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HomeMy WebLinkAbout11-4169KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG, PA 17108-1963 MANUFACTURERS AND TRADERS TRUST COMPANY Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW V. NO. .. C-? -? GATEWAY CONSTRUCTION, INC. CONFESSION OF JUDC NT-= rt , co v ? Defendant cn' a 1 n 3 CONFESSION OF JUDGMENT < '. By virtue of the authority conferred by the Note, a copy of which is attached to the CaMpla" filed in this action, I appear for the Defendant and confess judgment in favor of the Plaintiff and against the Defendant for the sum of $244,403.72 and costs of suit. Z?? Eugene E. epi y, Jr. Attorney for Defendant by virtue of the authorization contained in the Note .04 vel#a- iWk, ?? KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG, PA 17108-1963 MANUFACTURERS AND TRADERS TRUST COMPANY Plaintiff V. GATEWAY CONSTRUCTION, INC Defendant IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW rr? NO Fri . e ? ? CONFESSION OF JUDG T cr rv r?1 NOTICE OF DEFENDANT'S RIGHTS A judgment in the amount of $244,403.72 has been entered against you and in favor of the Plaintiff without any prior notice or hearing based on a confession of judgment contained in a written agreement or other paper allegedly signed by you. The sheriff may take your money or other property to pay the judgment at any time after thirty (30) days after the date on which this notice is served on you. You may have legal rights to defeat the judgment or to prevent your money or property from being taken. YOU MUST FILE A PETITION SEEKING RELIEF FROM THE JUDGMENT AND PRESENT IT TO A JUDGE WITHIN THIRTY (30) DAYS AFTER THE DATE ON WHICH THIS NOTICE IS SERVED ON YOU OR YOU MAY LOSE YOUR RIGHTS. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER AND CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. CUMBERLAND COUNTY BAR ASSOCIATION 32 S. Bedford Court Carlisle, PA 17013 Phone: 717-249-3166 or Phone: 1-800-990-9108 KEEFER WOOD ALLEN & RAHAL, LLP By: d Eugene E. Pepinsky, Jr. Attorney I.D. #23702 210 Walnut Street P.O. Box 11963 Harrisburg, PA 17108-1963 (717) 255-8051 Attorneys for Manufacturers and Traders Trust Company KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG, PA 17108-1963 MANUFACTURERS AND TRADERS TRUST COMPANY Plaintiff V. GATEWAY CONSTRUCTION, INC. Defendant IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW NO. CONFESSION OF JUDGMENT COMPLAINT 1. Plaintiff Manufacturers and Traders Trust Company is a New York banking corporation, with an office at 213 Market Street, Harrisburg, Pennsylvania 17105. 2. Defendant Gateway Construction, Inc., a Pennsylvania corporation, whose last known address is 5 Radam Street, Summerdale, Pennsylvania 17093. 3. On or about April 11, 2007, Defendant, for good and valuable consideration, executed and delivered an Amended and Restated Revolving Demand Note (the "Note") to Plaintiff. A true and correct copy of the Note is attached hereto, made a part hereof and marked Exhibit "A". 4. The Note referred to in Paragraph 3 above has not been assigned by Plaintiff to any person or organization. 5. Judgment has not been entered on the Note referred to in Paragraph 3 above in any jurisdiction. 6. The Note provides that Plaintiff may confess judgment against Defendant at any time after the occurrence of a default for the full amount of the indebtedness plus court costs and attorneys' fees of the greater of $10,000.00 or five percent (5%). 7. The obligations of Defendant are in default, among other things, by reason of its failure to make the required payment(s) due under the Note. KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG, PA 17108-1963 8. The amount due on the Note as of May 2, 2011, is $232,765.45 of which $230,540.59 is principal and $2,074.86 is interest and $150.00 is late fee. 9. Plaintiff has been advised and, therefore, avers that Defendant executed the Note referred to in Paragraph 3 above for business purposes. 10. This confession of judgment is not being filed against a natural person(s) in regards to consumer credit transaction. WHEREFORE, Plaintiff demands judgment against Defendant in the sum of $244,403.72, together with interest as may hereafter accrue and costs of suit. KEEFER WOOD ALLEN & RAHAL, LLP Date: May 2, 2011 By: Euge a E. Pepinsky, Jr. Attorney I.D. #23702 210 Walnut Street P.O. Box 11963 Harrisburg, PA 17108-1963 (717) 255-8051 Attorneys for Plaintiff KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG, PA 17108-1963 VERIFICATION The undersigned, Kenneth L. Milliken, hereby verifies and states that: He is Vice President of Manufacturers and Traders Trust Company, Plaintiff herein; He is authorized to make this Verification on its behalf; The facts set forth in the foregoing Complaint are true and correct to the best of his knowledge, information and belief; and 4. He is aware that false statements herein are made subject to the penalties of 18 Pa. C.S. § 4904, relating to unsworn falsification to authorities. Kenneth L. Milliken Dated: / u"1 2- '2011 Ii1140-I9` 7r DOCBTYPE: R(V 9940007951 ????,,,,??,,??,,, OILOTe: 0000000099 ???? 1?JOCLw....l?ii?ivk COMMENT 1: 500,000.00 DATE: 04/17/07 AMENDED AND RESTATED REVOLVING DEMAND NOTE April / - 2007 $500,000.00 For value received, the undersigned GATEWAY CONSTRUCTION INC„ a Pennsylvania corporation, with an address of 5 Radom Street. Summa i Me. Pennsylvania 170113 (the'Borrowar'). promises to pay to the order of Mareuhdurere and Traders Trust Company, a New York banking corporation with an address of One M&T Ptoze (Attn: Draw of General Counsel). Buffalo, New York 14203 (togearerwith ft successors and assigns. the 'Bank'), ON DEMAND, Ore prMfripal amount of Five Hundred Thousand Dollars and Zero Cents (11500,000.00) or. N less, such smouN as maybe the aggregate unpaid principal amount of all bens or advances made by the Bank to the Borrower Pursuant hsrob, together with interest from One date hoof on the unpaid principal balance from time to time outstanding until paid in full. The aggregate principal balance outstanding shat bear interest thereon at a per annum rate equal to On"alf Percent (0.50%) above the prime Rate (sit hereinafter defined). AO accrued and unpaid Interest shall be payable monthly in arroom on the 10 of each month, commencing on May @ , 2007. Prise Rate means the nape per annum from time to time estMtFMwd by the Bank as the Prime, Rate and made available by the Bank st its mum critics or. in the discretion of the Bank. the bass, reference of COW rate then designated by the Bank for general commercial ban reference purposes, It being understood that such rate is e reference rate. not necessarily the lowest. established from time to lime, which serves as the basis upon which effective Interest rates are calculated for bens making reference Oemto. The effective Interest rule applicable to the Bomowore loans evidenced horsey shall charge on the date of each change in the Prime Rate. The undersigned ehaa fumy ropey to the Bank all amounts outsten ft rsfpscOrg this Note for a period of 30 consepdive days in each year. This Note is an amendment and restatement of that certain $300,000.00 Rey0 trig Demand Note, dated December 21, 2005 (the "Original Nola'). by the Borrower In favor of the Bank and shat be secured to the same sndent and with the same priority as the Original Note. The Sommer agrees and understands that this Note Is given In rsplsonnem of and in substitution for. but not in payment of. the Original NOW, and further, that (a) the obliptiorhs of On Borrower as evidenced by the Original Note shall continue in full force end efled, as sumended and restated by 0ds Note. as of such obligations being tereby. . oil d and conran by the Borrower. (b) any and as ions, pledges, assignments and security Interests securing the Borrower's obligations under the Original Note shell continue in full face and effect, are hereby ratified and confirmed by the Borrower, and are hereby acknowledged by the Borrower to setae, among other things. a0 of the Borrower's obligations to the Bank under this Note. with the some priority, operation and effect as that relating to the obligations under the Original Note; end (c) nothing herein contained shat be construed to exOngulsh, release, or discharge, or constitute, create, or elled a novellon of, or an agreement to esenguish, the obligations of the Borrower with respect to the Indebtedness originally described In the Original Nola or any of the liens, pledges. assignments and security interests securing such obligations. Pnncgal and interest shall be payable at the BanKs main o5ce or at such otirer piece as the Bank may designate in willing in immediately available funds in lawful money of the United States of America without setoff, deduction or counterclaim. Interest shall be calculated on the basis of actual number of days elapsed In a 3" year This Note is a revolving note and, subject to the foregoing and in accordance with the prevision Ia and of"and as other agreements between the Bonower and do Bank, W to . the Borrower may. at its option, borrow. pay. prepay and rsborrow herouhder at any time prior to demand for peymerd hereunder or such earlier data as the o' 19 saorr of the Borrower to the Banc under this Note, and any other agreements between the Bank and the Sono wr relied Iua ida."ba00mna due and payable. or the 'Ng uc of the Bank to extend 6rrorh * aocornmodoll" to to Borrower shall terminate; provided. however. that In any event the pn ncipal balance outalomft hensunder shell at no time exceed the face smDuril of his Note. The Note etws con11nue in full force and effect until s0 obligations and 1600 evidenced by this Note we paid In his and the Bank Is no lager d)Ipstad to extend financial accommodations to the Borrower, even if. from time to time, them are no amounts outstanding respsdkhg the Now Loans or advances pursuant to the NOW may be made from time to One in the ode discretion of the Bank. upon Borrower s request therefor. Any person duty authorized by a general borrowing resolution of the Borrower. or in the absence of ouch a resokdion. (Pays 12 of 17) any person otherwise authorized In this paragraph, may request discretionary bans evidenced by this Note, either entity or otherwise but the Bank at its option may require that all requests for bans evidenced by this Note shell be in writing. The Bank shall Wcur no Ilabltily to the Borrower in acting upon any request referred to hersin which the Bank believes In good faith to have been made by an authorized person or persons. Each loan evidenced by this Note may be credited by Balk to any deposit account of Borrower with Bank or with any other bank with which Borrower maintains a deposit account, or may be paid to Borrower (or as Borrower Instructs) or may be applied to any obligations, all Bank may In each Instance elect. The following persons currently are authorized to request advanwa and authorize payments respecting tie bans evidenced by this Note until the Bank receives from the Borrower, at the Bank's address, written notice of revocation of Their authority: Perry L. Smith, President, David A. Seips, Treasurer, Dorothy A. Staudt Secretary. The Borrower, 0 a corporation, partnership, bust or other entity, represents that (q it Is duly organized and In good standing or duty constituted In the sots of Its organization and Is duly authorized to do business in all jMltdktlons material to the conduct of Its business; (0) that the eloecugM?, delivery and parlonnence of this too have been duly authorized by on necessary regulatory and corporate or partner" action or by Us governing itebtanenfr (ill) Cat Oft Note has been duly executed by an autoorzed on1cer partner or trustee aW constlMes a bindkV obligation enforceable spinal Bortpwer and not in violation of any low. court order or agreement by which Borrower Is bound; (Iv) that Bonowar's perbrm once Is not threatened by any pending or threatened litigation and (v) that Borrower's name end chief executive office is correctly stated in the 1kN paragraph of this Note and that Borrower shell not change No name or its chief executive office without giving the Bank at least thirty (30) days prior wriden notice. The Borrower shelf pay to the Bank, on or before each anniversary data of this Note, a narrehaWable credit review fee in an amount of 5250.00. The Borrower acknowledges and undersorlds fiat (a) this Annual Credit Review Fee will be assessed each year. for as long as the credit tsciMy evidenced by this Note remains open, regardless of wlalhsr any advances have been made herewder or any principal balance Is than outstanding, and (b) payment of le Annual Credit Review Fee does not aMltle the Borrower to any sssMarces that such credit facility will remain open, nor does it spa or canpromin the discretionary and *on demand' nature of this oedt belly BORROWER HEREBY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR ATTORNEYS OR THE PROTHONOTARY OR CLERK OF ANY COURT OF RECORD IN THE COMMONWEALTH OF PENNSYLVANIA OR IN ANY OTHER JURISDICTION UPON THE OCCURRENCE OF AN EVENT OF DEFAULT, TO APPEAR FOR BORROWER IN ANY SUCH COURT, WITH OR WITHOUT DECLARATION FILED, AS OF ANY TERM OR TIME THERE OR ELSEWHERE TO BE HELD AND THEREIN TO CONFESS OR ENTER JUDGMENT AGAINST BORROWER IN FAVOR OF THE BANK FOR ALL SUMS DUE OR TO BECOME DUE BY BORROWER TO THE BANK UNDER THIS NOTE, WITH COSTS OF SUIT AND RELEASE OF ERRORS AND WITH THE GREATER OF FIVE PERCENT (S%) OF SUCH SUMS OR 010,000 ADDEO AS A REASONABLE ATTORNEY'S FEE AND FOR DOING SO THIS NOTE OR A COPY VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. SUCH AUTHORITY AND POWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE THEREOF, AND JUDGMENT MAY BE CONFESSED AS AFORESAID FROM TIME TO TIME AS OFTEN AS THERE IS OCCASION THEREFOR BORROWER ACKNOWLEDGES THAT IT HAS BEEN OR HAS HAD THE OPPORTUNITY TO BE REPRESENTED BY COUNSEL IN CONNECTION WITH THE EXECUTION AND DELIVERY OF THIS NOTE AND THAT IT KNOWINGLY WAIVES ITS RIGHT TO BE HEARD PRIOR TO THE ENTRY OF SUCH JUDGMENT AND UNDERSTANDS THAT, UPON SUCH ENTRY, SUCH JUDGMENT SHALL BECOME A LIEN ON ALL REAL PROPERTY OF BORROWER IN THE COUNTY WHERE SUCH JUDGMENT 15 ENTERED. Payments may be applied in any order in the sole dreeretion of the Banc but, Prior to default, shall be applied Oral to pest due Interest, expenses (which shall Include all fees and costs, as well as en disbursements Incurred by the Bank to preserve or enforce its rights under this Nob or any other document executed In connection herewith), Isle charges and principal; then to current interest expenses, lots charges and principal, and last to remaining principal. Notwithstanding the foregoing, any payments recanted after demand for payment shall be applied in such manner as the Bank may determine. The Borrower hereby authorizes the Bank to charge any deposit account which the Borrower may maintain with the Bank for any payment required hereunder without pdor notice to the Borrower. If pursuant to the terms of this Note, the Borrower Is at arty tirm obligated to pay Interest on the Principal balance at a rate in OWASS of the maximum Interest rate pemMtted by applicable ow for the bat evidenced by this Note, the applicable Inorest rate shall be Immediately reduced to such maximum rate and an previous payments In excess of the maximum rate shell be deemed to have been payments in reduction of principal and rat on account of the irMereat due hareu ndox, The Borrower represents to the Bahr that the prow", of this Note wilt not be used for personal, lainfly of household Purposes or for the Purpose of purchasing cr carrying margin stock or margin securities within the meaning of Regulations U and X of the Board of Governors of the Federal Reserve System, 12 C.F.R. Parts 221 and 224. The 8orrewer ant each endorser and guarantor hereof gram b the Bank o corfkndng lsn on and eooxly YMeresl in arty end alf deposlts or other vans at any time credited by or due from the Bank or any Bank Alkalis (as a wobalor dented) b the Borrower andlor each endorser or guarantor herself and any cash, secvl0es, Y ginume MS or other prWaly of tie Borrower and each endorser and guarantor hereof in the poesse .I of tie Bank or arty Bw* AllCale, whonm for safekespirg or atlravMSS, or in i aalt b a from the Bank er any Bank Alinlpo (nspandees of the reason the Bank or Bank Alfdab had received to same or whs0ar the Bank or BaNx A11Beo has cwdbonaly released the same) as sewtty for the full snd pm,* al pWmwt and Mfinmaca of al of to fabtitka OW obhgenons of the 2 (page 13 of 11) Bomrw9r and/or any wdweer or guarantor heeot to the Banc or arty Bank At1Bste and such deposits and other sums may be applied or set of against such liabilities and obligations of the Borrower or any endorser or guarantor hereof to On Bank or any Bank A1ANete at any limo. whether or not such are then due. whether or not demand has been made and wtstisr or not other collateral is then available to the Banc or any Bank Ablate. No delay or omission on the pad of the Bank in exercising any right hereunder shelf operate as a waiver of such right or of arty other right of the Bank, her shall any delay, emission or waiver on any one occasion be deemed a bar to or waiver of the sanwor any other right on any future occasion, The Borrower and every endorser or guarantor of this Note, regardless of the Ums, order or place of signing, wolves presentment, demand, pmlosl, notice of Intent to accelerate, notice of acceleration and all other notices of every knd in connection with the daWery, acceptance, performance or enforcement of he Note and savants to any extension or postponement of the tare of payment or any Darer Indulgence, to any substitution, exchange or release of collateral. and to the addition or release of arty other party or parson primarily or secondarily liable and wolves all reo ume to suretyship and guarantor defenses generally. intkdutg any defense based on impairment of collateral. To the maximum extent pemdted by law, the Borrow and each erndomer and guarantor of this Note welve and lemdnale any homestead rights rdo exemptions respecting any premisas ruder the provisions of any applicable homestead laws, Including wtdwul imitation, Tithe 42, Section 8123, of the Pennsylvania Consolidated Statutes Annotated Borrower hereby walvos and releases all errors, defects and imperfections In any proceedings Instituted by the Bank under the terms of the Note or any other loan downenb. as well as all benefits that right accrue to the Borrower by vlrhw of any present or future laws exampling any property, real or personal, or any pad of the proceeds arWe from any sake of such property, from attachment. levy or sale under execution or providing for any stay of execution, Kxs,.vft hum civil proom or extension of time for payment. as wel as the right of Inquisition on any real estate that may be levied upon order a krdgnrnt obtained by shoe hereof. and Borrower hereby voluntarily condemns the some and sullorizes the entry of such voluntary co demetlon on any wit of execrbon mK*d thereon, and agrees tst such real estate may be soM upon any such writ in w!qb or in part In any order desked by to Bank The Bamwer and each endorser and guarantor of lids Note shat indemnify, defend and told the Bank and the Bank AMWes and their drecors. mM, m , enpbyees, agents and attorneys (each an'lndemnMael) hrmdw aganst any calm brought or threatened against cry irdrsdlee by the Borrows, by any endorser or guarantor, or by any other person (as well as from attorneys reasonable fees and expenses in connection therewith) on soODUnt of the Bank's relvtionsldp with the Banower or any endorser or guarantor hereof (each of whbh may be defended, campro need, sealed or pursued by the Bank with counsel of the Bank's selection but at the expense of to Borrower and any endorser and/or guarantor), except for any claim arising out of the gross negilgence or wide nascondud of the Bank The Borrower and each ondomer and guarantor of this Nob agree to pay, upon dennsnd, costs of collection of all amounts under this Note khciuding, without Ilmltetlon, principal and interest, or in connection with the enforcement of, or realization on any seamy, for this Note, Including, without limitation, b the exbM permitted by applicable law, roasonebie atomeyv' fees and expenses Upon demand for payment of any amounts hereunder, interest tthaU *me at a rate per anxrm equal to the aggregate of 4.0% plus the rate provided for hhrein. if any paymeni due under lids Note Is unpaid for 5 days or more, to Borrower shelf pay. In addition to any other sums due under this Nob (and without limiting the Banks oter mn as on account thereof), a tale charge equal to the greater of $W or 6.0% of Koch unpaid amount. This Note shell be binding upon the Borrower and each endorser and guarantor hereof and upon their respective heirs successors, assigns and legal representatives, and shell Inure to the benefit of the Bank and its suaessom, endorsees and assigns The liabilities of the Bum Nmr and any endorser or guarantor of this Note are joint and several; provided, however, the release by the Bank of the Borrower or any one or more endorses or guarantor shag not release any other person obligated on account of this Note Any and all present and future debts of the Borrower to any endorser or guarantor of this Note are subordinated to the full payment and peronmance of all present and future debts and obligations of the Somw ar to de Bank Each reference In this Note to the Borrower. any endorser, and any guarantor, Is to such person Individually and also to all rich persons jointly. No person obligated on account of this Note may seek contribution from any other person also obligated, unless and until all liabii8es, obligations and mdeblednese to the Bank of the person from whom contribution Is sought have been irrevocably saWied in full. The release or compromise by the Bank of any collateral shell not release any person obligated on account of Ills Note. The Borrower end each endorser and guarantor hereof each DUUMrIzes the Bank b Complete Oft Note if delivered incomplete In any rasped. A pholograp!nic or other reproduction of this Note may be made by the Bank. and any such reproduction shaft be admissible In evidrha with the same effect as the original had In any judicial or adminWmbve pnocesdtng, whether or not the original is In existence. The Borrow will from time to time execute end deliver to the Bards such documents, and take or cause to be taken. ell such other further action, as the Bank may request in order to efled and eonNnh or vat mots svecasty in the Banc an rights contemplated by this Note or any other ban documents related thereto (including, wNhpi t gnnbtion, to Co.ad cierial Wrote) or b vast more ftdy in of assure to tie Banc the security interest In any collatwal sassing this Note or b comply wIM applicable statute or law. This Note is delivered to the Bank at one of Its ofias in Pennaytverk, shat take ~ as a sealed kstrument and dwV be governed by the laws of the Comi orn"ahh of Pennsylvania without giving eRSCt to the conflicts of lees principles thereof. exdWvV is jpage 14 of 17) tvn5ds,of laws rules. Any demand or notice hereunder or under arty applicable law pertaining hereto shell be in wr ift and duty given of delivered to arty party hereto at the address for such Party as set llo t herein, or at such otlar address as any party may from time to lime designate In written notlut recelved by the other parties berate; provided, however. that in order for any notice to the Bank to be deemed eBsctlva, a duplicate ratice shall be separately delivered to the Bank at the anent office address of the Bank officer primarily responsible for the customer account to which this documeril relates. Any such demand or notice shat be deemed suflldontly given for all purposes when delivered (1) by personal delivery and shall be doomed effective wAnen delivered, or (ti) by mall or courier and "I be doomed effective three (3) business days after deposit In an official depository maYNall by the United States Post Office for the collection of mail or one (1) business day after delivery to a nalioneky recognized overrtight courier service. Notice by e-mail is not valid notice under this or any other agreement between the undersigned parties. The tern 'Bank Afiliab' as used in this Note shall mean ary bartirRg or lending : U, Ice of Ow Bads, any party adrg as a participant tender in the crsdlt arrangements contemplated herein, or any third party ending on the Banks behalf. Except as set forth below, no change In this Note or walver of any right or remedy hereunder con be made except In a writing signed by the Bank. No cause of dealing or other conduct, no oral agreement or representation made by the Bank, and no usage of bade, shell operate as a walver of any right or remedy of the Bank. No waiver of any right or remedy of the Bank shall be ofective unless made specifically In writing by the Bonk. This Note, together with any related loan and secuNy agreements and guaranties, oortiaMe the entire agreement between the Borrower and the Back with reaped to the Nola, lad supersedes every course of doming. other conduct, oral agreement and representation previously node by the Bank. If there Is more than one obligor to the Bank named herein and signing below, each such obligor shall be Jointly and severely liable for the payment of all amounts and performance of all obligations required hereunder. Preauthorla d Transfers from Deposit Account. If a deposit account number is provided, Borrower hereby authorizes the Bank to debit Borrowers deposit account (("tur-D with the Bank automatically for any amount which becomes due under this Note. The Bonower and each andonser and guarantor of this Note each Inevocslbly submits to Ilia nonexclusive juliedic5ion of any Federal or state cotat sill" In Pennsylvanle, over any cult, action or prooaadrg arMng out of or retailing Wits Note. Each of the Borrower and each endorser and guarantor Irrevocably walves, to the fullest extent It may eRecllveiy do so under apnpdcabls low. any objection It may now or heraeRer have to the laying of the venue of any such suit, action or proceeding brought In any such court and any claim that the acme has been brought M an Inmvenlonl forum. Each of the Borrower and each endorser and guarantor hereby coneants to any and all process which may be served in any such snl, action or proceeding, (I) by meting a copy thereof by registered and certlied nail, postage prepaid, return receipt requested, to the Borrowers, endorser's or guarentors address shown below or as notified to ft Bank and (ti) by servkg the same upon the Borrower(s), endorser(s) or quaranlor(s) in any other manner otherwise permitted by law, and agrees that such service shall in every respect be deemed elfsclive service upon the Borrower or such endorser of guarantor. THE BORROWER AND EACH ENDORSER AND GUARANTOR ACKNOWLEDGE THAT THIS NOTE IS A DEMAND NOTE AND THE RIGHT OF THE BANK TO DEMAND PAYMENT OF THIS NOTE IN WHOLE OR IN PART AT ANY TIME SHALL BE ABSOLUTE, UNCONDITIONAL AND IN THE SOLE DISCRETION OF THE BANK. THE INCLUSION OF EVENTS OF DEFAULT AND COVENANTS IN ANY LOAN DOCUMENTS BETWEEN THE BANK AND THE BORROWER OR ANY ENDORSER OR GUARANTOR OR OTHER PARTY DELIVERED IN CONNECTION WITH THIS NOTE OR OTHERWISE SHALL NOT IN ANY WAY LIMIT THE DEMAND NATURE OF THIS NOTE AND THE BANK MAY MAKE DEMAND FOR PAYMENT AT ANY TIME FOR ANY OR NO REASON, WHETHER OR NOT AN EVENT OF DEFAULT HAS OCCURRED UNDER ANY SUCH LOAN DOCUMENTS THE BORROWER, EACH ENDORSER AND GUARANTOR AND THE BANK EACH HEREBY KNOWINGLY VOLUNTARILY AND INTENTIONALLY, AND AFTER AN OPPORTUNITY TO CONSULT WRH LEGAL COUNSEL, (A) WAIVES ANY AND ALL RIGHTS TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING IN CONNECTION WITH THIS NOTE, ANY OF THE OBLIGATIONS OF THE BORROWER, EACH ENDORSER AND GUARANTOR TO THE BANK, AND ALL MATTERS CONTEMPLATED HEREBY AND DOCUMENTS EXECUTED IN CONNECTION HEREWITH AND (B) AGREES NOT TO SEEK TO CONSOLIDATE ANY SUCH ACTION WITH ANY OTHER ACTION IN WHICH A JURY TRIAL CAN NOT BE, OR HAS NOT BEEN. WANED. THE BORROWER, EACH ENDORSER AND GUARANTOR AND THE BANK EACH CERTIFIES THAT NEITHER THE BANK NOR ANY OF ITS REPRESENTATIVES, AGENTS OR COUNSEL HAS REPRESENTED, EXPRESSLY OR OTHERWISE. THAT THE BANK WOULD NOT IN THE EVENT OF ANY SUCH PROCEEDING SEEK TO ENFORCE THIS WAIVER OF RIGHT TO TRIAL BY JURY. CONFESSION OF JUDGMENT THE TERMS OF THIS NOTE INCLUDE A WARRANT OF ATTORNEY TO CONFESS JUDGMENT AND HAVE BEEN NEGOTIATED AND AGREED UPON IN A COMMERCIAL CONTEXT. BORROWER HAS FULLY REVIEWED THE WARRANT OF (Page 15 of 17) (Page 16 of 17) r -ATTORNEY TO CONFESS JUDGMENT WITH ITS OWN COUNSEL, AND IS KNOWINGLY AND VOLUNTARILY WAIVING CERTAIN RIGHTS IT WOULD OTHERWISE POSSESS, INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO ANY NOTICE OF A HEARING PRIOR TO THE ENTRY OF JUDGMENT BY THE BANK PURSUANT TO THE FOREGOING WARRANT. Exmdod as an instrument. under seal as of April _LL, 2007 Witness: Borrower. /J GATEWAY TRU ORIGINAL By: INC. d ? By: / n r (,L 'jl u 00 thy A. Staudt. Seen 5 Redam Street Sumnwdale. PennM+enle 17083 COMMONWEALTH OF PENNSYLVANIA SS. COUNTY OF On Ws, the _ day of 20_, babe me, a Notary PlAik, personally appeared Perry L. SmM, who wMawledged hi AWheresif to be th President of GATEWAY COWMUC71ON INC., a Penraylvanka Corporstion, and that hslerre as such President hft auurnI to do so, exaWed the begob i *A nent for the purposes Owns oorMained by signing Ore name of the Cofporau0n by himseliflofsalf as President. IN WITNESS WHEREOF. I HEREUNTO SET MY HAND AND OFFICIAL SEAL. NOTARY PUBLIC MY COMMISSION EXPIRES: 5 KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG, PA 17108-1963 MANUFACTURERS AND TRADERS TRUST COMPANY Plaintiff V. GATEWAY CONSTRUCTION, INC. Defendant IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA NOTICE To: GATEWAY CONSTRUCTION, INC., Defendant CIVIL ACTION - LAW NO. CONFESSION OF JUDGMENT You are hereby notified that on May 5? , 2011, judgment by confession was entered against you in the sum of $244,403.72 in the above captioned case. lu-4e? I _-? t-', Prothonotary YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. CUMBERLAND COUNTY BAR ASSOCIATION 32 S. Bedford Court Carlisle, PA 17013 Phone: 717-249-3166 or Phone: 1-800-990-9108 I hereby certify that the following is the address of the Defendant stated in the certificate of residence. GATEWAY CONSTRUCTION, INC. 5 RADAM STREET SUMMERDALE PA 17093 Z??- ?? Attorney for laintl s) KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG, PA 17108-1963 MANUFACTURERS AND TRADERS TRUST COMPANY Plaintiff V. GATEWAY CONSTRUCTION, INC Defendant IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA NOTICE To: GATEWAY CONSTRUCTION, INC.., Defendido CIVIL ACTION - LAW NO. CONFESSION OF JUDGMENT Usted esta siendo notificando que el de May del 2011, se anoto en contra suya un fallo por confesion en la suma de $244,403.72 en el caso mencionado en el epigrafe. Prothonotary LISTED DEBE LLEVAR IMMEDIATAMENTE ESTE DOCUMENTO A SU ABOGADO. SI USTED NO TIENE UN ABOGADO O NO PUEDE PAGARLE A UNO, LLAME O VAYA A LA SIGUIENTE OFICINA PARAAVERIGUAR DONDE PUEDE ENCONTRAR ASISTENCIA LEGAL. CUMBERLAND COUNTY BAR ASSOCIATION 32 S. Bedford Court Carlisle, PA 17013 Phone: 717-249-3166 or Phone: 1-800-990-9108 Certifico que la siguiente direccion es la del defendido/a segun indicada en el certificado de residencia: GATEWAY CONSTRUCTION, INC. 5 RADAM STREET SUMMERDALE PA 17093 Attorney intiff(s) SHERIFF'S OFFICE OF CUMBERLAND COUNTY Ronny RAnderson _ �L_:[J-t�F Sheriff Ht E PRO T HO t'-^rjf. c r.,.� Jody S Smith S ' Chief Deputy '.i ', 2013 Richard W Stewart '°- ` �""' Solicitor °fFIOEOFTHm$KER€P 1t�9� � D G PENNSYLVANIA Manufacturers and Traders Trust Company Case Number vs. 2011-4169 Gateway Construction, Inc. SHERIFF'S RETURN OF SERVICE 12/19/2012 03:29 PM -Deputy Jason Kinsler, being duly sworn according to law, served the requested Writ of Execution and Claim for Exemption Form to a person representing themselves to be KENNETH L MILLEKEN-M&T VICE PRESIDENT PA SPECIAL ASSETS,who accepted as"Adult Person in Charge" for the within named Defendant, to wit: Gateway Construction, Inc. at 5 Radam Street, East Pennsboro Township, Summerdale, PA 17093, informed person of contents.of same and levied upon personal property as directed. The writ of execution and notice to defendant was mailed on December 20, 2012 to the following: Gateway Construction at 5 Radam Street, Summerdale, PA 17093; Gateway Construction at 113 S Enola Drive, Enola, PA 17025; and to Perry Smith at 1101 Oak Hill Road, Lewisberry, PA 17339. Also, a copy of the inventory listing was mailed to Perry Smith and to Attorney Pepinsky(attorney for plaintiff). NOTE: Mr. Milliken was served two copies as a garnishee for Gateway Construction. Mr. Milliken has keys for the building so he was able to let the deputies inside to to the levy. 02/06/2013 01:24 PM - Deputy William Cline, being duly sworn according to law, states service was performed by posting a true copy of the requested Sheriffs Sale Bill in the above titled action, upon the property located at 5 Radam Street, East Pennsboro Township, Summerdale, PA 17093, Cumberland County. 02/27/2013 Ronny R Anderson, Sheriff, who being duly sworn according to law, says that due and legal notice having been given according to law, he sold the personal property of Gateway Construction for the sum of$ 1.00, to Eugene E. Pepinsky, Jr., representative for the plaintiff, it being the highest bid and price quoted for the same. Date and Time of sale: Monday, February 25, 2013, at 10:00 AM, at 5 Radam Street, Summerdale, Cumberland County, Pennsylvania. 09/26/2013 Ronny R. Anderson, Sheriff, who being duly sworn according to law, states this writ of execution is returned as STAYED. Plaintiffs attorney states he is crediting the judgment for$8,500.00. SHERIFF COST: $289.39 SO ANSWERS, ,1 September 26, 2013 RbNW R ANDERSON, SHERIFF iy CountySuite Sheriff,Teleosoft,Inc.