. 16. Denied. All averments of this paragraph are legal conclusions to which no response is required and are denied. By way of further response, Defendants further deny that an agreement was reached to exclude it from filing preliminary objections to the Complaint. A plain review of the redacted email attached to Plaintiff's preliminary objections reveals that Plaintiff attempted to impose the "answer only" condition upon Integrity Bank sua sponte. Furthermore, Plaintiff suffered no prejudice from the filing of the preliminary objections and justice demands Plaintiff s requests for attorney's fees be stricken. To the extent the preliminary objections are denied as untimely, Integrity Bank will immediately seek a motion for partial summary judgment that Plaintiffs request for attorney's fees be disallowed. 17. Denied. All averments of this paragraph are legal conclusions to which no response is required and are denied. By way of further response, Defendants further deny that an agreement was reached to exclude it from filing preliminary objections to the Complaint. A plain review of the redacted email attached to Plaintiffs preliminary objections reveals that Plaintiff attempted to impose the "answer only" condition upon Integrity Bank sua sponte. Furthermore, Plaintiff suffered no prejudice from the filing of the preliminary objections and justice demands Plaintiff s requests for attorney's fees be stricken. To the extent the preliminary objections are denied as untimely, Integrity Bank will immediately seek a motion for partial summary judgment that Plaintiffs request for attorney's fees be disallowed. 18. Denied. Attorney Nissly did not convey a settlement offer to counsel for Plaintiff and merely had settlement discussions that were contingent upon, among other things, a written settlement agreement agreed upon by the parties and Integrity Bank board approval. Plaintiff is taking Attorney Nissly's email out of context and any settlement discussions were contingent upon a written settlement agreement agreed upon by the parties and Integrity Bank board approval. By way of further response, Defendants further deny that an agreement was reached to exclude it from filing preliminary objections to the Complaint. A plain review of the redacted email attached to Plaintiff s preliminary objections reveals that Plaintiff attempted to impose the "answer only" condition upon Integrity Bank sua sponte. Furthermore, Plaintiff suffered no prejudice from the filing of the preliminary objections and justice demands Plaintiff s requests for attorney's fees be stricken. To the extent the preliminary objections are denied as untimely, Integrity Bank will immediately seek a motion for partial summary judgment that Plaintiff s request for attorney's fees be disallowed. 19. Denied. Plaintiff will need to litigate this issue now or within the context of a motion for partial summary judgment. Plaintiff has not suffered any prejudice and caused its own harm by requesting damages that are not legally allowed. Plaintiff has yet to provide any legal support for his position that he is entitled to attorney's fees as damages despite the countless number of cases by the Pennsylvania Supreme and Superior Courts that hold to the contrary. 20. Denied. Plaintiff will need to litigate this issue now or within the context of a motion for partial summary judgment. Plaintiff has not suffered any prejudice and caused its own harm by requesting damages that are not legally allowed. Plaintiff has yet to provide any legal support for his position that he is entitled to attorney's fees as damages despite the countless number of cases by the Pennsylvania Supreme and Superior Courts that hold to the contrary. Plaintiffs request for sanctions is improper and unfounded. WHEREFORE, Defendants request this court to deny Plaintiff s preliminary objections along with such other relief that is just and proper. Date: November 29, 2010 McNEES WALLACE & NURICK LLC By: PA Acftornev I.D 139 100 Pine Street - P.O. Box 1166 Harrisburg, PA 17108-1166 Direct Fax: 717-260-1678 Phone: 717-232-8000 cdavidsona,mwn. com Attorneys for Defendants CERTIFICATE OF SERVICE The undersigned hereby certifies on this day that a true and correct copy of the attached Response To R. Luke Rohrbaugh's Preliminary Objections To Integrity Bank's Preliminary Objections was served by first-class United States mail, postage prepaid, addressed as follows: Paige Macdonald-Matthes, Esquire Serratelli, Schiffinan, Borwn & Calhoon, P.C. 2080 Linglestown Road Harrisburg, PA 17110 Date: November 29, 2010 f IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA R. LUKE ROHRBAUGH, Plaintiff V. INTEGRITY BANK AND GEORGE GUNNETT, INDIVIDUALLY AND AS AGENT FOR INTEGRITY BANK Defendants DOCKET NO. 10-6081 c n a -n CIVIL ACTION ro o x? ? ' ? r? rnF -a m f" N OD JURY TRIAL DEMANDED co ?o A° 5-n . c D w ?m ? ? D Zn PRAECIPE FOR ENTRY OF APPEARANCE TO THE PROTHONOTARY: Please enter the appearance of Michael J. Crocenzi, Esquire, as counsel for the Defendants, Integrity Bank and George Gunnett, in the above-captioned action. GOLDBERG KATZI, P.C. By: Michael J. Cr9tenzi, Esquire Attorney I. D. No. 66255 320 Market Street P. O. Box 1268 Harrisburg, PA 17108-1268 Telephone: (717) 234-4161 Attorneys for Defendants Integrity Bank and George Gunnett DATE: December 27, 2010 CERTIFICATE OF SERVICE I HEREBY CERTIFY that I served a true and correct copy of the foregoing document upon all parties or counsel of record by depositing a copy of same in the United States Mail at Harrisburg, Pennsylvania, with first-class postage prepaid on the 27`" day of December, 2010, addressed to the following: Paige Macdonald Matthes, Esquire Serratelli, Schiffinan & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 Respectfully submitted, By GOLDBERG KATZMAN, P.C. Michael J. Crelcenzi, Esquire Attorney I. D. No. 66255 320 Market Street P.O. Box 1268 Harrisburg, PA 17108-1268 Telephone: (717) 234-4161 Attorneys for Defendants Integrity Bank and George Gunnett 197784.1 R. LUKE ROHRBAUGH, PLAINTIFF V. INTEGRITY BANKAND GEORGE GUNNETT, INDIVIDUALLYANDAS AGENT FOR INTEGRITY BANK, DEFENDANTS IN THE COURT OF COMMON PLEAS,- ,C, , PENNS`9VPW OF CUMBERLAND COUNTY IA`'-i , rnCD z rn - ao. -r (nr- m ;6m a Dc ss z-n 10-6081 CIVIL TERM IN RE: PRELIMINARY OBJECTIONS OF DEFENDANTS, INTEGRITY BANK AND GEORGE GUNNETT TO PLAINTIFF'S COMPLAINT AND THE PRELIMINARY OBJECTIONS OF R. LUKE ROHRBAUGH TO DEFENDANTS' PRELIMINARY OBJECTIONS BEFORE HESS, PJ. AND MASLAND, J. ORDER OF COURT AND NOW, this day of April, 2011, upon consideration of the preliminary objections filed by Defendants and the preliminary objections to those objections filed by Plaintiff, briefing by the parties, and argument en banc, all objections are OVERRULED. By the Court, Paige Macdonald-Matthew, Esquire For Plaintiff Clayton W. Davis, Esquire iPg M?? For Defendants l"? ,20,/'`f 4I/ :saa b Albert H. Masla d, J. R. LUKE ROHRBAUGH, PLAINTIFF V. INTEGRITY BANKAND GEORGE GUNNETT, INDIVIDUALLY AND AS AGENT FOR INTEGRITY BANK, DEFENDANTS IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA 10-6081 CIVILTERM IN RE: PRELIMINARY OBJECTIONS OF DEFENDANTS, INTEGRITY BANK AND GEORGE GUNNETT TO PLAINTIFF'S COMPLAINT AND THE PRELIMINARY OBJECTIONS OF R. LUKE ROHRBAUGH TO DEFENDANTS' PRELIMINARY OBJECTIONS BEFORE HESS, PJ. AND MASLAND, J. OPINION AND ORDER OF COURT Masland, J., April 19,2011:-- Before the court are the preliminary objections filed by Defendants, Integrity Bank and George Gunnett to the complaint filed by Plaintiff, R. Luke Rohrbaugh. Also before the court are Plaintiffs preliminary objections to the Defendants' preliminary objections. Specifically, Defendants want to strike Plaintiffs requests for attorney's fees while Plaintiff asks the court to strike Defendants' objections on the grounds that they are untimely and violate the parties' settlement agreement.' Following briefing by the parties and argument en banc, all preliminary objections are overruled. 1. Plaintiffs Preliminary Objections We will first address Plaintiffs preliminary objections to Defendants' preliminary ' Plaintiff also asks the court to impose monetary sanctions against Defendants or Defendants' counsel for the breach of the parties' alleged agreement and the subsequent filing of a "spurious" preliminary objection. Motions court is not the appropriate venue to address this factual dispute. We will not reach this issue. 10-6081 CIVIL TERM objections. Plaintiffs first basis for striking Defendant's objections is an alleged agreement between the parties wherein Plaintiff granted Defendants an extension of time for filing an answer on the condition that they not file preliminary objections. Defendants dispute the existence of such an agreement. In support of his position, Plaintiff has attached a series of emails that purport to establish the agreement. At this time, there is insufficient material in the record for us to determine whether such an agreement existed. Argument court is not the appropriate venue to resolve contested factual issues. Accordingly, we will resolve the instant objections as if such an agreement did not exist. Plaintiff also asks the court to strike Defendants' preliminary objections on the grounds that they were not timely filed. In general, a response to a complaint must be filed within twenty days after service of the complaint. Pa.R.C.P. No. 1026(a). However, this rule is permissive rather than mandatory. Ambrose v. Cross Creek Condominiums, 602 A.2d 864, 868 (Pa. Super. 1992). It is within this court's sound discretion to permit the filing of late pleadings "where the opposing party will not be prejudiced and justice so requires." Id. Further, the rules of civil procedure, including filing rules, should be liberally construed to achieve equitable results. Id.; see Pa. R.C.P. No. 1017(b)(1). With these principles in mind, the court now examines whether permitting Defendants to file untimely preliminary objections will prejudice Plaintiffs and whether such permission will achieve a just result. Defendant Integrity Bank was served on September 24, 2010. Defendant Gunnett was served on October 11, 2010. Defendants jointly filed preliminary objections on October 27, 2010. As such, the preliminary objections were untimely as to Defendant Integrity Bank, but timely as to Defendant Gunnett. Plaintiff claims the untimely filing of the objections prejudices him by increasing his litigation costs. Potentially increased costs notwithstanding, we will consider Defendants' objections and overrule Plaintiffs objections. As illustrated above, -2- 10-6081 CIVIL TERM Defendant Gunnett's objections were timely filed and Plaintiff would therefore have had to respond to them irrespective of Defendant Integrity Banks untimely filing of its objections. Defendants jointly filed identical preliminary objections and thus, Plaintiff would incur no significant additional litigation costs to address Defendant Integrity Bank's objections simultaneously. As such, our consideration of the preliminary objections does not offend justice. Plaintiff's preliminary objections are overruled. II. Defendants' Preliminary Objections Defendants preliminary objections seek to strike Plaintiffs requests for awards of attorney's fees. At this stage in the pleadings, the court is constrained to overrule these preliminary objections. For the purpose of considering Defendants' preliminary objections, we take as true all of Plaintiffs well-pleaded material facts and any inferences reasonably deduced therefrom. Daynsh v. Dept. of Corrections, 845 A.2d 260 (Pa. Cmwlth. 2004). With this generous standard in mind, the court turns to whether Plaintiff pleaded sufficient facts to justify an award of attorney's fees. Generally, litigants are responsible for their own attorney's fees "unless otherwise provided by statutory authority, agreement of the parties[,] or some other recognized exception." Equibank v. Miller, 619 A.2d 336, 338 (Pa. Super. 1993). Relevant here, fees may be awarded where "the conduct of another party in commencing the matter or otherwise was arbitrary, vexatious or in bad faith." 42 Pa.C.S. §2503(9). Here, a review of Plaintiffs complaint indicates that he has sufficiently pleaded facts to establish his request for fees on the basis of Defendants' alleged bad faith conduct. Specifically, in support of his request pursuant to his fraudulent misrepresentation claim, Plaintiff avers: -3- 10-6081 CIVILTERM Upon information and belief, the representations made by the Defendants were not only intentionally misleading and false, but were further made for the purpose of luring a customer away from a competitor lending institution. By advancing their own pecuniary interests to the financial detriment of Plaintiff, Defendants' [sic] acted in callous disregard of Plaintiffs best interests in a willful and wanton manner warranting the imposition of punitive damages against both Defendants in Plaintiffs favor. Compl. at ¶113. In support of his fee request under his negligent mispresentation claim, Plaintiff makes an identical averment. Compl. at ¶130. Taking these facts as true, and drawing all reasonable inferences in Plaintiffs favor, we are constrained to conclude Plaintiff has pleaded sufficient facts to prevent the immediate striking of their request for attorney's fees. Defendants' preliminary objections seeking to strike Plaintiffs request for attorney's fees must be overruled. III. Conclusion Based on the foregoing, Plaintiffs preliminary objections to Defendants' preliminary objections are overruled. Defendants' preliminary objections to Plaintiffs complaint are also overruled. We do not reach the disputed factual issues raised by Plaintiffs preliminary objections. ORDER OF COURT AND NOW, this day of April, 2011, upon consideration of the preliminary objections filed by Defendants and the preliminary objections to those objections filed by Plaintiff, briefing by the parties, and argument en banc, all objections are OVERRULED. By the Court, Albert H. Masland, J. -4- 10-6081 CIVIL TERM Paige Macdonald-Matthew, Esquire For Plaintiff Clayton W. Davis, Esquire For Defendants :saa -5- R. LUKE ROHRBAUGH, Plaintiff V. INTEGRITY BANK and GEORGE GUNNETT, INDIVIDUALLY AND AS AGENT FOR INTEGRITY BANK, Defendants IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Case Number 10-6081 (Judge Masland) : CIVIL ACTION -LAW =M 22P r -a rv r rTZ ? CD° -n CD F_-, T-n AMENDED CERTIFICATE OF SERVICE The undersigned hereby certifies on this day that a true and correct copy of the Defendant's Motion for Reconsideration was served by first-class United States mail, postage prepaid, addressed as follows: Paige Macdonald-Matthes, Esquire Serratelli, Schiffman, Borwn & Calhoon, P.C. 2080 Linglestown Road Harrisburg, PA 17110 Date: May 2, 2011 C on W. Davidson r r h?`4 1 m C Vi i McNEES WALLACE & NURICK Clayton W. Davidson, Attorney I.D. No. 79139 Nedric L. Nissly, Attorney I.D. No. 44233 Debra P. Fourlas, Attorney I.D. No. 62047 100 Pine Street, P.O. Box 1166 Harrisburg, PA 17108-1166 (717) 232-8000 Attorneys for Defendants R. LUKE ROHRBAUGH, Plaintiff V. INTEGRITY BANK and GEORGE GUNNETT, INDIVIDUALLY AND AS AGENT FOR INTEGRITY BANK, Defendants IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Case Number 10-6081 (Judge Masland) CIVIL ACTION -LAW DEFENDANTS' ANSWER WITH NEW MATTER The Parties 1. Admitted. 2. Admitted. 3. Admitted. 4. Admitted. 5. Admitted. Venue Arbitration 6. Admitted Background 7. Admitted in part and Denied in part. Defendants admit that Plaintiff is an investor. After reasonable investigation, Defendants have insufficient information to admit or deny the remaining averments of this paragraph and strict proof thereof, if relevant, is demanded at trial. 8. Admitted in part and Denied in part. Defendants admit that Plaintiff opened a line of credit (the "First LOC") with Integrity in the amount of $1,000,000.00. Defendants deny all remaining averments of this paragraph as stated. By way of further response, the terms of the First LOC are best stated by the documents reflecting the First LOC. 9. Admitted. 10. Admitted. 11. Admitted. 12. Denied. After reasonable investigation, Defendants have insufficient information to admit or deny the remaining averments of this paragraph and strict proof thereof, if relevant, is demanded at trial. 13. Denied. After reasonable investigation, Defendants have insufficient information to admit or deny the remaining averments of this paragraph and strict proof thereof, if relevant, is demanded at trial. 14. Admitted in part and Denied in part. Defendants admit that Plaintiff contacted Jim Gibson at Integrity Bank about a possible loan. After reasonable investigation, Defendants have insufficient information to admit or deny the remaining averments of this paragraph and strict proof thereof, if relevant, is demanded at trial. 2 Plaintiffs Discussions with Integrity Bank Re: New LOC 15. Admitted. 16. Admitted in part and Denied in part. Defendants admit that Gibson communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 17. Admitted. 18. Admitted. 19. Admitted. 20. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 21. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 22. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 23. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as 3 stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 24. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. Events Leading Up To Closing On The Second Integrity 25. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 26. Admitted. 27. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 28. Admitted. 29. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final 4 agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 30. Admitted. 31. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 32. Admitted. Closing On The Second Integrity 33. Admitted. 34. Denied. Defendants deny that the loan documents as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 35. Admitted in part and Denied in part. Defendants admit that loans documents contain hand written changes. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 36. Denied. After reasonable investigation, Defendants are unaware of Plaintiffs internal questioning and deny the same. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 37. Denied. After reasonable investigation, Defendants are unaware of Plaintiffs motive to sign the loan documents other than for his own financial interest. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 38. Denied. After reasonable investigation, Defendants are unaware of Plaintiffs motive to sign the loan documents other than for his own financial interest. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 39. Denied. After reasonable investigation, Defendants are unaware of Plaintiffs motive to sign the loan documents other than for his own financial interest. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 6 Plaintiffs Discovery of Problems With The Second Integrity LOC 40. Admitted in part and Denied in part. Defendants admit that Plaintiff wrote a check from the Second Integrity LOC. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 41. Admitted in part and Denied in part. Defendants admit that Plaintiff wrote a check from the Second Integrity LOC. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 42. Admitted in part and Denied in part. Defendants admit that Plaintiff contacted Integrity. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 43. Admitted. 44. Admitted. 45. Admitted in part and Denied in part. Defendants admit that Plaintiff requested a draw. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the 7 parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 46. Admitted. 47. Admitted in part and Denied in part. Defendants admit that Klick met with Plaintiff to discuss the Second Integrity LOC. Defendants deny the remaining averments of this paragraph as stated. 48. Denied. This paragraph states a legal conclusion to which no response is required. By way of further response, Defendants deny they defrauded the Plaintiff. 49. Denied. By way of further response, Defendants admit that statements were provided to Plaintiff. 50. Denied. By way of further response, Defendants contend the statement itself properly indicates what is included in it as opposed to Plaintiffs characterizations. 51. Denied. By way of further response, Defendants contend the statement itself properly indicates what is included in it as opposed to Plaintiffs characterizations. 52. Denied. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 53. Denied. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 54. Admitted. 8 55. Admitted. 56. Admitted in part and Denied in part. Defendants admit that Plaintiff attempted to contact Integrity. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 57. Admitted. 58. Admitted in part and Denied in part. Defendants admit that Plaintiff attempted to contact Integrity. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 59. Admitted in part and Denied in part. Defendants admit that Plaintiff attempted to contact Integrity. Defendants deny the remaining averments of this paragraph as stated. 60. Admitted in part and Denied in part. Defendants that it provided copies of the loan documents to Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants are unable to admit or deny the veracity of Exhibit D due to the fact that it is redacted. 61. Admitted in part and Denied in part. Defendants that it provided copies of the loan documents to Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants are unable to admit or deny the veracity of Exhibit D due to the fact that it is redacted. 62. Admitted. It is obvious that Plaintiff disputes the loan documents and terms. Count I - Breach of Contract Plaintiff v. Integrity 63. Defendants incorporate herein by reference paragraphs 1 through 62 above. 9 64. Admitted in part and Denied in part. Defendants admit that a line of credit is beneficial to Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants are unable to admit or deny Plaintiffs reliance as stated herein. 65. Admitted in part and Denied in part. Defendants admit that Plaintiff contacted Integrity for a loan. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 66. Admitted in part and Denied in part. Defendants admit that Plaintiff contacted Integrity for a loan. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 67. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 68. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 10 69. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 70. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 71. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 72. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 73. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 74. Admitted in part and Denied in part. Defendants admit that Plaintiff wrote a check from the Second Integrity LOC. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication 11 and any final agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 75. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 76. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. WHEREFORE, Defendants request this Court to enter judgment in their favor along with such other relief that is just and proper. COUNT II - BREACH OF DUTY OF GOOD FAITH AND FAIR DEALING Plaintiff v. Integrity 77. Defendants incorporate herein by reference paragraphs 1 through 62 above. 78. Admitted with clarification. Integrity and Plaintiff did business together for a period of time. 79. Denied. This is legal conclusion to which no response is required. By way of further response, Integrity and Plaintiff shared a business relationship for a period of time. 80. Denied. Defendants are unable to know beliefs of the Plaintiff in his own mind. 81. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is 12 best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 82. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 83. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 84. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 85. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. WHEREFORE, Defendants request this Court to enter judgment in their favor along with such other relief that is just and proper. COUNT III - PROMISSORY ESTOPPEL Plaintiff v. Integrity 86. Defendants incorporate herein by reference paragraphs 1 through 85 above. 13 87. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 88. Denied. This is a legal conclusion to which no responsive pleading is required. 89. Denied. This is a legal conclusion to which no responsive pleading is required. 90. Denied. This is a legal conclusion to which no responsive pleading is required. 91. Denied. This is a legal conclusion to which no responsive pleading is required. 92. Denied. This is a legal conclusion to which no responsive pleading is required. WHEREFORE, Defendants request this Court to enter judgment in their favor along with such other relief that is just and proper. COUNT IV - RESCISSION (Pleaded in the Alternative) Plaintiff v. Integrity 93. Defendants incorporate herein by reference paragraphs 1 through 92 above. 94. Denied. This is a legal conclusion to which no responsive pleading is required. 95. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 96. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 97. Denied. This is a legal conclusion to which no responsive pleading is required. 14 WHEREFORE, Defendants request this Court to enter judgment in their favor along with such other relief that is just and proper. COUNT V - FRAUDULENT MISREPRESENTATION Plaintiff v. All Defendants 98. Defendants incorporate herein by reference paragraphs 1 through 97 above. 99. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 100. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 101. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 102. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 103. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final 15 agreement between the parties are best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 104. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 105. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 106. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 107. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 108. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 16 109. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 110. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 111. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. 112. Denied. This is a legal conclusion to which no responsive pleading is required. 113. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, the communication and any final agreement between the parties is best evidenced by the loan documentation between the parties. Defendants also object to this paragraph on the basis that it states an incorrect legal conclusion. WHEREFORE, Defendants request this Court to enter judgment in their favor along with such other relief that is just and proper. COUNT VI - NEGLIGENT MISREPRESENTATION Plaintiff v. All Defendants 114. Defendants incorporate herein by reference paragraphs 1 through 113 above. 115. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as 17 stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 116. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 117. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 118. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, Defendants are unable to determine Plaintiffs thoughts or motives behind his actions. 119. Denied. This is a legal conclusion to which no responsive pleading is required. By way of further response, Defendants are unable to determine Plaintiffs thoughts or motives. 120. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 121. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 18 122. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 123. Admitted in part and Denied in part. Defendants admit that Gunnett communicated with Plaintiff. Defendants deny the remaining averments of this paragraph as stated. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties and Defendants are unaware of Plaintiffs own thoughts or motives. 124. Denied. This is a legal conclusion to which no response is required. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 125. Denied. This is a legal conclusion to which no response is required. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 126. Denied. This is a legal conclusion to which no response is required. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 127. Denied. This is a legal conclusion to which no response is required. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 19 128. Denied. This is a legal conclusion to which no response is required. By way of further response, Defendants contend that the communication and any final agreement between the parties are best evidenced by the loan documentation between the parties. 129. Denied. This is a legal conclusion to which no response is required. 130. Denied. This is a legal conclusion to which no response is required. WHEREFORE, Defendants request this Court to enter judgment in their favor along with such other relief that is just and proper. NEW MATTER Plaintiff has failed to mitigate his damages. Respectfully submitted, McNEES WALLACE & NURICK Date: May 9, 2011 By_??,c... Clayton W. Davidson, Attorney I.D. No. 79139 Nedric L. Nissly, Attorney I.D. No. 44233 Debra P. Fourlas, Attorney I.D. No. 62047 100 Pine Street, P.O. Box 1166 Harrisburg, PA 17108-1166 (717) 232-8000 Attorneys for Defendants, Integrity Bank and George Gunnett 20 VERIFICATION As counsel for George Gunnett, the individual defendant in the above action, I verify that the factual averments in the foregoing answer are true and correct to the best of my knowledge and information. George Gunnett's verification could not be obtained within the time allowed for filing the foregoing pleading, because his location is presently unknown and efforts to locate him, while ongoing, have heretofore been unsuccessful. Accordingly, I have relied upon information provided by Integrity Bank, the corporate defendant, in responding to averments of the complaint relating to alleged statements or conduct of Mr. Gunnett. If necessary, Mr. Gunnett's Answer will be amended at a later point in time after discussion with him. I` Debra P. Fourlas Of Counsel for Defendants VERIFICATION I, Wayne Stefanovich, Senior Vice President of Integrity Bank, verify that I am authorized to make this verification on behalf of Integrity Bank, and that the facts contained in the foregoing Answer with New Matter are true and correct to the best of my knowledge, information and belief and that the same are made subject to the penalties of 18 Pa. C.S. § 4904 relating to unworn falsification to authorities. [_??- S Wayne Stefanovicl as Senior Vice President of Integrity Bank CERTIFICATE OF SERVICE The undersigned hereby certifies on this day that a true and correct copy of the attached Answer with New Matter was served by first-class United States mail, postage prepaid, addressed as follows: Paige Macdonald-Matthes, Esquire Serratelli, Schiffinan, Borwn & Calhoon, P.C. 2080 Linglestown Road Harrisburg, PA 17110 Date: May 9, 2011 Debra P. Fourlas SERRATELLI, SCHIFFMAN & BROWN, P. C. Paige Macdonald-Matthes, Esquire Supreme Court ID No. 66266 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 (717) 540-5481 facsimile Email: PMacdonald-Matthesgssbc-law.com R. LUKE ROHRBAUGH, PLAINTIFF, V. INTEGRITY BANK AND GEORGE GUNNETT, INDIVIDUALLY AND AS AGENT FOR INTEGRITY BANK DEFENDANTS. iL oar ` BTH0N0Tk, ` 2011 JUL 28 PPS 1: 1; g, IMMBERLANO COUNTY PENNSYLVANIA IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA DOCKET No.: 10-6081 CIVIL ACTION - IN LAW JURY TRIAL DEMANDED PRAECIPE TO SETTLE. DISCONTINUE & END WITH PREJUDICE TO THE PROTHONOTARY: Please settle, discontinue, and end, with prejudice the above captioned matter. Respectfully submitted, Lio 0.1.1?p l -?? Paige Maconald-Matthes Attorney ID No. 66266 Serratelli, Schiffman & Brown, P.C. 2080 Linglestown Road Harrisburg, PA 17110 (717) 540-9170 Attorney for Plaintiff Date: July 27, 2011 CERTIFICATE OF SERVICE I, Paige Macdonald-Matthes, hereby certify that on this 27th day of July, 2011, I served a true and correct copy of Plaintiff's Praecipe to Settle, Discontinue and End, With Prejudice via United States First Class Mail, postage prepaid to the following: Michael J. Crocenzi, Esquire Goldberg Katzman, P.C. 320 Market Street, Strawberry Square P.O. Box 1268 Harrisburg, PA 17108 Attorney for Defendants Paige Macdonald-Matthes