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HomeMy WebLinkAbout11-5365FILED-OFFICE OF THE PROTHONOTARY 2011 JUN 30 PM 2: 08 CUMBERLAND COUNTY PENNSYLVANIA METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly@mette.com Attorneys for Plaintiff METRO BANK, f/k/a Commerce Bank/Harrisburg, N.A. Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. DOCKET NO. DUSAN BRATIC and KATHLEEN M. BRATIC Defendants CONFESSION OF JUDGMENT Pursuant to the authority contained in the Confession of Judgment clause in the Guaranties, a copy of which is attached to the Complaint filed in this action, I appear for the Defendants and confess judgment in favor of Plaintiff and against Defendants as follows: s oaa' 9 2 ?/ a/P- Principal: $399,958.33 Interest through 6/22/2011 $3,999.59 Late Charges*: $80,806.69 Attorneys' Commission: $40,395.79 *Continues to accrue until paid. TOTAL $525,160.60 Interest at the per diem rate of $55.55, attorney fees and costs of this action continue to accrue. Respectfully submitted, Heather Z. Kelly, squire I.D. No. 86291 Appearing herein for Defendants Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Date: June?,'), 2011 A METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkellypa mette.com Attorneys for Plaintiff METRO BANK, f/k/a Commerce Bank/Harrisburg, N.A. Plaintiff V. DUSAN BRATIC and KATHLEEN M BRATIC Defendants OF THE PROTHO?QARY ? ! i JUN 30 F4 2 c CUMBERLAND COUNTY fi ENW3 YLVA v°IA IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO. COMPLAINT IN CONFESSION OF JUDGMENT AND NOW, this?/ ay of June, 2011, Plaintiff, Metro Bank, f/k/a Commerce Bank/Harrisburg, N.A. ("Plaintiff'), by its attorneys files the following Complaint in Confession of Judgment: 1. Plaintiff is a Pennsylvania banking institution with an address at 3801 Paxton Street, Harrisburg, PA 17111. 2. Defendants are Dusan Bratic and Kathleen M. Bratic, husband and wife, adult individuals with an address of 5609 Pinehurst Way, Mechanicsburg, PA 17050. 3. On August 31, 2007, Progress Avenue Limited Partnership executed a Promissory Note in the principal amount of Four Hundred Thousand Dollars ($400,000.00) in favor of Plaintiff, which was subsequently modified by seventeen (17) separate Change in Terms or Promissory Note Modification Agreements. The Change in Terms and Promissory Note Modification Agreements were executed on: July 7, 2008; August 13, 2008; November 20, 2008; February 24, 2009; May 28, 2009; July 21, 2009; October 27, 2009; January 4, 2010; April 22, 2010; May 26, 2010; July 22, 2010; September 23, 2010; November 22, 2010, January 24, 2011; February 8, 2011; March 15, 2011; and April 13, 2011. A true and correct copy of the Promissory Note and Change in Terms and Promissory Note Modification Agreements are attached hereto as Exhibit "A" and referred to collectively as the "Note." 4. Pursuant to the terms of Commercial Guaranties executed on August 31, 2007, Defendants guaranteed Progress Avenue Limited Partnership's obligations under the Note. A true and correct copy of the Commercial Guaranties are attached hereto as Exhibit "B" and referred to collectively as the "Guaranties." 5. Progress Avenue Limited Partnership has defaulted under the Note by failing to make payments when due. 6. By correspondence dated June 10, 2011, Plaintiff demanded payment in full from Defendants. A true and correct copy of the June 10, 2011 correspondence is attached hereto as Exhibit "C." 7. Defendants failed to repay the indebtedness in response to the June 10, 2011 demand. The Note and Guaranties were executed in connection with a commercial transaction. 9. Judgment is not being entered by confession against a natural person in connection with a consumer credit transaction. 10. The Note and Guaranties have not been assigned. 11. Judgment has not been entered on the Guaranties in any jurisdiction. 12. The warrants of attorney appearing in the Guaranties are less than twenty (20) years old. 13. Plaintiff has taken all actions or complied with all conditions precedent in the filing of this action. 14. The entire remaining indebtedness evidenced by the Note and Guaranties is $525,160.60 and is computed as follows: Principal: $399,958.33 Interest through 6/22/2011: $3,999.59 Late Charges: $80,806.69 Attorneys' Commission*: $40,395.79 TOTAL $525,160.60 * Only reasonable attorneys fees will be collected by the attorney. Interest at the per diem rate of $55.55, attorney fees and costs of this action continue to accrue. WHEREFORE, on the basis of the confession of judgment provision contained in the Guaranties, Plaintiff demands judgment in its favor and against Defendants, jointly and severally, in the amount of $525,160.60, plus all interest which continues to accrue at the rate of $55.55 per day from June 22, 2011 forward, as authorized by Pennsylvania law, together with costs of suit. Respectfully submitted, Heather Z. Kelly, squire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorneys for Plaintiff G/ 12ti12-011 VERIFICATION I, David M. Chajkowski, Asset Recovery Officer at Plaintiff Metro Bank f/k/a Commerce Bank/Harrisburg, N.A., have read the foregoing Complaint in Confession of Judgment and verify that the facts set forth therein are true and correct according to the best of my knowledge, information and belief, and that as an Asset Recovery Officer I am authorized to execute this Verification on behalf of the Plaintiff. I understand that any false statement made herein is subject to the penalties of 18 Pa. C.S. §4904, relating to unswom falsification to authorities. y David M. Chajkowski //1 Asset Recovery Officer Dated: ?X?,???? PROMISSORY NOTE References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing " * * * " has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership 101 U. S. Route 15 South Dillsburg, PA 17019 Lender: COMMERCE BANK/HARRISBURG N.A. COMMERCIAL MORTGAGE DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 (717) 975-5630 Principal Amount: $400,000.00 Initial Rate: 8.750% Date of Note: August 31, 2007 PROMISE TO PAY. Progress Avenue Limited Partnership ("Borrower") promises to pay to COMMERCE BANK/HARRISBURG N.A. ("Lender"), or order, in lawful money of the United States of America, the principal amount of Four Hundred Thousand & 00/100 Dollars ($400,000.00), together with interest on the unpaid principal balance from August 31, 2007, until paid in full. PAYMENT. Borrower will pay this loan in one principal payment of $400,000.00 plus interest on August 31, 2008. This payment due on August 31, 2008, will be for all principal and all accrued interest not yet paid. In addition, Borrower will pay regular monthly payments of all accrued unpaid interest due as of each payment date, beginning September 30, 2007, with all subsequent interest payments to be due on the same day of each month after that. Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid interest; then to principal; then to any unpaid collection costs; and then to any late charges. The annual interest rate for this Note is computed on a 365/360 basis; that is, by applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstanding. Borrower will pay Lender at Lender's address shown above or at such other place as Lender may designate in writing. VARIABLE INTEREST RATE. The interest rate on this Note is subject to change from time to time based on changes in an independent index which is the Prime Rate as published in the Money Rate Section of the Wall Street Journal (the "Jndex"). The Index is not necessarily the lowest rate charged by Lender on its loans. If the Index becomes unavailable during the term of this Igsn, Lender may designate a substitute index after notifying Borrower. Lender will tell Borrower the current Index rate upon Borrower's reque4t. The interest rate change will not occur more often than each daily. Borrower understands that Lender may make loans based on othe?rates as well. The Index currently is 8.250% per annum. The interest rate to be applied to the unpaid principal balance during this Note ill be at a rate of 0.500 percentage points over the Index, resulting in an initial rate of 8.750°x6 per annum. NOTICE: Under no circumstances will the interest rate on this Note be more than the maximum rate allowed by applicable law. PREPAYMENT. Borrower agrees that all loan fees and other prepaid finance charges re earned fully as of the date of the loan and will not be subject to refund upon early payment (whether voluntary or as a result of defaul except as otherwise required by law. Except for the foregoing, Borrower may pay without penalty all or a portion of the amount owed 9farlier than it is due. Early payments will not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to /make payments under the payment schedule. Rather, early payments will reduce the principal balance due. Borrower agrees not to send nder payments marked "paid in full", "without recourse", or similar language. If Borrower sends such a payment, Lender may accept it with ut losing any of Lender's rights under this Note, and Borrower or n co munications concerning disputed amounts, including any check will remain obligated to pay any further amount owed to Lender. All tte other payment instrument that indicates that the payment constitu es "pay ent in full" of the amount owed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount ust b mailed or delivered to: COMMERCE BANK/HARRISBURG N.A., LOAN SERVICING, PO BOX 4999 HARRISBURG, PA 17111-0999. LATE CHARGE. If a payment is 10 days or more late, Borrower will be bharVecl- 5.000% of the regularly scheduled payment. INTEREST AFTER DEFAULT. Upon default, including failure to pay u on final maturity, the interest rate on this Note shall be increased by adding a 4.000 percentage point margin ("Default Rate Margin"). The efault Rate Margin shall also apply to each succeeding interest rate change that would have applied had there been no default. If judgment is entered in connection with this Note, interest will continue to accrue after the date of judgment at the rate in effect at the time judgment is entered. However, in no event will the interest rate exceed the maximum interest rate limitations under applicable law. DEFAULT. Each of the following shall constitute an event of default ("Event of Default") under this Note: Payment Default. Borrower fails to make any payment when due under this Note. Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Note or in any of the related documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement between Lender and Borrower. Default in Favor of Third Parties. Borrower or any Grantor defaults under any loan, extension of credit, security agreement, purchase or sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Borrower's property or Borrower's ability to repay this Note or perform Borrower's obligations under this Note or any of the related documents. Environmental Default. Failure of any party to comply with or perform when due any term, obligation, covenant or condition contained in any environmental agreement executed in connection with any loan. False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this Note or the related documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false or misleading at any time thereafter. Death or Insolvency. The dissolution or termination of Borrower's existence as a going business or the death of any partner, the insolvency . of Borrower, the appointment of a receiver for any part of Borrower's property; any assignment for the-benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws, by or, against Borrower. Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding,.-self-help, repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the loan. This includes a garnishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default shall not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis.of the creditor or forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute. PROMISSORY NOTE -Loan No:. 3540388 (Continued) Page 2 Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the indebtedness or any Guarantor dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any guaranty of the indebtedness evidenced: by this Note.. In the event of a death, Lender, at its option, may, but shall not be required to, permit the Guarantor's estate. to assume unconditionally the obligations arising under the guaranty in a manner satisfactory to Lender, and, in doing so, cure any Event of Default. Events Affecting General Partner of Borrower. Any of the preceding events occurs with respect to any general partner of Borrower or any general partner dies or becomes incompetent. Change In Ownership. The resignation or expulsion of any general partner with an ownership interest of twenty-five percent (25%) or more in Borrower. Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or performance of this Note is impaired. Insecurity. Lender in good faith believes itself insecure. Cure Provisions. If any default, other than a default in payment is curable and if Borrower has not been given a notice of a breach of the same provision of this Note within the preceding twelve (12) months, it may be cured if Borrower, after receiving written notice from Lender demanding cure of such default: (1) cures the default within fifteen (15) days; or (2) if the cure requires more than fifteen (15) days, immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical. LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicable law, declare the entire unpaid principal balance under this Note and all accrued unpaid interest immediately due, and then Borrower will pay that amount. ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower will pay Lender that amount. This includes, subject to any limits under applicable law, Lender's reasonable attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including reasonable attorneys' fees, expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by law. GOVERNING LAW. This Note will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. This Note has been accepted by Lender in the Commonwealth of Pennsylvania. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any and all such accounts. COLLATERAL. Borrower acknowledges this Note is secured by the following collateral described in the security instrument listed herein: a Mortgage dated August 31, 2007, to Lender on real property located in Dauphin County, Commonwealth of Pennsylvania. POST CLOSING COMPLIANCE. Borrower agrees to execute, re-execute, cause a Guarantor(s) or other third party(ies) involved in the loan transaction to execute and/or re-execute and to deliver to Lender or its legal counsel, as may be deemed appropriate, any document or instrument signed in connection with the Loan which was incorrectly drafted and/or signed, as well as any document or instrument which should have been signed at or prior to the closing of the Loan, but which was not so signed and delivered. Borrower agrees to comply with any written request by Lender within ten (10) days after receipt by Borrower of such request. Failure to Borrower to so comply shall, at the option of Lender, upon notice to Borrower, constitute an event of default under the Loan. COMMITMENT LETTER COMPLIANCE.. This loan is contingent upon Borrower's compliance with all of the terms and conditions in the commitment letter issued by Lender to Borrower on or about August 23, 2007. Upon breach of any term of condition therein Lender shall have the right to declare this loan in default and demand payment in full of the principal balance remaining unpaid, together with all interest, which shall have accrued thereon. . INTEREST RESERVE. Borrower authorizes Lender to place $67,063.00 of the Principal Amount as an interest reserve, which is an estimate of the interest due on the Note (Blnterest Reserve6). All interest payments shall be paid from the Interest Reserve. Lender may automatically deduct accrued unpaid interest from the Interest Reserve. In the event the interest due under this Note exceeds the Interest Reserve, Borrower will pay accrued interest when due according to the terms of this Note. Upon maturity, Lender will not advance or disburse the remaining Interest Reserve, if any, to Borrower. The principal due upon maturity will not include any remaining Interest Reserve. 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. NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. Please notify us if we report any inaccurate information about your account(s) to a consumer reporting agency. Your written notice describing the specific inaccuracy(ies) should be sent to us at the following address: COMMERCE BANK/HARRISBURG N.A. LOAN SERVICING 3801 PAXTON STREET HARRISBURG, PA 17111. GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the 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, accommodation 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, partner, 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. All such parties also agree that Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. If any portion of this Note is for any reason determined to be unenforceable, it will not affect the enforceability of any other provisions of this Note. CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR.BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE P'' 71PAL BALANCE OF THIS NOTE AND ALL ACCRI--. ' INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANC Y LENDER RELATING TO ANY COLLATERAL S :ING THIS NOTE, TOGETHER WITH COSTS OF-SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINGirAL BALANCE AND ACCRUED INTEREST FOR PROMISSORY NOTE Loan No: 3540388 (Continued) Page 3 COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS 0500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE. THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMEN;(ACCORDING TO LAW. BORROWER: PROGRESS AVENUE LIMITED PARTNERSHIP By:. Dusan ratic, General Partner of Progress Avenue Limited Partnership LASER PRO L-ding. Va. 5.38.00.004 Cop,. Hul,nd F-W 5d,fl ,. 1- 1997. 2007. AB RI9hl, R.-". - PA HAWINAPPMPWIMCHUFLLO20.PC TR-24419 PR-19 SU ' d ?1?101 .- • x PROMISSORY NOTE MODIFICATION AGREEMENT THIS PROMISSORY NOTE MODIFICATION AGREEMENT, made and entered into as of this 13a' day of April, 2011, by and between Metro Bank (hereinafter called "Lender"), having its principal place of business at 3801 Paxton street, Harrisburg Pennsylvania 17111, and Progress Avenue Limited Partnership (hereinafter called "Borrower"). WITNESSETH:: WHEREAS, Borrower executed and delivered to lender a Promissory Note dated August 31, 2007, as amended (the "Note"), in the original amount of $400,000.00, which evidences a loan (43540388) as amended, by the Lender to the Borrower; and WHEREAS, the Lender and Borrower mutually agree to modify the terms of the Note to extend the maturity date, as hereinafter provided. NOW THEREFORE, for value received and in consideration of the mutual covenants and agreements hereinafter contained and intending to be legally bound hereby, lender and Borrower covenant and agree to amend and modify the Note heretofore described as follows: 1. The maturity date for the above-referenced loan. is hereby extended from April 2, 2011 to May 2, 2011. This Promissory Note Modification Agreement is deemed to have been effective as of April 2, 2011. Reference to Lender: This Promissory Note Modification Agreement is being made by Metro Bank formerly known as Commerce Bank/Harrisburg, N.A. Confession of JudRment: BORROWER AGREES THAT THE CONFESSION OF JUDGMENT CLAUSE CONTAINED IN THE NOTE DATED AUGUST 31, 2007, REMAINS IN FULL FORCE AND EFFECT AND LENDER'S RIGHTS THEREUNDER CONTINUE WITH THE SIGNING OF THIS PROMISSORY NOTE MODIFICATION AGREEMENT. THE DISCLOSURE FOR CONFESSION OF JUDGMENT DATED AUGUST 31, 2007 REMAINS IN FULL FORCE AND EFFECT AND LS DEEMED TO BE REAFFIRMED WITH THE SIGNING OF THIS PROMISSORY NOTE MODIFICATION AGREEMENT. BOTH THE NOTE AND THE DISCLOSURE FOR CONFESSION OF JUDGMENT ARE ATTACHED HERETO AS EXHIBIT A. Except to the extent specifically set forth herein, all of the terms, ,conditions, covenants and agreements contained in the Note shall remain in full force and effect, Borrower hereby ratifies and affirms each and every term and condition. obligation, and covenant of Borrower under the Note in every respect and shall pay and discharge the indebtedness evidenced by the Note in accordance with its terms as modified herein. This Modification shall not altar, diminish, or otherwise affect the lien of the Promissory or the collateral therein described. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and yearfirst abovewritten. Witness Metro Bank 4,4nrew Senior Vice P Borrower: Pri BY: L Dusan B alit, Avenue Limited General Partner of Progress Avenue Limited Partnership MAR-21-2011 0y: 44 l l11'll'ICrCt-C Uut-uriciYtni ,v, CHANGE IN TERMS AGREEMENT Principal Loan Date Maturity Loan No F Call !Con Account Officer Initials $400,000.00 08-31-2007 04.02-2011 3540388 2112 References In the boxes above are for Lendefs use only and do not limit the applicability of this document to any oanicular loan or item Any item above containing ' has been omitted due to text length. Ilmltadons. Borrower: Progress Avenue Limited Partnership 101 U. S. Route 16 South Dillsburg, PA 17019 Lender: METRO BANK COMMERCIAL MORTGAGE DEPARTMENT 3801 PAXTON STREET HARRISBURG. PA 17111 (888) 937.0004 Principal Amount: &400,000.00 Date of Agreement: March 15, 2011 DESCRip,noN OF CHANGE IN TERMS. The maturity date for trio above-referencod loan is hereby extended from match 2, 2011 to April 2, 2011. This Change in Terms Agreement is deemed to bo effective as of March 2, 2011. Effective with Me signing of this Agreement, an interest rate floor In the amount of 5.00% will be added, as detailed in the Variable Interest Rate paragraph below. PAYMENT. Borrower will pay this loan In one principal payment of $400,009.00 plug Interest on April 2, 2011. This payment due on April 2, 2011, will be for all principal and all accrued intarext not yet paid, VARIABLE INTEREST RATE. The intorest rote on this loans suDject to change from time to time based on changes in an independent Index which is the Prime Rata as published in the Money Rate Section of the Wall Street Journal (the 'Index"). The Index is not necessarily the lowest rate charged by Lender on its ioans. If the Index becomes unavailable during the term of this loan. Lender may designate a substitute index after notifying Borrower. Lander will tell Borrower the currant index rate upon Borrower's request. The interest rate change will not occur Moro often than each daily. Borrower unden:tands that Lender may make loans based on other mites as well. The Index currontly is 3.2501A per annum. Interest on the unpaid principal balance of this loan will be calculated as described in fie `INTEREST CALCULATION METHOD' paragraph using a rate of 0.500 percentage points over trio Index, adjusted if necessary for any minimurn and maximum rate limitotioru described bolow, resulting in an initial rata of 5,000'x6 per annum based on a your of 360 days. NOTICE: Under no circurrnstances will the interest rate on this loan be less than 5.000% per annum or more than the maximum rate alloyed by applicable iaw. INTEREST CALCULATION METHOD. Inturect an this loan Ic oomputad on a 3651360 baals: that Ix, by applying the ratio of the interest rate over a year of 360 days, multiplied by the outstanding principal balonou, multiplied by the actual number of days the principal balance is outstanding. All Interest payable under this loan is computed using this method. This calculation method results In a higher effective interest rate than the numeric interest rate stated in the lawn documents. CONTINUING VALIDITY. Except as expreasly changed by this Agreement, the terms of the ollginal obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by Lender to this Agreement does not wai-e Lender's right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future chsnge in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the intention of Lender to retain as liable parties all maker= and endorsers of the original obllgetion(s), including acoommodation parties, unloss a party is expressly released by Lender in writing, Any maker or endorser, including accommodation makers. will not be released by virtue of this Agreement. If any person who signed tho original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lander that the non-signing party consents to the changes and provisions of this Agreement ar otherwise will not be released by It. Th.'s waiver applies not only to any initial extension, modification or release, but also to all such subsequent actions. REFERENCE TO LENDER This Change in Terms Agreement is being made by Metro Bank formerly known as Commerce Bank / Harrisburg, N.A. CONFESSION OF JUDGMENT. BORROWER AGREES THAT THE CONFESSION OF JUDGMENT CLAUSE CONTAINED IN THE NOTE DATED AUGUST 31, 2007, REMAINS IN FULL FORCE AND EFFECT AND LENDER'S RIGHTS THEREUNDER CONTINUE WITH THE SIGNING OF THIS CHANGE IN TERMS AGREEMENT. THE DISCLOSURE FOR CONFESSION OF JUDGMENT DATED AUGUST 31. 2007 REMAINS IN FULL FORCE AND EFFECT AND IS DEEMED TO BE REAFFIRMED WITH THE SIGNING OF THIS CHANGE IN TERMS AGREEmENT, BOTH THE NOTE AND THE DISCLOSURE FOR CONFESSION OF JUDGMENT ARE ATTACHED HERETO AS EXHIBIT A. 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. PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE AGREEMENT. BORROWER: PROGRESS Dusan eirmie, Gencrat. Partner of Progress Ave Limited Partnorsnip ..m..,o o.? -- liYpl ?+o l.oaV.,.6•AW Om rAr ,,.cant r.-..., r....... i,.. wry t,,•. .. Ms. •??. ...::rrnnucx1c .na-,r gyn... FEB-28-2011 15:48 P.02/02 l?"" JCI L LUl-W'IGV 1 M 1lJIV ,u? u.J +J } t l- ?d^Gldll 06'-4=1 o.DD 106-31-2007 References in tho boxes above CHANGE IN TERMS AGREEMENT Loan No 0911 /toll Account OffI12r Initials Maturity 8 LVO.02-2011 35403fl8 for Lenders use only and do not lirtmit the applicability of this document to any particular loan or item, mm%ja nontainlra ""r"' has been omitted due to text length lirnite0ons. Borrower: Progress Avenue Uatlfed Partnership Lender, METRO BANK COMMERCIAL MORTGAGE DEPARTMENT 1 01 U.S. Route 1 5 South 3801 PAXTON STREET DOlsDUrg, PA 17019 HARRISBURG, PA 17111 (title) 937-0004 Principal Amount- $400,000.00 Date of Agreement: February 8, 2011 DESCRIPnON OF CHANGE IN TERMS. The maturity date for the above-referericad loan is hereby extended from February 2, 2011 to March 2. 2011. This Change in Terms Agreement Is deemed to be effective as of February 2, 2011, CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evhdenoed or securing the obligation(s), remain unchanged and in full force and effect. Consent by Lender to this Agreement does not walvo Lender's right To strict Derformanoe of the obligation(s) as changed, not obligate Lender to make any future change in tormr. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is Ina intention der retain Lender a wartiny all makers maker and endorsers of the ohginal ebl;gstlon(s). including aecommodadon Parties, unless a aertY s expressly released me original obakero or endorser, including accommodation, makers, will not be released by virtue of this Agreement. N any pertan who signed does not sign ttlis Agreement below, Inert all persons signing below acknowlodga that this Agreement is given conditionally, b3cad on the representalion to Lander that tha nonsigning party consents to the changes and provisions of thus Agreement or otherwise will not be released by it. ThiS waiver applle. not only to any initial oYtension. modification or release, but also to all suds subsequent actions. REFERENCE TO LENDER This Change in Terms Agreement is being made by Matra Bank formerly known as Commerce Bank I Harrisburg, N.A. CONFESSION OF JUDGMENT, BORROWER AGREES THAT THE CONFESSION OF JUDGMENT CLAUSE CONTAINED IN THE NOTE DATED AUGUST 31, 2007, REMPJNS IN FULL FORCE AND EFFECT AND LENDER'S RIGHTS THEREUNDER CONTINUE WITH THE SIGNING OF THIS CHANGE IN TERMS AGREEMENT. THE OISCLOSURE FOR CONFESSION OF JUDGMENT DATED AUGUST 31, 2007 REMAINS IN FULL FORCE TERMS AGREEMENT. BOTH THE NOTE AND AND EFFECT AND 13 DEEMED TO Be REAFFIRMED CONFESSION OF JUDGMENT ARE ATTACHED ERLrrO AS EXHBIT A. THE DISCLOSURE FOR CON THIS AGREEMENT IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS AGREEMENT IS AND SHALL CONSTITUTE AND HAVE TN@ EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TERMS OF THE AGREEMENT. BORROWER: PROGRESS AV N E LIMITED ey: Dasailif B iio, oral P1 Llrnlted Partnership ?. ? u.r•K •ho..w?rr.fsuao.2 ^wr,...r"-f.+'•?'^-,?100?. ?°n. whw ?....-, '. t'erwnum[f: N.YIr Ufa TOTAL P.02 TnTOl P _ S? CHANGE IN TERMS AGREEMENT Officer Initials Principal Losn Date Maturity Loan Na call ! toll Account 2112 00,000.00 08-31-2007 02-02-2011 3540388 Aso any particular loan or Item. References in the boxes awve are for Lender' s use a sinmy and dos limit the om Red due to text ten;sth li document AAV e cost Borrower; Progress Avenue Limited Partnership 101 U. S. Route 15 South Dillshurg, PA 17019 Lender: METRO BANK COMMERCIAL MORTGAGE DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 (888) 937.0004 Principal Amount: $400,000.00 Date of Agreement: January 24, 2011 DESCRIPTION OF CHANGE IN TERMS. The m9turlry date for the above-referenced loan Is hereby extended from JanUary 2, 2011 to February 2. 2011. Thic Change in Terms Agreement is deemed to be effective as of January 2. 2011. CONTINUING VALIDITY. Except as expressly changed by tnls Agreement, the terms of the original obligation or obligations. including all agreements evidenced or securing the obligation(s), remain unchanged and in full farce and afrect Cons¢nt by Lender to this Agreement does not waive lender's right to strict performance of the obligation(s) as changed. not obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the intention of Lender to retain as liable parties all makers and endorsers of the ofglnal obligation(s), including accommodation parties, unless a parry is expressly released by Lender In writing. Any maker or endorser, including accommodation makers, will not oa released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agrearnont below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lander that inc non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by It. Tnis waiver applies not only to any initial extension, modification or release, but also to 911 such subsequent actions, REFERENCE TO LENDER. This Change in Terms Agreement is being made by Metro Bank formerly known as Commerce Bank ! Harrisburg, N,A. CONFESSION OF JUDGMENT, BORROWER AGREES THAT THE CONFESSION OF JUDGMENT CLAUSE CONTAINED IN THE NOTE DATED AUGUST 31, 2007, REMAINS IN FULL FORCE AND EFFECT AND LENDER'S RIGHTS THEREUNDER CONTINUE WITH THE SIGNING OF THIS CHANGE IN TERMS AGREEMENT. THE DISCLOSURE FOR CONFESSION OF JUDGMENT DATED AUGUST 31, 2007 REMAINS IN FULL FORCE TERMS AGREEMENT. BOTH THE NOTE AND AND EFFECT FOR CONFESSION OF JUDGMENT ARE ATTACHED HERETO S EXHfBT A. THE DISC THIS AGREEMENT 1S GIVEN UNDER SEAL AND IT IS It1TENDEiD THAT THIS AGREEMENT IS AND SMALL COWSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THk TERMS OF THE AGREEMENT. BORROWER: P PROGRESS ENUE LI J I LlmW Parmershlp ?,.?n no ,..+r •w. , M M W CW .n_ -- 2- Li Kn. b,- Y iWo N...n?1 . ?? t NfNOM24C..C M4"4 Dq.^) s© ' d -ld10J. CHANGE IN TERMS AGREEMENT Principal Loan Dafe Maturity Loan No Call / Coll Account Officer Initials $400,000.00 08-31-2007 01-02-2011 3540388 1 _L 1-2112 ReferenC83 in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing " has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership Lender: METRO BANK 101 U.'S. Route 15 South COMMERCIAL MORTGAGE DEPARTMENT Dlllsburg, PA 17019 3801 PAXTON STREET HARRISBURG, PA 17111 (688) 937-0004 Principal Amount: $400,000.00 Date of Agreement: November 22, 2010 DESCRIPTION OF CHANGE IN TERMS. The maturity date for the above-referenced loan is hereby extended from December 2. 2010 to January 2. 2011. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the orlglnal obligation or obligations, Including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by Lender to this Agreement does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change In terms. Nothing in tnis Agreement will constitute a satisfaction of the obllgatlon(s). It is the intendon of Lender to retain as Itable parties all makers and endorsers of the original obllgation(s), including accommodation parties, unless a party is expressly released by Lender in writing. Any maker or endorser, Including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given condltlonally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by it. This waiver applies not only to any initial extension, modification or release, but also to all such subsequent actions. ! REFERENCE TO LENDER. This Change In Terms Agreement is being made by Metro Bank formerly known as Commerce Bank / Harrisburg. N,A. CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE. TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWERS ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. 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. PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO 7110_ TERMS OF THE AGREEMENT. Limited Partnership -- A -- ' ,...a rw a••o. V_ em.,. M4 ems., u... rNn,ed ;olelkn, ?... io?t. n?io. nn a,?n. µ..n..e . oA :urr+xmzoex rmlwr- on••? DIS-C..OSIIRE FOR CONFESSION OF JUDGMENT THE UNDERSIGNED IS EXECUTING ON BEHALF OF DECLARANT, THIS 22' DAY OF NOVEMBER, 2010, A CHANGE W TERMS AGREEMENT TO THE PROMISSORY NOTE FOR $400,000.00 (LOAN NUMBER 3540388) OBLIGATING DECLARANT TO REPAY THAT AMOUNT. A. THE UNDERSIGNED UNDERSTANDS THAT THE NOTE AND THE CHANGE IN TERMS AGREEMENT CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST DECLARANT IN COURT, AFTER A DEFAULT ON THE NOTE AS AMENDED. WITHOUT ADVANCE NOTICE TO DECLARANT AND WITHOUT OFFERING DECLARANT AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGRHEMENT, BEING FULLY AWARE OF DECL.ARANT'S RIGHTS TO ADVANCE NOTICE AND TO A HEARING 'CO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST DECLARANT UNDER THE NOTE AS AMENDED, THE UNDERSIGNED, ON BEHALF Of THE DECLARANT, IS KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WADING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND THE UNDERSIGNED EXPRESSLY AGREES AND -CONSENTS TO LMER'S ENTERING JUDGMENT AGAINST DECLARANT BY CONFESSION AS PROVIDED FOR IN THE C,?jIjESS10N OF JUDGMENT PROVISION. INITIALS: 1'1Q?? B. THE UN'DERSTGNED FURTHER UNDERSTANDS THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST DECLARANT WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE AND THIS CHANGE W TERMS AGREEMENT ALSO CONTAIN 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 DECLARANT'S PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE CHANGE W TERMS AGREEMENT, BEING FULLY AWARE OF DECLARANT'S RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT JS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, THE UNDERSIGNED, ON BEHALF OF TIM DECLARANT. IS KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS, AND THE UNDERSIGNED EXPRESSLY AGREES AND CONSENTS TO LENDER'S LMMMEDIATELY EXECUTING ON THE JUD ME4TIN ANY MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING D AVT ANY ADVANCE NOTICE. INITIALS: C. . AFTER HAVING READ AND DETERMINED WHICH OF T11E FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, THE UNDERSIGNED REPRESENTS THAT: INITIALS: 1. DECLARANT WAS REPRESENTED BY DL'•C.LARANT'S OWN INDEPENDENT LEGAL. COUNSEL IN CONNECTION WITH THE NOTE AND THIS CHANGE IN TERMS AGREEMENT. 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE AND THIS CHANGE IN TERMS AGREEMENT TO DECLARANT'S ATTENTION. THIS DISCL URE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITU AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. DECLA OGRESS AVENUE LIMITED PARTNERSHIP oll 000, K/ BY: (SEAL) DUSAN BRATIC, GENERAL PARTNER OF PROGRESS AVENUE LIMITED PARTNERSHIP G ? CHANGE IN TERMS AGREEMENT Principal Loan Date Maturity Loan No Cali / Coll Account Officer Initials $400,000.00 108-31-2007 12-02-2010 3540388 _21.12 References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing --' has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership Lender: METRO BANK 101 U. S. Route 15 South COMMERCIAL MORTGAGE DEPARTMENT Dillsburg, PA 17019 3801 PAXTON STREET HARRISBURG, PA 17111 (888) 937-0004 Principal Amount: $400,000.00 Date of Agreement: September 23, 2010 DESCRIPTION OF CHANGE IN TERMS. The maturity date for the above-referenced loan is hereby extended from October 2, 2010 to December 2, 2010. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by Lender to this Agreement does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s), including accommodation parties, unless a party is expressly released by Lender in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by it. This waiver applies not only to any initial extension, modification or release, but also to all such subsequent actions. REFERENCE TO LENDER. This Change in Terms Agreement is being made by Metro Bank formerly known as Commerce Bank / Harrisburg, N.A. CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. 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. PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TERMS OF THE AGREEMENT. BORROWER: PROGRESS AV UE LIMITED PARTNERSHIP ;a_ ;:. Limited Partnership I 131 PRO Lollop, Va. 9.5110.001 Cop. HW, W FW-W S.W.- Ina My. MID. Al F001. R-" - PA SiUMPI.W20CIC TR-74419 PR-19 DISCLOSURE FOR CONFESSION OF JUDGMENT THE UNDERSIGNED IS EXECUTING ON BEHALF OF DECLARANT, THIS 23`d DAY OF SEPTEMBER, 2010, A CHANGE IN TERMS AGREEMENT TO THE PROMISSORY NOTE FOR $400,000.00 (LOAN NUMBER 3540388) OBLIGATING DECLARANT TO REPAY THAT AMOUNT. A. THE UNDERSIGNED UNDERSTANDS THAT THE NOTE AND THE CHANGE IN TERMS AGREEMENT CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST DECLARANT IN COURT, AFTER A DEFAULT ON THE NOTE AS AMENDED, WITHOUT ADVANCE NOTICE TO DECLARANT AND WITHOUT OFFERING DECLARANT AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT, BEING FULLY AWARE OF DECLARANT'S RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST DECLARANT UNDER THE NOTE AS AMENDED, THE UNDERSIGNED, ON BEHALF OF THE DECLARANT, IS KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND THE UNDERSIGNED EXPRESSLY AGREES AND CONSENTS TO LENDER'S ENTERING JUDGMENT AGAINST DECLARANT BY CONFESSION AS PROVIDED FOR IN THE WSSION OF JUDGMENT PROVISION. INITIALS: B. THE UNDERSIGNED FURTHER UNDERSTANDS THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST DECLARANT WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE AND THIS CHANGE IN TERMS AGREEMENT ALSO CONTAIN 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 DECLARANT' S PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT, BEING FULLY AWARE OF DECLARANT'S RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, THE UNDERSIGNED, ON BEHALF OF THE DECLARANT, IS KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS, AND THE UNDERSIGNED EXPRESSLY AGREES AND CONSENTS TO LENDER'S IMMEDIATELY EXECUTING ON THE JUDGMENT IN ANY MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING DECLARANT ANY ADVANCE NOTICE. INITIALS: C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, THE UNDERSIGNED REPRESENTS THAT: INITIALS: 1. DECLARANT WAS REPRESENTED BY DECLARANT'S OWN INDEPENDENT LEGAL C N CONNECTION WITH THE NOTE AND THIS CHANGE IN TERMS AGREEMENT. 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE AND THIS CHANGE IN TERMS AGREEMENT TO DECLARANT'S ATTENTION. THIS DISCLOSU IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE A HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. DECLARANT: PRROGRESS AVENUE LIMITED PARTNERSHIP BY: %-- (SEAL) DUSAN BRATIC, GENERAL PARTNER OF PROGRESS AVENUE LIMITED PARTNERSHIP J UL-ZG-e01W 1b; W1 LUI'II'ICKLt_ LULL-111tH I H 1 I UN r'1'f 7b7 FJJz>J Y CHANGE IN TERMS AGREEMENT Principal Loan Date Maturity Loan N$o$ Call i Coll Account -MA Zr initials . $400,000 .00 08-31-2007 10-02-2010 354particular loan or item. References in the boxes above are for Lender's use only and do not limit the applicability of this document to any pa Any item above containing has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership Lender: METRO BANK 101 U. S. Route 15 South COMMERCIAL MORTGAGE DEPARTMENT Dillsburg, PA 17019 3801 PAXTON STREET HARRISBURG, PA 17111 (888) 937-0004 Principal Amount: $400,000.00 Date of Agreement: July 22, 2010 DESCRIPTION OF CHANGE IN TERMS. The maturity date for the above-referenced loan is hereby extended from August 2, 2010 to OcMbar 2. 2010. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full. force and effect. Consent by Lender to this Agreement does not waive Lenders right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the Intention of Lender to retain as Ilable parties all makers and endorsers of the original obligation(s), Including accommodation parnes, unless a party is expressly released by Lander in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by It. This waiver applies not only to any initial extension, modification or release, but also to all such subsequent actions. REFERENCE TO LENDER. This Change in Terms Agreement is being made by Metro Bank formerly known as Commence Bank / Harrisburg, N.A. CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEATR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED. CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR JUDGMENT AGAINSTVERIFIED BORROWER SHALL NOT BE MORE BE SUFFICIENT EXECUTIONS WARRANT, ISSUE THE AUTHORITY IMMEDIATELY; GRAND FOR ANTEDSIN THIS NDOING, O ETSTO NOTE OR A CONFESS COPY EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY. BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE, BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. 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. PRIOR TO SIGNG THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO TH TERMS OF THE AGREEMENT. BORROWER: PROGRESS Llntlted Partnership r?su r,w t.br..0, Wr.. a.:1.1oA0r Gw w.n.a rr,wr, wawa w. ?oot.Ia0. .r W+r a-..u... . FA 64GFfiLPL 9XC tw7an Pitts JUL-22-2010 16:01 COMMERCE DOCUMENTATION 717 909 0355 P.08 DIS?,+.OSURE FOR CONFESSION OF JUDGME_:... THE UNDERSIGNED NOTE FOR S400,000.00 (LOAN NUMBER 3540 88) OBLIGATING DECLARANT TO REPAY THAT AMOUNT.EEMENT TO THE PROMISSORY A. THE UNDERSIGNED UNDERSTANDS THAT THE NOTE AND THE CHANGE IN TERMS AGREEMENT CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST DECLARANT IN COURT, AFTER A DEFAULT ON THE NOTE AS AMENDED, WITHOUT ADVANCE NOTICE TO DECLARANT AND WITHOUT OFFERING DECLARANT AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT, BEING FULLY AWARE OF DECLARANT'S RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST DECLARANT UNDER THE NOTE AS AMENDED, THE UNDERSIGNED, ON BEHALF OF THE DECLARANT, IS KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND THE UNDERSIGNED EXPRESSLY AGREES AND CONSENTS TO LENDER'S ENTERING JUDGMENT AGAINST DECLARANT BY CONFESSION IDED FOR IN THE CONFESSION OF JUDGMENT PROVISION. A INITIALS: Ww S. THE UNDERSIGNED FURTHER UNDERSTANDS THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST DECLARANT WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE AND THIS CHANGE IN TERMS AGREEMENT ALSO CONTAIN 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 DECLARANT'S PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT, BEING FULLY AWARE OF DECLARANT'S RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, THE UNDERSIGNED, ON BEHALF OF THE DECLARANT, IS KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS, AND THE UNDERSIGNED EXPRESSLY AGREES AND CONSENTS TO LENDER'S IMMEDIATE Y EXECUTING ON THE JUDGMENT IN ANY MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT I G DECLARANT ANY ADVANCE NOTICE. INITIALS: C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, THE UNDERSIGNED REPRESENTS THAT: INITIALS: 1. DECLARANT WAS REPRESENTED BY DECLARANTS OWN INDEPENDENT LEGAL COUNSEL IN CONN N THE NOTE AND THIS CHANGE IN TERMS AGREEMENT. j( _ 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE AND THIS CHANGE IN TERMS AGREEMENT TO DECLARANT'S ATTENTION. THIS DISCLOSURE GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEA D INSTRUMENT ACCORDING TO LAW. DECLARANT: PROOESS AVENUE LIMITED PARTNERSHIP BY: DUSAN J-RATIC, GENERAL PARTNER OF PROGRESS AVENUE LIMITED PARTNERSHIP (SEAL) CHANGE IN TERMS AGREEMENT Principal Loert DetC Maturity Loan No Call / Coil Account ®Tticer ini!= $400 000.00 08.31-2007 108-02-2010 3540388 2112 References in the boxes above are for Lender-S us0 only and do not limit (n applicability of this document to any particular loan or item. Any item above eontainin has been onnhiled due to text length Ilmitations. Borrower Progrega Avenue Limited Partnership Lender: METRO BANK 101 U. S. Route 15 Seulh COMMERCIAL MORTGAGE DEPARTMENT DIllrburg, PA 17019 31101 PAXTON STREET HARRISBURG, PA 17111 (04) 437-0004 Principal Amount; $400,000.00 Date of Agreement: May 26, 2010 DESCRIPTION OF CHANGE IN TERMS. The maturity data for the above-referenced ban is hereby extended from June 2, 2010 to August 2, 2010. CONTINUING VALID". Except as expressly changed by this Agreement, the terns of the original obligation or obligations. Including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by Lender to this Agreement does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s), It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s), including accommodation parties. unless a p3rly is expressly released by Lender in writing. Any maker or endorser, including accommodation makers. will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then an persons signing below Acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-aigning party consents to the charges and provisions of this Agreement or otherwise will not be released by it. This waiver applles not only to any initial extension. modification or re(eaae, but 9190 to all such Subsequent actions. REFERENCETO LENDER This Change in Terms Agreement is being made by Metro flank formerly known as Commerce Bank I Harrisburg. N.A. CONFESSION OF JUDGMENI. BORROWER HEREBY IRREVOCABLY ALITHORrZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAIN' FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST. LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE. TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE ANO ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE FULL OF TALL AMOUNTS DUE SUNDER THIS NOTE AUTHORITY. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE HATIMES VE TO NOTICE OR TO IN HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. 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. PRIOR TO 31 NING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO E TERMS OF THE AGREEMENT. BORROWER PROGRESS ENUE UMRE RTNERGHIP By, A-1 Seat) D n Br9fic, en 1 Penner of Progress Avenue iled Partnership uefR ?A l..d.?s w, ?,peaomc car. r,n,M r?ri? Real,o-. its, rA, aMa w W w...+a • M Ofq+nnaJOC.IC Tpraro awr DISCLOSURE FOR CONFESSION OF JM,.,.Lyg-NT THE UNDERSIGNED 19 EXECUTING ON BEHALF OF DECLARANT, THIS 17TH DAY OF MAY, 2010, A CHANGE IN TERMS AGREEMENT TO THE PROMISSORY NOTE FOR 5400,000.00 (LOAN NUMBER 3540388) OBLIGATING DECLARANT TO REPAY THAT AMOUNT. A. THE UNDERSIGNED UNDERSTANDS THAT THE NO'T'E AND THE CHANGE IN TERMS AGREEMENT CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST DECLARANT IN COURT, AFTER A DEFAULT ON THE NOTE AS AMENDED, WITHOUT ADVANCE NOTICE TO DECLARANT AND WITHOUT OFFERING DECLARANT AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT, BEING FULLY AWARE OF DECLARANT'S RIGHTS TO ADVANCE NOTICE AND TO A HEARING T0: CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST DECLARANT UNDER THE NOTE AS AMENDED, THE UNDERSIGNED, ON BEHALF OF THE DECLARANT, IS KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND THE UNDERSIGNED EXPRESSLY AGREES AND CONSENTS TO LENDER'S ENTERING JUDGMENT AGAINST DECLARANT BY CONFESSION AS PROVIDED FOR IN THE CgNFESSION OF JUDGMENT PROVISION. INITIALS: A)" B. THE UNDERSIGNED FURTHER UNDERSTANDS THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST DECLARANT WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE AND THIS CHANGE M TERMS AGREEMENT ALSO CONTAIN 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, ATTACHTNG, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING DECLARANT'S PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT, BITING FULLY AWARE OF DECLARANT'S RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, THE UNDERSIGNED, ON BEHALF OF THE DECLARANT, IS KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS, AND THE UNDERSIGNED EXPRESSLY AGREES AND CONSENTS TO LENDER'S IMMEDIATELY EXECUTING ON THE JUDGMENT IN ANY MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING DECLARANT ANY ADVANCE NOTICE. INITIALS: C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, THE UNDERSIGNED REPRESENTS THAT. INITIAL ONE BELOW: I. DECLARANT WAS REPRESENTED BY DECLARANT'S OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE NOTE AND THIS CHANGE IN TERMS AGREEMENT. 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE AND THIS CHANGE IN TERMS AGREEMENT TO DECLARANT'S ATTENTION. THIS DISCL( CONSTITUTE DECLARANT: BY: '. IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL HAVE THE EFFECT OF A SEALED INSTRUMENTACCORDING TO LAW. AVENUE LIMITED PARTNERSHIP DUSAM BRATIC, GENERAL PART AVENUE LIMITED PARTNERSHIP (SEAL) OF PROGRESS RPR-27-2010 12:53 ( tt'K-?.S-GId1M lid: lb l tltl.t LLLUinI=N I H I 1 UN el r 7167 CHA-NGE -IN TERMS AGREEMENT Principal Loan Data Maturity Loan No Cal ! Coll Account Off $400,000-00 08-31-2t 06-02-2010 3540386 21 Refarertaas In the boxes above are for Lander's ueo only and do not limit the apprcab7ty of ibis document to any particular _ Any item above containing '""" hss been omitted due to text length limitations. Borrower: Progress Avenue limited Partnership Lender. METRO BANK 101 U, S. Routs 1S South COMMERCIAL MORTGAGE DEPART Dillsburg, PA 17019 3801 PAXTON STREET HARRISBURG, PA 17111 (888) 937-0004 Principal Amount: $400,000.00 Date of Agreement:. A DVSCRIPYION OF CHANGE IN TERMS. The maturity date for the above-referenced loan is hereby extended from M*y 2, 2010' CONTINUING VAUDIIY. Except as exprossly changed by this Agreement. the terns of the original obligation or obligatN agreements evidenced or searing ft obligation(s), roMaln unchanged and in full force and effect. Consent by Lander io this not valve Landers right to strict performance of the obligation(s) as changed, nor abrogate Lander to maka any future change Il in this Agreement will constitute a sadsfacrion of ins obllgation(s). It IS ins Intention of Lender to retain as liable partlei endorsers of the original obligation(s), including accommodation parties, unless a party is expressly released by Lender In wrltin endorser. Including acooommodstiori makers, will not be released by virtue of this Agreement. If any person who signed tho i does not sign thin Agreement below, then all persons signing below e0nowledge that this Agreement is given condilion5l representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise w;l by it. Tm;t waiver applies not only to any initial extension, mo0cation or release, but also to all such subsequent adiong. ' REFERENCE TO LENDER. Thia Change in Terms Agreement is being made by Metro Bank formerly known as Commerce Bank / I CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATT01 PROTHONOTARY OR OLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEA FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR EN AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST. LATE CHARGE: ALL AMOUNTS EXPENDED OR ADVANCED BY LENI)ER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHI OF SUIT, AND AN ATTORNEYS COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUE COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS (5500) ON WHICH JUDGMENT OR JUDG MORE EXECUTIONS MAY ISSUE IMMEDIATELY: AND FOR 60 DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY Al BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFM JUDGMENT AGAINST BORROWER EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UN' FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WANES ANY RIGHT BORROWER MAY HAVE TO N HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTAI SPECIFICALLY CALLED THIS CONFESSION OF 'JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORR01n REPRESENTEO BY INDEPENDENT LEGAL COUNSEL. TH19 AGREEMENT IS GIVEN UNDER SEAL. AND R IS IN[TENII&0 THAT THIS AGREEMENT 10 AND SHALL CONSTITUTE 1 EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. i PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMEN AGREES TO TH]EpTERMS OF THE AGREEMENT. BORROWER: PROGRESS UE Y M ED P SHIP By. Dusan Soratir, Generm Partner of Progress Av8n1. Limited Partnership 1+Oal rlq MlWl4 w5ap,,0.m1 r$ ;70 . A'A 440W-d. •/r JEWSI MA 1404+0 MW i .. APR-27-2010 12:54 P. 0^ 'fl7s { - `r-mu- UUI..UI'ICIY I H I 1 UI`I w? ' HYK--?S-Ga 11G l Id ? 11 ? ?--rte' , r DISCLOSURE FOR CONFESSION OF JUDGMENT. ne THE UNDERSIGNED IS EXECUTING ON BEHALF OF DECLARANT, THIS 22 DAY OF APRIL, 2020, A CHANGE IN TERMS'; ...EEMENT T,.., THE PROMISSORY NOTE FOR S40D,000.00 (LOAN NUMBER 3540388) 08UGATING DECLARANTTO REPAY THAT AMOt. A. THE UNDERSIGNED UNDERSTANDS THAT THE NOTE AND THE CHANGE IN TERMS AGREEMONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST CLARAN7 .IN COURT, AFTER A DEFAULT ON THE NOTE AS AMENDED, WITHOUT ADVANCE NOTICE TO DECLARANT I,ND WITHOUT OFFERING DECLARANT AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING,ZE CHANGE IN TERMS AGREEMENT, BEING FULLY AWARE OF DECLARANT'S RIGHTS TO ADVANCE NOTICE AND TO A HEAR) ?O CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST DECLARANT 1Q. R THE NOTE AS AMENDED, THE UNDERSIGNED, ON 8EHALP OF THE DECLARANT, IS KNOWINGLY, INTELLIGENTLY, ANLUNTARI y. WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF 1UDGM, AND THE ' . j UNDERSIGNED EXPRESSLY AGREES AND CONSENTS TO LENDER'S ENTERING JUDGMENT AGAINST ; RANT HY CONFESSIO PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION. INITIALS' ` B. THE UNDERSIGNED FURTHER UNDERSTANDS THAT IN ADDITION TO GIVING LENDER THE RI? 70 ENTER JUDGMENT AGAINST DECLARANT WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGM. WPROVISION..: IN THE'NOTE AND THIS CHANGE IN TERMS AGREEMENT ALSO CONTAIN LANGUAGE THAT WOULD PERMIT DER, AFTE - ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THEE GMENT EiY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING DECLARAI'. :PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT'' ING FULLY AWARE OF DECLARANT'S RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERS ,. D BEFORE EXECUTION ON THE JUDGMENT, THE UNDERSIGNED, ON BEHALF OF THE DECLARANT, IS KNOWINGLY, INCI;;ENTRY AND -. VOLUNTARILY WAIVING THESE RIGHTS, AND THE UNDERSIGNED EXPRESSLY AGREES AND CONSENT. LENDER-5,': IMMEDIATELY EXECUTING ON THE JUDGMENT IN ANY MANNER PERMITTED BY APPLICABLE STATE AND"....PAL Lew WITHOUT GI ECLARANT ANY ADVANCE NOTICE. I NITIALS: C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARC--.. ICA9lE; 8,Y INITIALING EACH STATEMENT THAT APPLIES, THE UNDERSIGNED REPRESENTS THAT: INITIALS: 1. DECLARANT WAS REPRESENTED BY DECLARANT'S OWN INDEPENDENT LEGAL UNSEL ICI CONNECTION WITH THE NOTE AND THIS CHANGE IN TERMS AGREEMENT. ' 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFE55ION OF JUDGMEN,T''.. VISION IN.: THE NOTE AND THIS CHANGE IN TERMS AGREEMENT TO DECLARANT'S ATTENTION. THIS DISCLO RE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE 9.0?,'HAVE In` EFFECT OF S ALED INSTRUM ENT ACCORDING TO LAW. DECLARA T. PROGRESS AVENUE LIMITED PARTNERSHIP r BY: (SEAL) D AN FIRATIC, GENERAL PARTNER OF PROGRESS ? AVENUE LIMITED PARTNERSHIP=' T=;' T.y.t?a ?i TQTAL P. ©? CHANCE IN TERMS AGREEMENT Principal Loan Date mat! urity Lean No Call/Colt Account f)ffi,Zr Init 00,000.00 0831= 2007 05-02-2010 3 40388 limit th documen References In the boxes above are fo??endem?r; n no IY a :dhas been omitted pdue to text lehn,ith l mi ations any parucutar loan or item. Borrower: Progress Avenue Limited Partnership 101 U. S. Routs 1S South Dillsburg, PA 17019 Lender: METRO BANK GOmmeRCIAL MORTGAGE DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 (888)937.0004 Principal Amount' S400,OOD.00 Date of Agreement: January 4, 2010 DESCRIPTION OF CHANGE IN TERMS. The maturity date for the above-referenced loan is hereby extended from February 2. 2010 to May 2, 2010. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidencoo or securing the obligation(s). remain unchanged and In full force and effect. Consent by Lendor to this Agreement dose not waive Lender's right to strict performance of the obligation(s) as change0, nor obligate Lender to make any future change in torms. Nod+ing in thi: Agreement will constitute a Satisfaction of the obligation(s). It Is the intention of Lender to retain as liable parties all makers w4 endorsers of the original obligiation(e), including accommodation parties, unless a party ;t expressly released by Lender in writing. Any maker or endorser. including accommodation makers, will not be rahmscd by virtue of this Agreement. If any person who signed the original 0b6g31ion does not sign this Agreement below, than all persons signing below acknowledge that this Agreement is given condrtionolly,.based on the representation to Lender that the nor.-signing party coneem to the cltanges and provisions of this Agreement or omarwise will not be released by it. This waiver applies not only to any inhinl extension, modification or release, but also to all such subsequent actions. REFERENCE TO LENDER. This Change in Terms Agreement is being made by Metro Bank formerly known as Commerce Bank I Harrisburg. N.A. CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE. TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST. LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS.NOTE. TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION. BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMWrS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN' THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY !EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATNE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL.000NSEL. THIS AGREEMENT IS GIVEN UNDER 89AL AND IT IS INTENDED THAT THIS AGREEMENT IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. PRIOR TO SIGNI THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO T}t TERMS OF THE AGREEMENT. BORROWER: . PROGRESS wcwrse,.?av..w..o, w..,....r...voa.w,.[.inr,?aa .?n.rhs••wY •w IwWA»sc maw e,r•n or^.oT mTm7_a7-tiiHr DISCLOSURE FOR CONFESSION OF JUDGMENT THE UNDERSIGNED S EXECUTING DECLARANT, TERMS AGREEMENT TO THE PROMISSORY NOTE FOR 00,000.00 (LOAN NUMBER JANUARY, 3540388) OBLi A CHANGE TING DECLARANT TO REPAY THAI` AMOUNT. A. THE UNDERSIGNED UNDERSTANDS THAT THE NOTE AND THE CHANGE IN TERMS AGREEMENT CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST DECLARANT IN COURT, AFTER A DEFAULT ON THE NOTE AS AMENDED, WITHOUT ADVANCE NOTICE TO DECLARANT AND WITHOUT OFFERING DECLARANT AN OPPORRiIJNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEML`IT, BEING FULLY AWARE OF DECLARANT'S RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST DECLARANT UNDER TIME NOTE AS AMENDED, THE UNDERSIGNED, ON BEHALF OF THE DECLARANT, IS KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCR NOTICE OF THE ENTRY OF JUDGMENT, AND THE UNDERSIGNED EXPRESSLY AGREES AND CONSENTS TO LENDER'S ENTERING JUDGMENT AGAINST DECLARANT BY CONFESSION AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION. > INITIALS=? B. THE UNDERSIGNED FURTHER UNDERSTANDS THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST DECLARANT WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE AND THIS CHANGE IN TERMS AGREEMENT ALSO CONTAIN LANGUAGE THAT WOULD PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOU'T' EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE JUDGMENT BY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKIN G POSSESSION OF OR OTHERWISE SEIZING DECLARANT'S PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT, BEING FULLY AWARE OF DECLARANT'S RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER )UDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, THE UNDERSIGNED, ON BEHALF OF THE DECLARANT, IS KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS. AND THE UNDERSIGNED EXPRESSLY AGREES AND CONSENTS TO LENDER'S IMMEDIATELY EXECUTING ON THE JUDGMENT IN ANY MANNER PERMITTED BY APPLICABLE S'T'ATE AND FEDERAL LAW, WITHOUT GIVING DECLARANT ANY DV ENOT'ICE. A 114ITIALSt r C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, THE UNDERSIGNED REPRESENTS THAT- > /INITIALS: o/ 1. DECLARANT WAS REPRESENTED BY DECLARANT'S OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE NOTE AND THIS CHANGE IN TERMS AGREEMENT. _ ?. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT FROVISION IN THE NOTE AND THIS' CHANGE IN TERMS AGREEMENT TO DECLARANT'S ATTENTION. THIS DISCL SURE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTtTVT ApiD HAVE THE EFFEC'T,OF A SEALED INSTRUMENT ACCORDING TO LAW, DECLARANTlk?,QGRE;S AVET `LiM1TED PARTNERSHIP BY vvv`' (SEAL) DUSAN •RATIC, GENERAL PARTNER OF PROGRESS AVENUE LIMITED PARTNERSHIP TOTAL P.05 PC -QT Mpi;2-r,;w Nw r OCT-30-2009 13:46 tJL 1-.Sid-Gl?ldy b'? ? 4G i'ICrCt.G 11Ul.Ul'1G4 11`111U14 P. 02/02 t i ? IV J V•/?/ . . rr nn n CHANGE 1N TERMS AGREEMENT Principal Loan Date Maturity Loan No Can I Coo Account Officer Initials $400,000.00 08-31-2007 02=02-2010 3840388 1,12 Reterencedr in the boxes above are for Lender's use only and do not limit this applicability of this document to any particular loan or item. Any itent above containing ' h= been omitted due to takt length limitations. Barrowar: Progress Avenue Limited Partnership 101 U. S. Route 15 South Dlllsburg, PA 97019 Lender: METRO BANK COMMERCIAL MORTGAGE DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 (898) 837-eCC4 Principal Amount: $400,000.00 Date of Agreement October 27, 2009 DESCRIPTION OF CHANGE IN TERM& The mehtrlly data for the above-feferenoed loan is hereby extsnded from November 2, 2009 to February 2, 2010, CONTINUING VALIDITY. Except as exprassly changed by Otis Agreement, the terms of the original obligation or obligations, including all agreemenla evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by Londor to this Agreement does not waive Lender's rght to scrtct performance of the abllgation(s) or changed, nor obligate Lender to mako any future cMnge in terms. Nothing in this Agreement will constitute a satisfaction of the obtigaltlon(s). It is the intention of Lender to retain as liable p,nies ell maker's and endorsers of the original obtgation(s), including accommodation parties, unless a party is expressly released by Lender in writing. Any maker or endorscr, including accommodation makers, will not be releasod by virtue of trait Agreement, It any person who signed the original obligation does not sign this Agreement below, then all pcrsons signing below acknowledge that this Agreement is given conditionally, bated on the representation to Lender that 1110 nOn-signing party consents to the cnange6 and pro"cns of this Agreement or otherwise will not be released by it. This waiver applies not only to any inilla? extension. modification orrelesse, but also td all Such subsequent actions. REFERENCE TO LENDER. This Change in Terms Agreemem is being made by Metro Bank formerly known as, Commeroo Bonk I Harrltburg, N,A, CONFESSION OF JUDGMENT. 8ORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THIS COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE. TO APPEAR AT ANY TIME FOR BORROWER AFTER A OF-FAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT PILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION. BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS (SS00) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY: AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS SEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. THIS AGREEMENT IS GIVEN UNDER SEAL AND IT 18 INTENDED THAT THIS AGREEMENT IS AND SHALL CONSTITU`rE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORBING TO LAW. PRIOR TO SIGNING THIS AGR99MENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, BORROWER AGREES TO THErTERMS OF THE AGREEMENT, EIORROWER: PROGRESS AftWE UMMD Partnerahlp SAM -A% -!,q v., krxp,r [.? ,ray ?.rn,l te„N,?,.t vq• MON r ,q., •..r. . ?? 0.??en,C Y yJ?? no,n TOTAL P.02 TnTai P A7 CHANGE IN TERMS AGREEMENT Principal Loan Date Maturity Loan No Call / Coll Account Officer Initials $400,000.00 108-31-2007 11-02-2009 3540388 2112 References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "***" has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership Lender: COMMERCE BANK / HARRISBURG TIDIBIA METRO 101 U. S. Route 15 South BANK Diilsburg, PA 17019 COMMERCIAL MORTGAGE DEPARTMENT 3801PAXTON STREET HARRISBURG, PA 1711'1 (888) 937-0004 Principal Amount: $400,000.00 Date of Agreement: July 21, 2009 DESCRIPTION OF CHANGE IN TERMS. The maturity date for the above-referenced loan is hereby extended from August 2 to November 2, 2009. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and In full force and effect. Consent by Lender to this Agreement does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It Is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s), including accommodation parties, unless a party is expressly released by Lender in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and prqvisions of this Agreement or otherwise will not be released by it. This waiver applies not only to any initial extension, modification or release, but also to all such subsequent actions. REFERENCE TO LENDER. This Change in Terms Agreement is being made by Commerce Bank / Harrisburg t/d/b/a Metro Bank formerly known as Commerce Bank / Harrisburg, N.A. 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. PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TERMS OF THE AGREEMENT. BORROWER: By:.' ' Partnership LASER PRO lend g. V- 5.45.00.001 Cop,. Heama Fkon l Selulam. Ina 1997. 2009. AN Ri9ho, Ra"i"l - PA 3..'CFRlPW120C.FC TR-2N19 PR-19 JUN-02-2009 16:15 G14ANGE IN TERMS AGREEMEN-, P. 02/01 Principal Loan Date Maturity Loan No Call / Coll Account Officer Initials X400,000.00 08-31-2007 107-31-2000 3540388 2112 References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or Item. Any item above containing "- has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership 101 U. S. Route 15 South Dillsburg, PA 17019 Lender: COMMERCE BANK/HARRISBURG COMMERCIAL MORTGAGE DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 (888) 937-0004 Principal Amount: 6400,000.00 Initial Rate: 3.750% Date of Agreement: May 28, 2009' DESCRIPTION OF CHANGE IN TERMS. The maturity date for the above-referenced loan is hereby extended from May 28, 2009 to July 31, 2009. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, Including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by Lender to this Agreement doer not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change In terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s), including accommodation parties, unless a parry is expressly released by Lender in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by it. This waiver applies not only to any initial extension, modification or release, but also to all such subsequent actions. 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. PRIOR TO SIGNING! THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES.TO THE TERMS OF THE AGREEMENT. BORROWER: PROGR NUE LIMITED PAR HIP 01) By. r` (So Dusan Brotie, • General Partner of Progress Avenue Limited Partnership uDlP ma ?.waY, v.r, km.w.m G", *.1.4 Re..,"I6sYY,n, Ina. IEOf, 700 , w, yW?u e.--& • VA 3.(CMrM0 YC,1C 74-54410 ve.m d ('HANGE IN TERMS AGREEMENT Principal Loan Date Maturity Loan No Call / Coll Account Officer Initials S 400 000.00 08-31-2007 05-28-2009 3540388 12112 References in the boxes above are for Lendor's use only and do not limit the applicability of this document To any particular loan or item. Any item above containing "'", has been omitted due to text length limitations. BOrrOWeT: Progress Avenue Limited Partnership 101 U. S. Route 15 South milsburg, PA 17019 Principal Amount: $400,000.00 DESCRIPTION OF CHANGE IN TERMS. 2009. CONTINUING VALIDITY. Except as expressly changed by this Agreement, trte terms of the original obligation or obligations, including all agreements evidenced or suturing the obligationlsl, remain unchanged and in full farce and effect. Consent by Lander to this Agreement does not waive Lender's right to strict performance of the obligation(s) as changed, nor obilgeto Lender to make any future change in torMS. Nothing in this Agreement will constitute a satiafactlon of tha obligation(s). It i9 the intention of Lander to retain as liable parties all makers and endorsers of the original obligationlsl, including accommodation parties, unless a party is expressly released by Lender in writing. Any maker or endorser, including accommodation makers, will not ba released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreemenr is given conditionally, based on The representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by a. This w5iver applies not only to any initial extension, modification or release, but also to all such subsequent actions, THIS AGREEMENT IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS AGREEMENT 1S AND SHALL. CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW, PRIOR TO SIGNING THIS AGREEMENT. BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TERMS OF THE AGREEMENT. BORROWER'. PROGRESS Ely: Y " (Seall Dus n Brartic. General Partner of Progress Avenue Limited Partncrship L,ktII MO M•4,e•v., 4-0 MOM 60.4-'o ...w.-I I, C . m. 101 =0 e+ ]:rCKAOIN Po 114441e ,1le Lender: COMMERCE BANK114ARRISBURG COMMERCIAL MORTGAGE DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 (8881 $37-0004 Initial Rate: 3.750% Date of Agreement: February 24. 2009 Tne maturity date for the about-referenced loan is hereby axtond¢d from February 28. 2009 to Mav 28. cells ct ' A ES : ST 6002-SE-93A "HANGS IN TERMS AGREEMr 'T " Principal Loan Date Maturity Loan No Call 1 Coll Accouit Officer :1n tials . :x400,000.00 08-31-2007 102-28-2009 3540388 2112 References In the boxes above are for Lendur's use only and do not limit the 3pplicariliry of this document to any particular loan or Isom. Any item above containing has been omitted due to text length limitations. :'Borrower: Progress Avenue Umitod Partnership Lendef: COMMERCE BANK/HARRISBURG 101 U. S. Route 15 South COMMERCIAL MORTGAGE DEPARTMENT Dillsburg, PA 17019 3801 PAXTON STREET HARRISBURG, PA 17111 18881 937.0004 Principal Amount: $400,000.00 Initiall Rate: 4,5001% Date of Agreement: November 20, 2008 DESCRIPTION OF CHANGE IN TERMS. Tne maturity date for the above-referenced loan is hereby extended from November 30, 2008 To February 28 2009. CONTINUING VALIDITY. Except es expressly changed by this Agroomont, the tornts of the original obligation or obligations. Including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and cffsct. Consant by Lender to this Agreement does not waive Lender's right to strict performance of the obligation(s) as changed, not obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s), including accommodation parties, unless a party is expressly released by Lender in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. IF any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to rho changes and provisions of this Agreement or otherwise will not be released by it. Thit waiver applies not only to any Initial extension, modification or release. but also to all such subsequent actlons. 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, PR10R. TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TERMS OF THE AGREEMENT, BORROWER; PROGRESS AV UE LIMITED PARTNERS h? . ?r r? }R •I? i Owtan•`Bratic, General Partner of Pragreas Avenue Limited Fastnarship lw N--tW - l -MW.C P V. •MH? G.wY Lwfi,,,. y0 IiO?, A4pr. y Ayin FM,V. .'A M?Ir 1 T /Cin - J - 0 - d 7dlol cur3-z5-2008 HANGE IN TERMS AGREENIEN C Account Officer Init Loan No Call I Coll 2112 Loan Oate Maturity • •? principal 3540385 articular torn or item. 08-3? -2007 11-30-2008 Rafe*ences in the boars ebnva era for Lsr+dor's use only and de r+ot limi[ the apDlicaDtlRy o+ this document to aRR156URG N•A• `•' Anv item above containir+9 has been omitted due to taxi length limitations. CE BANK/HA BbrraW'Br: Progress Avenue limited Partnershtp 101 U. s• PA u1715 South pulyDurg, nder: COMMEA COMMERCIAL MORTGAGE DEPARTMENT pA?CTON STREET 2801 HARRISBURG, PA 17111 19881937-0004 o Date of Agreement: August 13, 2008 '' Initial Rate: 5.500 r4+ 5400,000.00 'TP.rincipel Amount: OF CHANGE IN TERMS. The maturity date for the abort:-referenced loan is hereby extended from August 31 CGo08 toncludi g all :30, 20IP710N =;30, 2003. ';tONTI?IUING VALIDITY. Except one opreasly changed by this Agreement, toe terms of she original obligation or o t ryes all makers and blt ation(s), remain unchanged and if, full Qobri eate Lender 10 make any Y future change1 interns. r No hing `i evidenced or securing t 9 ogre orne nts nbt waive Lender's right to strict performance of the obligatlont9l artisseunlt unless a Par[y is expressly roleased°rb who si rn'in ed thei original obagatior as Nagle the • based i the Of The ?hisnA rtes expressly anytperptotn in rhi„ Agreement will constitute a 'encsuding accommoaeltonrp 15) It is endor:ters of the original obligation(sl. „ill not be released by virtue o 8 Agreement is given condttlo ! rit below, makers, below acknowledge that this eonsentt: to the changes and provisione of this Agrcnmen[ or olher.vlse will n°t Dc released endorrar, including commodation does r+°t sign tnls Agreement below, then all persons signing representation to Lender that the non,219 initial p rty . This waiver applies only to any extension, modification or release, but also Io Oil such suhseQ not Uent 9C11°"6' E AND HAVE THE AGREEMENT IS GIVEN UNDER SEAL AND TOIL IINrTENDED THAT THIS DOD ALL THE PAGREEMENTRrSOVISANDIONS OF SHALLHCS AGRIEEMENT. BORROWER .'THIS EFFECT OF A SEALED IPISTRUMENT ACCORDING ;.PRIOR TO 51GNING THIS AGREEMENT, Goff OWER READ AND UNDERST AGREEMENT. AGREES TO THE TERMS OFT E `4.90RROWER: •,-. ;PROGRESS fyUE LIMITED PARTNE"SHIP • oa 1 8y' Goneral Partner of Pro ress AVenuO Dusan etlc, I.lmited PartnorshiP nw,J uuro•t jpl.rpr. r.. b•r, 70r. w wvr r.,.wr. ? n Krm•.mvx..c vw-•ty ,- •s ,•d?,ne tw•r,y. ?r Oq•iaW Cert. T07AL P-02 -- --- 62:bT eooe-Sir-sno `- JHAWE IN TERMS AGREEW_ 14 Principal Loin Date Maturity Loan,No Call / Coll Account Officer Initials 5379,11 G.28 08-31.2007 08-31-2008 3540388 2112 References in the boxes above are for Lender's use. only and do not limit the applicability of this document to any particular loan or Item. Any item above contalning "••'" has been omitted dve.to text length limitations. Borrower: Progress Avenue Limited Partnership Lender: COMMERCE BANK/HARRISBURG N.A. 101 U. S. ROrhe 16 South COMMERCIAL MORTGAGE DEPARTMENT Dil)sburg. PA 17019 3801 PAXTON STREET HARRISBURG, PA 17111 (717) 975-5030 Principal Amount: $379,116.28 Initial Rate: 5,500% Date of Agreement: July 7, 2008 DESCRIPTION OF CHANGE IN TERMS. Effactrva the data of this Agreement, if a payment is IS days or more late, Borrower will be ch3rgad 5.00% of the regularly scheduled payment. CONTINUING VALIDITY. Except as expressly changed by this Agreement, tha•terms of the original obligation or obligations, including all agreements evidenced or securing the obligaiion(s1, remain unchanged and in full force and effect. Consent by Lender to this Agreement does not waive Lender's right to strict performance of the obligation(s) as changed, not obligate Lender to make any future change'in terms. Noining in this Agreement will constitute a satisfaction of the obligation(s), It is the intention of Lender to retain as Ilable parties all makers and endorsers of the original obligation(s). including accommodation parties. unless a party is expressly released by Longer In writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the orlg:nal obligation does not sign this Agreement below, then all persons signing below acknowindIge mat this Agreement is given conditlonally, based on the reprexentation to Lander that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by it. This waiver applies not only to any initial extension, modification or relaase, but also to all such subsequent actionc, 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.. PRIOR TO SIGNING THIS AGREEMENT, BORROWER DEAD AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TERM OF THE AGREEMENT. BORROWER: PROGRESS AVEnIIITED PARTNERSHIP Djwmn 04 0, General Partner of Progress Avenue Limned P itnership NSA 1w W r. . W. 1 •e e4w C_ rynl.. 11-1-14 11rc.,.. Zlad. M& + y1nM ?..P"/. M A¢T.w,o10C.1C M-1 ..,.1 20/20'd nr . n' nnn? ???? COMMERCIAL GUARANTY References in the boxes above are for Lender's use only and do not limit the applicability of this document to any;particular loan or hem. Any item above containing • •" has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership 101 U. S. Route 15 South Dilishurg, PA` 17019 Guarantor: Dusan Bratle 1511 Hiyh`Maadow Lane Mechanicsburg, PA 17055 Lender: COMMERCE BANK/HARRISBURG N.A. COMMERCIAL MORTGAGE DEPARTMENT 3901PAXTON STREET HARRISBURG, PA 17111 (717) 975-5630 C iO 41 { tii CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally guarantees full and punctual, payment and satisfaction of .,the, indebtedness of Borrower to Lender, and the performance and discharge of all Borrowers obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so Lender can enforce fks Guaranty against Guarantor even when Lender has not exhausted Lender's re edies against anyone also obligated to pay t(ie I6de6tednes4or again's't any collateral 'securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same-day funds, without set-off or deduction or counterclaim;,:and Will otherwise perform Borrower.', obligations under the Note and Related Documents. Under this Guaranty, Guarantor`s liability is unlimited and'GUarantor's obligations are. continuing. INDEBTEDNESS. The word "Indebtedness" as used in this Guaranty means all of the principal amount outstanding 'from time to time and at any one or more times, accrued unpaid interest thereon and all collection costs and legal expenses related thereto permitted by law, reasonable attorneys' fees, arising from any and all debts, lia6iltt6s and;'obligations of every nature or form, now existing or hereafter arising or acquired, that Borrower individually or collectively or in'terchan'geably with others, owes or will owe Lender. "Indebtedness" includes, without limitation, loans,., advances debts, overdraft indebtedness credit card tindebtedness,r lease 'obligations, liabilities and obligations under any interest rate protection agreements or foreign currency excNange,agiee`mdh 6 or.commodity price protection, agreements, othei obligations, and 1166111ties•of Borrower and any piesent_or future judgments against Borrower future advances, loans or transactions that reneylr, extend, modify refinance, consolidate or substitute these debts, liabilities and obligations whether voluntarily or involuntarily incurred; due or to become due by' their term`s or acceleration;. ibsoluto or cont)ngenfi; liq idatiti or uriliquidated; determined or' undetermined; direct or indirect; primary or secondary in nature or arising from a guaranty or. surety;' secured or iTnitecu[ed; , joint or several or joint and several; evidenced by a negotiable' or non negotiable instrument off' writing; originated by Lender or'anoiher or others; barred or unenforceable against Borrower for any. 'reason whatsoever; for any transactions tfiat may be voidable for any reason (such as infancy, insanity, ultra vires or otherwise); and originated then reduced: or, extinguished. and then afterwards increased or reinstated. If Lender presently holds one,or more' guaranties, or hereafter'redeives additional guaranties from Guarantor, Lender's rights under all guaranties shelf be cumulative.. This.Gy shall not (unless`§pecificalfy `provided below to the contrary) affect or invalidate any such other guaranties. Guarantor's liability will be', Guarantor's aggregate liability under the terms of this Guaranty and any such other unterminated guaranties. CONTINUING GUARANTY:.: THIS IS A "CONTINUING GUARANTY" UNDER WHICH GUARANTOR AGREES TO GUARANTEE THE FULL AND PUNCTUAL PAMME.NT, PERFORMANCE AND' SATISFACTION OF THE INDEBTEDNESS OF BORROWER TO LENDER, NOW EXISTING OR HEREAFTER ARISING, OR ACQUIRED; ON AN OPEN AND -CONTINUING BASIS. ACCORDINGLY, ANY PAYMENTS MADE ON THE INDEBTEDNESS;WILL NOT WSCHARGE:OR DIMINISH GUARANTOR'S OBLIGATIONS AND LIABILITY UNDER THIS GUARANTY-FOR ANY REMAINING ANb SUCCEEDING INDEBTEDNESS EVEN WHEN ALL OR PART OF THE OUTSTANDING INDEBTEDNESS MAY BE A ZERO BALANCE FROM TIME TO TIME. DURATION OF GUARANTY. This Guaranty will take effect when received by Lender without the necessity of any acceptance by Lender, or any notice'to Guarantor or to Borrower, and will continue in full force until all the Indebtedness incurred orI contracted before receipt by Lender of any notice of revocation shall have been fully and finally paid and satisfied and all of Guarantor's other obligations under this Guaranty shall have been' performed n full: If Guarantor elects to! revoke this Guaranty, Guarantor may-only do so in writing. Guarantor's written notice of revocation' must be mailed.to Lender, by certified mail, at Lender's address listed above or such other place as Lender may designate in writing. Written revocation of this Guaranty will apply only ,to ,new Indebtedness created after actual receipt by Lender of Guarantor's written revocation. For'tlils purpose and' without limitatlon, the 'term "new Indebtedness" does not include the Indebtedness which at the time of notice of revocation -is contingent utiliquidated,,•undetermined or not due and which later becomes absolute, liquidated, determined or due. For this purpose and withoufilimitation, new; tndebtedneast.-does narinctude all or part of the- Indebtedness that is: ircurred by Borrower prior:. to revocation `incurred under. a commitment that became binding before revocation; any renewals, extensions, substitutions, and modifications of thwAidebtedhest . Thfsnt.Gi a ty sate{b batiicGUaca 's;;eetatsrxass to the :lndebtediieas•:created bottle> before :and after Guarantor 5='deatFt or incapacity, regardless of Lender's actual notice of Guarantor's death. Subject to the foregoing, Guararitor's executor or administrator or other IegaF'Pepreseiwtatrve may terntirate fC#r Gl7aianty.irr-ttte:'same m Merin which Guar'ahtor might h'ave,terrhiRate'd it and wlthrtsamo esffbct. Release of any other guarantor or termination of any other guaranty of the Indebtedness shall not affect the liability of. Guarantor under this Gdara`nty. A eevocation Lender receives from any one. or mo're' Guarantors shall not affect the liability?of any remaining Guarantors under this - ,, Guaranty. fY fs anticipated filet fluctuations `nislr occur in tha aggregate amount oft 4 Indebtedness covered by #fils GusrranEy, and Guarantor specifically acknowledges, and agrees that reductions. In the. amount of the Indebtednessi even to zero dollars (80.00), shall not constitute a tertninatkin oft his Guaranty. This. Guaranty is binding, upoin Guarantor and Guarantor's heirs, successors and assigns so long as any of the lndet tsdness remains: unpaid and even though the Indebtedness may from time to time be. zero dollars 40.601. "t GUiritlfi?iTOR'S AUTi?ORtZATlON TO LENDER:. Guarantor authorizes Lender, either before Wafter any revocatlori hereof without notice or demand and without lessening Guarantor's Oablllty under this Guaranty, from time to time: (A) prior to revocation as set forth above, •to make one of: moradditional secured or, unsecured` loans to B'arrower, to-lease equipment or other goodsto Borrower, or otfrerwii- to eiitend additional credit to Borrower; (B) to alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for payment or other terms of the Indebtedness or any part of the Indebtedness, including ' increases and decreases of (the rate of inierest on the Indebtedness; extensions may be repeated and may be for longer than the original loan term; (C) to take and hold security for the payment of this Guaranty or the Indebtedness, and exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any such security, with or without the substitution of new collateral; (D) to release, substitute, agree not to sue, or deal with any one or more of Borrower's sureties, endorsers, or'other guarantors on any terms or in any manner Lender may choose; (E) to determine how, when and what application of payments and credits shall be made on the Indebtedness; (F) to apply such security and direct the order or manner of sale thereof, including without limitation, any nonjudicial sale permitted by the terms of the controlling security agreement or deed of trust, as Lender in its discretion may determine; (G) to sell, transfer, assign or grant participations in all or any part of the Indebtedness; and (H) to assign or transfer this COMMERCIAL GUARANTY Loan No: 3540388 (Continued) Guaranty in whole or in part. Page 2 GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants to Lender that, (A) no representations or agreements of any kind have been made to Guarantor which would limit or qualify in any way the terms of this Guaranty; (B) this Guaranty is executed at Borrower's request and not at the request of Lender; (C) Guarantor has full power, right and authority to enter into this Guaranty; (D) the provisions of this Guaranty do not conflict with or result in a default under any agreement or other instrument binding upon Guarantor and do not result in a violation of any law, regulation, court decree or order applicable to Guarantor; (E) Guarantor has not and will not, without the prior written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer, or otherwise dispose of all or substantially all of Guarantor's assets, or any interest therein; (F) upon Lender's request, Guarantor will provide to Lender financial pnd credit information in form acceptable to Lender, and all such financial information which currently has been, and all future financial informs ion which will be provided to Lender is and will be true and correct in all material respects and fairly present Guarantor's financial condition. as of the dates the financial information is provided; (G) no material adverse change has occurred in Guarantor's financial condition since the date of the most recent financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (H) no litigation, claim, investigation, administrative proceeding or similar action (including those for unpaid taxes) against Guarantor is pending or threatened; (1) Lender has made no representation to Guarantor as to the creditworthiness of Borrower; and (J) Guarantor has established adequate means of obtaining from Borrower on a continuing basis information regarding Borrower's financial condition. Guarantor agrees to keep adequately informed from such means of any facts, events, or circumstances which might in any way affect Guarantor's risks under this Guaranty; and Guarantor' further agrees that Lender shall have no. obligation to disclose to Guarantor any information or documents acquired by Lender in the course of its relationship with Borrower. GUARANTOR'S FINANCIAL STATEMENTS. Guarantor agrees..to furnish Lender with the following: Annual Statements '+lAs soon as available; but in no event later than one-hundred-twenty (120) days after the end of each fiscal year, Gu'arantor's balance sheet and income statement for the year ended, prepared by Guarantor. Tax,Rsturns As soon,as available, but m no event later than one-hundred-twenty (120) days after the applicable filing date for the tax repsrrting period, encled Federal and other governrnental tax returns, prepared by Guarantor. All financial reports required to,be provided under this Guaranty shall be prepared in accordance with GAAP, applied on a consistent basis, and cen;ifjed by Guarantor as being true and correct. GUARANTOR'S WAIVERS. Except as prohibited by applicable, law, Guarantor waives any right to require Lender (A) to continue lending money or. ;to extend-other credit to Borrower; (B) to make.;any presentment, protest, demand, or notice of any kind, including notice of any nonpayment of the Indebtedness or of any nonpayment related. to. any collateral; or notice of any action or nonaction on the part of Borrower, Lender, any surety, endorser, or other guarantor in connection with the Indebtedness or in connection with the; creation of, new or additional loans or obligations; .(C), to resort for payment or to proceed directly or at once against any person, including Borrower or any other guarantor; (D)..to proceed direct against or exhaust any collateral held, by Lender from Borrower; any other guarantor, or any other person; (E) to give notice, of the terms, ime, and'place of any, public'or private, saie•.of personal property, security held by Lender from Borrower or to comply with any other applicable provisions of the Unifdrm Commercial Code; IFI to pursue any other remedy within Lender's power; or (G) to commit any act or, omission of any kind;:or at anytime; with respect to any matter whatsoever. Guarantor also waives any and all rights or defenses based on suretyship or impairment of collateral including, but not limited to, any rights or defenses arising by reason of (A) any "one action" or "anti-deficiency" law or any other law which may prevent Lender from bringing any action, 'including a claim for deficiency, against Guarantor, before or after Lender's commencement or completion of any foreclosure action, either judicially or by exercise of a power of sale; (B) any election of remedies by Lender which destroys or otherwise adversely affects Guarantor's subrogation rights or Guarantor's rights to proceed against Borrower for reimbursement, including without limitation, any loss of rights Guarantor may suffer by reason of any law limiting, qualifying, or discharging the Indebtedness; (C) any disability or other defense of Borrower, of any other guarantor, or of any other person, or by reason of the cessation of Borrower's liability from any cause whatsoever, other than payment in full in legal tender, of the Indebtedness; (D) any right to claim discharge of the Indebtedness on the basis of unjustified impairment of any collateral for the Indebtedness; (E) any statute of limitations, if at any time any action or Bruit brought by Lender against Guarantor is commenced, there is outstanding Indebtedness which is not barred by any applicable statute of limitations; or (F) any defenses given, to guarantors at law or in equity other than actual payment and performance of the Indebtedness. If peyment is made by Borrower, whether voluntarily or otherwise, or by any third parry, on the Indebtedness and thereafter Lender is forced to reniit the amount of that payment to Borrower's trustee in:bankruptcy or to any similar person under any federal or state bankruptcy law or law- for the relief of debtors, the Indebtedness shall be considered unpaid for the purpose of the enforcement of this Guaranty. Guarantor further waives and agrees not to assert or claim at any time any deductions to the amount guaranteed under this Guaranty for any claim of setoff, counterclaim, counter demand, recoupment or similar right, whether such claim, demand or right may be asserted by the Borrower, the Guarantor, or both. GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and agrees that each of the waivers set forth above is made with Guarantor's full knowledge of its significance and consequences and that, under the circumstances, the waivers are reasonable and not contrary to public policy or law. If any such waiver is determined to be contrary to any applicable law or public policy, such waiver shall be effective only to the extent permitted by law or public policy. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Guarantor's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Guarantor holds jointly with someone else and all accounts Guarantor may open in the future. However, this does not include any IRA or*eogh accounts, or any trust accounts for which setoff would be prohibited by law. Guarantor authorizes Lender, to the extent permitted by applicable law, to hold these funds if there is a default, and Lender may apply the funds in these accounts to pay what Guarantor owes under the terms of this Guaranty. SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the Indebtedness, whether now existing or hereafter created, shall be superior to any claim that Guarantor may now have or hereafter acquire against Borrower, whether or not Borrower becomes insolvent. Guarantor hereby'sxpressly subordinates any claim Guarantor may have against Borrower, upon any account whatsoever, to any claim that Lender may now or hereafter have against Borrower. In the event of insolvency and consequent liquidation of the assets of Borrower, through bankruptcy, by an assignment for the benefit of creditors, by voluntary liquidation, or otherwise, the assets of Borrower applicable to the payment of the claims of both Lender and Guarantor shall be paid to Lender and shall be first applied br Lender to the Indebtedness. Guarantor does hereby assign to Lender all claims which it may have or acquire against Borrower or against any assignee or trustee in bankruptcy of Borrower; provided however, that such assignment shall be effective only for the purpose of assuring to Lender full payment in legal tender of the Indebtedness. If Lender so requests, any notes or credit agreements now or hereafter evidencing any debts or obligations of Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and shall be delivered to Lender. Guarantor agrees, and Lender is hereby authorized, is name of Guarantor, from time to time to file king statements and continuation statements and to execute documents and to take su .ether actions as Lender deems necessary or app, ate to perfect, preserve and enforce its rights under this Guarantv. COMMERCIAL GUARANTY Loan No: 3540388 (Continued) Page 3 MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty: Amendments. This Guaranty, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Attorneys' Fees; Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, including Lender's reasonable attorneys' fees and Lender's legal expenses, incurred in connection with the enforcement of this Guaranty. Lender may hire or pay someone else to help enforce this Guaranty, and Guarantor shall pay the costs and expenses of such enforcement. Costs and expenses include Lender's reasonable attorneys' fees and legal expenses whether or not there is a lawsuit, including reasonable attorneys' fees and legal expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgmeht collection services. Guarantor also shall pay all court costs and such additional fees as may be directed by the court. Caption Headings. Caption headings in this Guaranty are for convenience purposes only and are not to be used to interpret or define the provisions of this Guaranty. Governing Law. This Guaranty will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the Commonwealth of Pennsylvania without regard to Its conflicts of law provisions. Integration. Guarantor further agrees that Guarantor has read and fully understands the terms of this Guaranty; Guarantor has had the opportunity to be advised by Guarantor's attorney with respect to this Guaranty; the Guaranty fully reflects Guarantor's intentions and parol evidence is not required to interpret the terms of this Guaranty. Guarantor hereby indemnifies and holds Lender harmless from all losses, claims, damages, and costs (including Lender's attorneys' fees) suffered or incurred by Lender as a result of any breach by Guarantor of the warranties, representations and agreements of this paragraph. Interpretation. In all cases where there is more than one Borrower or Guarantor, then all words used in this Guaranty i? the singular shall be deemed to have been used in the plural where the context and construction so require; and where there is more than, one Borrower named in this Guaranty or when this Guaranty is executed by more than one. Guarantor, the words "Borrower" and "Guarantor" respectively shall mean all and any one or more of them. The words "Guarantor," Borrower," and "•Lender" include Khe heirs, successors, assigns, and transferee's of each of them. If a court finds that any provision of this-Guaranty is not valid or should not be enforced, that fact by itself will not mean that the rest of this Guaranty will not be valid or enforced. Therefore, a court will enforce the rest of the provisions of this Guaranty even if a provision of this Guaranty may be found to be invalid or unenforceable. If any one or more of Borrower or Guarantor are corporations, partnerships, limited liability companies, or similar entities, it is not necessary for Lender to inquire into the powers of Borrower or Guarantor or of the officers, directors, partners, managers, or other agents acting or purporting to act on their behalf, and any indebtedness made or created,in reliance upon the professed exercise of such powers,shall be guaranteed"under this Guaranty. I Notices. Unless otherwise proyided by applicable law, any notice required to be given under this Guaranty shall be given in writing, and, except for revocation 'notices by Guarantor, shall be effective when actually delivered, when actually received by telefacsimile (unless otherwise required by law), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United States mail, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Guaranty. All revocation notices by.Guarantor shall be in writing and shall be effective upon delivery to Lender as provided in the section of this Guaranty entitled "DURATION OF GUARANTY." Any party may change its address for notices under this Guaranty by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Guarantor agrees to keep Lender informed at all times of Guarantor's current address. Unless otherwise provided by applicable law, if there is more than one Guarantor, any notice given by Lender to any Guarantor is deemed to be notice given to all Guarantors. No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Guaranty unless such waiver is given in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lender's right otherwise to demand strict compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender, nor any course of dealing between Lender and Guarantor, shall constitute a waiver of any of Lender's rights or of any of Guarantor's obligations as to any future transactions. Whenever the consent of Lender is required under this Guaranty, the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in thelsole•:discretion of Lender. Successors and Assigns. The terms of this Guaranty shall be binding upon Guarantor, and upon Guarantor's heirs, personal representatives, successors, and assigns, and shall be enforceable by Lender and its successors and assigns. DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Guaranty. Unless-specifically stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the LINted'States of America. Words and terms used in the singular shall include the plural, and the plural shall include the singular, as the context may require. Words and terms not otherwise defined in this Guaranty shall have the meanings attributed to such terms in the Uniform Commercial Code: Borrower. The word "Borrower" means Progress Avenue Limited Partnership and includes all co-signers and co-makers signing the Note and all their successors and assigns. GAAP. The word "GAAP" means generally accepted accounting principles. Guarantor. The word "Guarantor" means everyone signing this Guaranty, including without limitation Dusan Bratic, and in each case, any signer's successors and assigns. Guaranty. The word "Guaranty" means this guaranty from Guarantor to Lender. Indebtedness. The word "Indebtedness" means Borrower's indebtedness to Lender as more particularly described in this Guaranty. Lender. The word "Lender" means COMMERCE BANK/HARRISBURG N.A., its successors and assigns. Note. The word "Note" means and includes without limitation all of Borrower's promissory notes and/or credit agreements evidencing Borrower's loan obligations in favor of Lender, together with all renewals of, extensions of, modifications of, refinancings of, consolidations of and substitutions for promissory notes or credit agreements. Related Documents. The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments, agreements and documents, whether r :)r hereafter existing, executed in connection wits Indebtedness. CONFESSION OF JUDGMENT. GUARArv i OR HEREBY IRREVOCABLY AUTHORIZES Alto EMPOWERS ANY ATTORNEY OR THE COMMERCIAL GUARANTY loan No: 3540388 (Continued) Page 4 PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR GUARANTOR AFTER THE AMOUNTS HEREUNDER BECOME DUE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST GUARANTOR FOfi THE ENTIRE PRINCIPAL BALANCE OF THIS GUARANTY AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE INDEBTEDNESS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JdDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS GUARANTY OR A COPY OF THIS GUARANTY VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS GUARANTY TO CONFESS JUDGMENT AGAINST GUARANTOR SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS GUARANTY. GUARANTOR HEREBY WAIVES ANY RIGHT GUARANTOR MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO GUARANTOR'S ATTENTION OR GUARANTOR HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS GUARANTY AND AGREES TO ITS TERMS. IN ADDITION, EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AND DELIVERY OF THIS GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE MANNER SET FORTH IN THE SECTIO? N/?TITLED "DURATION OF GUARANTY". NO FORMAL ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY EFFECTIVE. THIS GUARANTY IS DATED AUGUST 31, 2007. THIS GUARA TY IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS GUARANTY IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALE INSTRUMENT ACCORDING TO LAW. GUARANT :? ':(Seal) INDIVIDUAL ACKNOWLEDGMENT COMMONWEALTH OF PENNSYLVANIA COUNTY OF DMAX VU/ 1 ? ) SS On this, ;the day of 41 44[A4114 L-k , 20, before me T, b ic, personally appeared Dusan Bratic, known to me.lor sat acfot?, pr v.: the undersig . Notar to be the person whose name is subscribed to the within mst.. ment, and. acknowledged that he or.;She executed the. same for the purposes therein contained. In witness whereof, I hereunto set my hand and officiatitlil. 90MMONWEALTH.OF PENNSYLVANIA Notarial Seal Cassie L OwenrNotary Pubac $watara Twp., Dauphin County My C grnmission Expires Mardi X. 2011 Member, Pennsylvania Association of Notaries i Notary. Public in d for the State of LASER PRO L. kv. v.. S.x.QMa ew,. Ho d R,w"Sa den. h.. 1037, 3007. N ldohM NAM. • PA HAWMAMILMMOMPUE .rc 7F.IM19 MIS . DISCL0,WRE FOR CONFESSION OF J%jDGMENT References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "***" has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership 101 U. S. Route 15 South Dillsburg, PA 17019 Lender: COMMERCE BANKIHARRISBURG N.A. COMMERCIAL MORTGAGE DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 (717) 975-5630 Declarant: Dusan Bratic 1521 High Meadow Lane Mechanicsburg, PA 17055 DISCLOSURE FOR CONFESSION OF JUDGMENT I AM EXECUTING, THIS DAY OF 6- OG0 6 , 2009 A GUARANTY FOR AN UNLIMITED AMOUNT. A. I UNDERSTAND THAT THE GUARANTY CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE GUARANTY, WITHOUT ADVANCE NOTICE TO ME AND WITHOUT OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST ME UNDER THE GUARANTY, I AM KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S ENT [i1NG JUDGMENT AGAINST ME BY CONFESSION AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION. INITIALS: >: ` `:::;.•:'•y'`:.:.::i: 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 GUARANTY ALSO CONTAINS LANGUAGE THAT WOULD PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE JUDGMENT BY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, I AM KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S IMMEDIATELY EXECUTING ON THE JUDGMENT IN ANY MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING ME ANY ADVANCE NOTICE. INITIALS: C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, I REPRESENT THAT: INITIALS ?-? / 1) I WAS REPRESENTED BY MY OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE GUARANTY. 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY TO MY ATTENTION. D. I CERTIFY THAT MY ANNUAL INCOME EXCEEDS $10,000; THAT THE BLANKS IN THIS DISCLOSURE WERE FILLED IN WHEN 1 INITIALED AND SIGNED IT; AND THAT 1 RECEIVED A COPY AT THE TIME OF SIGNING. THIS DISCL SURE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF HALED INSTRUMENT ACCORDING TO LAW. X ... LASER PRO LmdNd, Vw. 9.30.00.004 Copr. Nwlmd FlnmeW SoWt n.. Ina 1997, 2007. A9 Po9h%R-.d. -PA N:IWINAPPS%LPWIIACRILPL1D30.FC TR.2"19 PR-19 COMMERCIAL GUARANTY References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "' • has been omitted due to text lenqth limitations. Borrower: Progress Avenue Limited Partnership 101 U. S. Route 15 South Dillsburg, PA 17019 Lender: COMMERCE BANK/HARRISBURG N.A. COMMERCIAL MORTGAGE DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 (717) 975-5630 Guarantor: Kathleen M. Bratic 1521 High Meadow Lane Mechanicsburg, PA 17055 CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all Borrower's obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender's remedies against anyone else obligated to pay the Indebtedness or against any collateral securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same-day funds, without set-off or deduction or counterclaim, and will otherwise perform Borrower's obligations under the Note and Related Documents. Under this Guaranty, Guarantor's liability is unlimited and Guarantor's obligations are continuing. INDEBTEDNESS. The word "Indebtedness" as used in this Guaranty means all of the principal amount outstanding from time to time and at any one or more times, accrued unpaid interest thereon and all collection costs and legal expenses related thereto permitted by law, reasonable attorneys' fees, arising from any and all debts, liabilities and obligations of every nature or form, now existing or hereafter arising or acquired, that Borrower individually or collectively or interchangeably with others, owes or will owe Lender. "Indebtedness" includes, without limitation, loans, advances, debts, overdraft indebtedness, credit card indebtedness, lease obligations, liabilities and obligations under any interest rate protection agreements or foreign currency exchange agreements or commodity price protection agreements, other obligations, and liabilities of Borrower, and any present or future judgments against Borrower, future advances, loans or transactions that renew, extend, modify, refinance, consolidate or substitute these debts, liabilities and obligations whether: voluntarily or involuntarily incurred; due or to become due by their terms or acceleration; absolute or contingent; liquidated or unliquidated; determined or undetermined; direct or indirect; primary or secondary in nature or arising from a guaranty or surety; secured or unsecured; joint or several or joint and several; evidenced by a negotiable or non-negotiable instrument or writing; originated by Lender or another or others; barred or unenforceable against Borrower for any reason whatsoever; for any transactions that may be voidable for any reason (such as infancy, insanity, ultra vires or otherwise); and originated then reduced or extinguished and then afterwards increased or reinstated. If Lender presently holds one or more guaranties, or hereafter receives additional guaranties from Guarantor, Lender's rights under all guaranties shall be cumulative. This Guaranty shall not (unless specifically provided below to the contrary) affect or invalidate any such other guaranties. Guarantor's liability will be Guarantor's aggregate liability under the terms of this Guaranty and any such other unterminated guaranties. CONTINUING GUARANTY. THIS IS A "CONTINUING GUARANTY" UNDER WHICH GUARANTOR AGREES TO GUARANTEE THE FULL AND PUNCTUAL PAYMENT, PERFORMANCE AND SATISFACTION OF THE INDEBTEDNESS OF BORROWER TO LENDER, NOW EXISTING OR HEREAFTER ARISING OR ACQUIRED, ON AN OPEN AND 'CONTINUING BASIS. ACCORDINGLY, ANY PAYMENTS MADE ON THE INDEBTEDNESS WILL NOT DISCHARGE OR DIMINISH GUARANTOR'S OBLIGATIONS AND LIABILITY UNDER THIS GUARANTY FOR ANY REMAINING AND SUCCEEDING INDEBTEDNESS EVEN WHEN ALL OR PART OF THE OUTSTANDING INDEBTEDNESS MAY BE A ZERO BALANCE FROM TIME TO TIME. DURATION OF GUARANTY. This Guaranty will take effect when received by Lender without the necessity of any acceptance by Lender, or any notice to Guarantor or to Borrower, and will continue in full force until all the Indebtedness incurred or contracted before receipt by Lender of any notice of revocation shall have been fully and finally paid and satisfied and all of Guarantor's other obligations under this Guaranty shall have been performed in full. If Guarantor elects to revoke this Guaranty, Guarantor may only do so in writing. Guarantor's written notice of revocation must be mailed to Lender, by certified mail, at Lender's address listed above or such other place as Lender may designate in writing. Written revocation of this Guaranty will apply only to new Indebtedness created after actual receipt by Lender of Guarantor's written revocation. For this purpose and without limitation, the term "new Indebtedness" does not include the Indebtedness which at the time of notice of revocation is contingent, unliquidated, undetermined or not due and which later becomes absolute, liquidated, determined or due. For this purpose and without limitation, "new Indebtedness" does not include all or part of the Indebtedness that is: incurred by Borrower prior to revocation; incurred under a commitment that became binding before revocation; any renewals, extensions, substitutions, and modifications of the Indebtedness. This Guaranty shall bind Guarantor's estate as to the Indebtedness created both before and after Guarantor's death or incapacity, regardless of Lender's actual notice of Guarantor's death. Subject to the foregoing, Guarantor's executor or administrator or other legal representative may terminate this Guaranty in the same manner in which Guarantor might have terminated it and with the same effect. Release of any other guarantor or termination of any other guaranty of the Indebtedness shall not affect the liability of Guarantor under this Guaranty. A revocation Lender receives from any one or more Guarantors shall not affect the liability of any remaining Guarantors under this Guaranty. It Is anticipated that fluctuations may occur in the aggregate amount of the Indebtedness covered by this Guaranty, and Guarantor specifically acknowledges and agrees that reductions in the amount of the Indebtedness, even to zero dollars ($0.00), shall not constitute a termination of this Guaranty. This Guaranty is binding upon Guarantor and Guarantor's heirs, successors and assigns so long as any of the Indebtedness remains unpaid and even though the Indebtedness may from time to time be zero dollars ($0.00). GUARANTOR'S AUTHORIZATION TO LENDER. Guarantor authorizes Lender, either before or after any revocation hereof, without notice or demand and without lessening Guarantor's liability under this Guaranty, from time to time: (A) prior to revocation as set forth above, to make one or more additional secured or unsecured loans to Borrower, to lease equipment or other goods to Borrower, or otherwise to extend additional credit to Borrower; (B) to alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for payment or other terms of the Indebtedness or any part of the Indebtedness, including increases and decreases of the rate of interest on the Indebtedness; extensions may be repeated and may be for longer than the original loan term; (C) to take and hold security for the payment of this Guaranty or the Indebtedness, and exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any such security, with or without the substitution of new collateral; ID) to release, substitute, agree not to sue, or deal with any one or more of Borrower's sureties, endorsers, or other guarantors on any terms or in any manner Lender may choose; (E) to determine how, when and what application of payments and credits shall be made on the Indebtedness; (F) to apply such security and direct the order or manner of sale thereof, including without limitation, any nonjudicial sale permitted by the terms of the controlling security agreement or deed of trust, as Lender in its discretiorn may determine; (G) to sell, transfer, assign or grant participations in all or any part of the Indebtedness; and (H) to assign or transfer this COMMERCIAL GUARANTY Loan No: 3540388 (Continued) Page 2 Guaranty in whole or in part. GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants to Lender that (A) no representations or agreements of any kind have been made to Guarantor which would limit or qualify in any way the terms of this Guaranty; (B) this Guaranty is executed at Borrower's request and not at the request of Lender; (C) Guarantor has full power, right and authority to enter into this Guaranty; (D) the provisions of this Guaranty do not conflict with or result in a default under any agreement or other instrument binding upon Guarantor and do not result in a violation of any law, regulation, court decree or order applicable to Guarantor; (E) Guarantor has not and will not, without the prior written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer, or otherwise dispose of all or substantially all of Guarantor's assets, or any interest therein; (F) upon Lender's request, Guarantor will provide to Lender financial and credit information in form acceptable to Lender, and all such financial information which currently has been, and all future financial information which will be provided to Lender is and will be true and correct in all material respects and fairly present Guarantor's financial condition as of the dates the financial information is provided; (G) no material adverse change has occurred in Guarantor's financial condition since the date of the most recent financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (H) no litigation, claim, investigation, administrative proceeding or similar action (including those for unpaid taxes) against Guarantor is pending or threatened; (1) Lender has made no representation to Guarantor as to the creditworthiness of Borrower; and (J) Guarantor has established adequate means of obtaining from Borrower on a continuing basis information regarding Borrower's financial condition. Guarantor agrees to keep adequately informed from such means of any facts, events, or circumstances which might in any way affect Guarantor's risks under this Guaranty, and Guarantor further agrees that Lender shall have no obligation to disclose to Guarantor any information or documents acquired by Lender in the course of its relationship with Borrower. GUARANTOR'S FINANCIAL STATEMENTS. Guarantor agrees to furnish Lender with the following: Annual Statements. As soon as available, but in no event later than one-hundred-twenty (120) days after the end of each fiscal year, Guarantor's balance sheet and income statement for the year ended, prepared by Guarantor. Tax Returns. As soon as available, but in no event later than one-hundred-twenty (120) days after the applicable filing date for the tax reporting period ended, Federal and other governmental tax returns, prepared by Guarantor. All financial reports required to be provided under this Guaranty shall be prepared in accordance with GAAP, applied on a consistent basis, and certified by Guarantor as being true and correct. GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor waives any right to require.: Lender (A) to continue lending money or to extend other credit to Borrower; (B) to make any presentment; protest, demand, or notice of•any kind, including notice of any nonpayment of the Indebtedness or of any nonpayment related to any .collateral, or notice of any action or: nonaction on the part of Borrower, Lender, any surety, endorser, or other guarantor in connection with the Indebtedness or in connection with the, creation of new or additional loans or obligations; (C) to resort for payment or to proceed directly or at once against any person, including Borrower or any other guarantor; (D) to proceed directly against or exhaust any collateral held by Lender from Borrower, any other guarantor, or any other person; (E) to give notice of the terms, time, and place of any public or private sale of personal property security held by Lender from Borrower or to comply with any other applicable provisions of the Uniform Commercial Code; (F) to pursue any other remedy within Lender's power; or (G) to commit any act or omission of any kind, or at any time, with respect to any matter whatsoever. Guarantor also waives any and all rights or defenses based on suretyship or impairment of collateral including, but not limited to, any rights or defenses arising by reason of (A) any "one action" or "anti-deficiency" law or any other law which may prevent Lender from bringing any action, including a claim for deficiency, against Guarantor, before or after Lender's commencement or completion of any foreclosure action, either judicially or by exercise of a power of sale; (B) any election of remedies by Lender which destroys or otherwise adversely affects Guarantor's subrogation rights or Guarantor's rights to proceed against Borrower for reimbursement, including without limitation, any loss of rights Guarantor may suffer by reason of any law limiting, qualifying, or discharging the Indebtedness; (C) any disability or other defense of Borrower, of any other guarantor, or of any other person, or by reason of the cessation of Borrower's liability from any cause whatsoever, other than payment in full in legal tender, of the Indebtedness; (D) any right to claim discharge of the Indebtedness on the basis of unjustified impairment of any collateral for the Indebtedness; (E) any statute of limitations, if at any time any action or suit brought by Lender against Guarantor is commenced, there is outstanding Indebtedness which is not barred by any applicable statute of limitations; or (F) any defenses given to guarantors at law or in equity other than actual payment and performance of the Indebtedness. If payment is made by Borrower, whether-voluntarily or otherwise, or by any third party, on the Indebtedness and there after-Lender.is..forced_to remit-the-amount-of.-that-payment to Borrower's trustee in bankruptcy or to any similar person under any federal or state bankruptcy law or law for the relief of debtors, the Indebtedness shall be considered unpaid for the purpose of the enforcement of this Guaranty. Guarantor further waives and agrees not to assert or claim at any time any deductions to the amount guaranteed under this Guaranty for any claim of setoff, counterclaim, counter demand, recoupment or similar right, whether such claim, demand or right may be asserted by the Borrower, the Guarantor, or both. GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and agrees that each of the waivers set forth above is made with Guarantor's full knowledge of its significance and consequences and that, under the circumstances, the waivers are reasonable and not contrary to public policy or law. If any such waiver is determined to be contrary to any applicable law or public policy, such waiver shall be effective only to the extent permitted by law or public policy. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Guarantor's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Guarantor holds jointly with someone else and all accounts Guarantor may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Guarantor authorizes Lender, to the extent permitted by applicable law, to hold these funds if there is a default, and Lender may apply the funds in these accounts to pay what Guarantor owes under the terms of this Guaranty. SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the Indebtedness, whether now existing or hereafter created, shall be superior to any claim that Guarantor may now have or hereafter acquire against Borrower, whether or not Borrower becomes insolvent. Guarantor hereby expressly subordinates any claim Guarantor may have against Borrower, upon any account whatsoever, to any claim that Lender may now or hereafter have against Borrower. In the event of insolvency and consequent liquidation of the assets of Borrower, through bankruptcy, by an assignment for the benefit of creditors, by voluntary liquidation, or otherwise, the assets of Borrower applicable to the payment of the claims of both Lender and Guarantor shall be paid to Lender and shall be first applied by Lender to the Indebtedness. Guarantor does hereby assign to Lender all claims which it may have or acquire against Borrower or against any assignee or trustee in bankruptcy of Borrower; provided however, that such assignment shall be effective only for the purpose of assuring to Lender full payment in legal tender of the Indebtedness. If Lender so requests, any notes or credit agreements now or hereafter evidencing any debts or obligations of Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and shall be delivered to Lender. Guarantor agrees, and Lender is hereby authorized, ^ name of Guarantor, from time to time to file ;ng statements and continuation statements and to execute documents and to take su, :er actions as Lender deems necessary or appi_, b to perfect, preserve and enforce its rights under this Guaranty. COMMERCIAL GUARANTY Loan No: 3540388 (Continued) MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty: Page 3 Amendments. This Guaranty, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Attorneys' Fees; Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, including Lender's reasonable attorneys' fees and Lender's legal expenses, incurred in connection with the enforcement of this Guaranty. Lender may hire or pay someone else to help enforce this Guaranty, and Guarantor shall pay the costs and expenses of such enforcement. Costs and expenses include Lender's reasonable attorneys' fees and legal expenses whether or not there is a lawsuit, including reasonable attorneys' fees and legal expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collection services. Guarantor also shall pay all court costs and such additional fees as may be directed by the court. Caption Headings. Caption headings in this Guaranty are for convenience purposes only and are not to be used to interpret or define the provisions of this Guaranty. Governing Law. This Guaranty will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. Integration. Guarantor further agrees that Guarantor has read and fully understands the terms of this Guaranty; Guarantor has had the opportunity to be advised by Guarantor's attorney with respect to this Guaranty; the Guaranty fully reflects Guarantor's intentions and parol evidence is not required to interpret the terms of this Guaranty. Guarantor hereby indemnifies and holds Lender harmless from all losses, claims, damages, and costs (including Lender's attorneys' fees) suffered or incurred by Lender as a result of any breach by Guarantor of the warranties, representations and agreements of this paragraph. Interpretation. In all cases where there is more than one Borrower or Guarantor, then all words used in this Guaranty in the singular shall be deemed to have been used in the plural where the context and construction so require; and where there is more than one Borrower named in this Guaranty or when this Guaranty is executed by more than one Guarantor, the words "Borrower" and "Guarantor" respectively shall mean all and any one or more of them. The words "Guarantor," "Borrower," and "Lender" include the heirs, successors, assigns, and transferees of each of them. If a court finds that any provision of this Guaranty is not valid or should not be enforced, that fact by itself will not mean that the rest of this Guaranty will not be valid or enforced. Therefore, a court will enforce the rest of the provisions of this Guaranty even if a provision of this Guaranty may be found to be invalid or unenforceable. If any one or more of Borrower or Guarantor are corporations, partnerships, limited liability companies, or similar entities, it is not necessary for Lender to inquire into the powers of Borrower or Guarantor or of the officers, directors, partners, managers, or other agents acting or purporting to act on their behalf, and any indebtedness made or created in reliance upon the professed exercise of such powers shall be guaranteed under this Guaranty. Notices. Unless otherwise provided by applicable law, any notice required to be given under this Guaranty shall be given in writing, and, except for revocation notices by Guarantor, shall be effective when actually delivered, when actually received by telefacsimile (unless otherwise required by law), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United States mail, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Guaranty. All revocation notices by Guarantor shall be in writing and shall be effective upon delivery to Lender as provided in the section of this Guaranty entitled "DURATION OF GUARANTY." Any party may change its address for notices under this Guaranty by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Guarantor agrees to keep Lender informed at all times of Guarantor's current address. Unless otherwise provided by applicable law, if there is more than one Guarantor, any notice given by Lender to any Guarantor is deemed to be notice given to all Guarantors. No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Guaranty unless such waiver is given in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lender's right otherwise to demand strict compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender, nor any course of dealing between Lender and Guarantor, shall constitute a waiver of any of Lender's rights or of any of Guarantor's obligations as to any future transactions. Whenever the consent of Lender is required under this Guaranty, the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender. Successors and Assigns. The terms of this Guaranty shall be binding upon Guarantor, and upon Guarantor's heirs, personal representatives, successors, and assigns, and shall be enforceable by Lender and its successors and assigns. DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Guaranty. Unless specifically stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States 'of America. Words and terms used in the singular shall include the plural, and the plural shall include the singular, as the context may require. Words and terms not otherwise defined in this Guaranty shall have the meanings attributed to such terms in the Uniform Commercial Code: Borrower. The word "Borrower" means Progress Avenue Limited Partnership and includes all co-signers and co-makers signing the Note and all their successors and assigns. GAAP. The word "GAAP" means generally accepted accounting principles. Guarantor. The word "Guarantor" means everyone signing this Guaranty, including without limitation Kathleen M. Bratic, and in each case, any signer's successors and assigns. Guaranty. The word "Guaranty" means this guaranty from Guarantor to Lender. Indebtedness. The word "Indebtedness" means Borrower's indebtedness to Lender as more particularly described in this Guaranty. Lender. The word "Lender" means COMMERCE BANK/HARRISBURG N.A., its successors and assigns. Note. The word "Note" means and includes without limitation all of Borrower's promissory notes and/or credit agreements evidencing Borrower's loan obligations in favor of Lender, together with all renewals of, extensions of, modifications of, refinancings of, consolidations of and substitutions for promissory notes or credit agreements. Related Documents. The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness. COMMERCIAL GUARANTY Loan No: 3540388 (Continued) Page 4 PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR GUARANTOR AFTER THE AMOUNTS HEREUNDER BECOME DUE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST GUARANTOR FOR THE ENTIRE PRINCIPAL BALANCE OF THIS GUARANTY AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE INDEBTEDNESS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS GUARANTY OR A COPY OF THIS GUARANTY VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS GUARANTY TO CONFESS JUDGMENT AGAINST GUARANTOR SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS GUARANTY. GUARANTOR HEREBY WAIVES ANY RIGHT GUARANTOR MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO GUARANTOR'S ATTENTION OR GUARANTOR HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS GUARANTY AND AGREES TO ITS TERMS. IN ADDITION, EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AND DELIVERY OF THIS GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE MANNER SET FORTH IN THE SECTION TITLED "DURATION OF GUARANTY". NO FORMAL ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY EFFECTIVE. THIS GUARANTY IS DATED AUGUST 31, 2007. THIS GUARANTY IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS GUARANTY IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. GUARANTOR: ?:. X ', ?? ASeall Kathleen M. Bretic INDIVIDUAL ACKNOWLEDGMENT COMMONWEALTH OF PENNSYLVANIA 1 1 SS. ?{'L 1 COUNTY OF Y-0 s S? nn On this, the 3 I day of btu. , 20 6'1 , before me 5 1?2- It (- the undersigned No y Public, personally appeared Kathleen M. Bratic, 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. COMMONWEALTH OF PENNSYLVANIA Notarial Seal Ronnetta S. Rider, Notary Public Dillsburg Boro, York County My Commission Expires-Feb. 12, 2009-- Member, Pennsylvania Association of Notaries Notary Public in and for the Stat of `l I SEA PRO L.dJ g. Va. 9.39.00.004 Cop,. Hr 11 R,on ' So4tb,.o, Inc. 1997. 2007. A2 Rghn R?wod. • PA HAMNAPM%LM1tACFRLPLIE20.FC TR-24419 PR-19 DISCLO? -jRE FOR CONFESSION OF J( )GMENT References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "***" has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership 101 U. S. Route 15 South Dilisburg, PA 17019 Lender: COMMERCE BANK/HARRISBURG N.A. COMMERCIAL MORTGAGE DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 (717) 975-5630 Declarant: Kathleen M. Bratic 1521 High Meadow Lane Mechanicsburg, PA 17055 DISCLOSURE FOR CONFESSION OF JUDGMENT I AM EXECUTING, THIS DAY OF /7 UG y ) T , 20 (7? , A GUARANTY FOR AN UNLIMITED AMOUNT. A. I UNDERSTAND THAT THE GUARANTY CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE GUARANTY, WITHOUT ADVANCE NOTICE TO ME AND WITHOUT OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST ME UNDER THE GUARANTY, I AM KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S ENTERING JUDGMENT AGAINST ME BY CONFESSION AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION. INITIALS: :%':,?,: •'.''st?? B. 1 FURTHER UNDERSTAND THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST ME WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY ALSO CONTAINS LANGUAGE THAT WOULD PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE JUDGMENT BY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, I AM KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S IMMEDIATELY EXECUTING ON THE JUDGMENT_IY MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING ME ANY ADVANCE NOTICE. INITIALS: 2 :::?:t ta:<:: / C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, I REPRESENT THAT: INITIALS V 1 WAS REPRESENTED BY MY OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE GUARANTY. 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY TO MY ATTENTION. D. I CERTIFY THAT MY ANNUAL INCOME EXCEEDS $10,000; THAT THE BLANKS IN THIS DISCLOSURE WERE FILLED IN WHEN 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 INSTRUMENT ACCORDING TO LAW. DECLARANT: X>< ... ,: »:aSeal) K thleen r c LASER PRO Lmdl- Va. 5.35.00.00{ Cop. HMS d FI-W Solution,. Ino. 1997, 2007. AS RiyhWRooorvM. -PA H:IWMAPM%LPWIMC nLPL1030.Fc 7R-21x19 MIS C? 00 0000. :; ga? 00ow ME7TE., EVANS & WOODSIDE A PBOrNISMONAL 001 POPATION ATT03NBUr9 AT I.A'1V a401 NORTH FRONT 6T101HT HOW BLL C. MYITE MARY AUCt BUSBY P.O. BOX $950 MARK A RW MUM W. BYARS ROBBRT MOORR KATHRYN L SIMSON HA88ISBUMG, PA 17110-0950 RONALD L 794CK 1926 - 2008 CHARLES B. MALLY THOMAS 1. SMIDA RANDALL C. HURST* PLTZR L RLSSLRR PAULA L LQCBT IBB NO. KILMISA L VAN RCK _ JAMR9 A. ULM TUHOTHY A. BOY R8-1985005 HEATHER 7- BZLLT "MARYLAND BAR JYEERCY A. ERNICO HENRY W. VAN ECK AARON T. DOMOTO TSLBIPHONB FA.OBTBIILE (717) 898-5000 (717) 288-1818 Dusan Bratic and Kathleen M. Bratic 5609 Pinehurst Way Mechanicsburg, PA 17050 TOLL 11%? 1-800-902-5097 X%Tt--//W WWJAMT=.UOM June 10, 2011 VIA REGULAR AND CERTIFIED MAIL, RETURN RECEIPT REQUESTED Re:' Loan No. 3540388 made by Metro Bank f/k/a Commerce Bank, Harrisburg/N.A. ("Bank") to Progress Avenue Limited Partnership (`Borrower") and guarantied by Dusan Bratic and Kathleen M. Bratic ("Guarantor"). Dear Guarantor: Reference is made to Borrower's Promissory Note dated August 31, 2007 in the original principal amount of $400,000.00 ("Note"). The Note is in default for failure to make payment when due on the Note and/or default on other obligations or debts ("Note Default"). This letter constitutes formal notice of the occurrence of the Note Default. As a result of the Note Default, Bank has elected to exercise its option to declare the entire unpaid principal balance of the Note and all accrued and unpaid interest to be due and payable. As of June 10, 2011, there is unpaid, due and owing to the Bank under the Note, the aggregate amount of $463,847.54 (`Balance Due"), itemized as follows: Principal: $399,958.33 Accrued Interest through 6/10/2011: $3,166.34 Late Charges through 6110/2011: $60,722.87 Other Fees/Char es TOTAL $463 847.54 Demand is hereby made for.-payment in full within fifteen (15) days of the date of this correspondence of the Balance Due, plus interest which accrues and fees and costs which Bank incurs after June 10, 2011, together with any and all other amounts which may become due under the Note. The Balance Due may increase or decrease as a result of the receipt of payments and the proceeds of collateral securing the Note and the accrual of interest, late charges, costs of collection and other fees, costs and expenses. Therefore, immediately prior to remitting payment, please contact the undersigned at (717) 232-5000 to- obtain final payoff amounts and remittance instructions. You are also notified that as a result of the Note Default, the Bank has elected to have the Note accrue interest at the Default Rate (as defined in the Note) as of June 10, 2011. June 10, 2011 Page 2 Nothing contained in this letter constitutes a waiver or release of any of the terms or provisions of the Note, or of any and all other instruments or agreements between or among Bank, Borrower and/or Guarantor {"Loan Documents"). Bank reserves all rights and remedies available to it under the Loan Documents and applicable law, all of which are expressly hereby reserved. No discussions between or among Bank, Borrower, and/or Guarantor concerning this notification, other loan relationships between or among Bank, Borrower, and/or Guarantor any other matter shall imply an agreement on the part of the Bank to waive any of its rights and remedies or to forbear from taking any action authorized by the Loan Documents or applicable law, whether or not such discussions may be continuing. Any communications with any representative of Bank, whether oral or written, will be mere discussions only and will not in any way commit or be binding upon Bank unless reduced to a writing signed by an authorized officer of Bank. Such communications will not represent any course of dealing, and in no manner shall you be entitled to rely in any way on any such discussions unless such communications are reduced to a writing signed by an authorized officer of Bank. The acceptance of any partial payment of any of the obligations of Borrower or Guarantor to Bank shall not be deemed a waiver or limitation of any of the Bank's rights reserved herein as to the full amount of any unpaid balance. Any delay or forbearance by Bank in the enforcement or pursuit of any of its rights and remedies under the Loan Documents or applicable law shall not constitute a waiver thereof, nor shall it be a bar to the exercise of Bank's rights or remedies at a later date. Should you have any questions, please do not hesitate to contact me. Sincerely, Heather Z. Kelly METTEF EVANS & WOODBIDE A PROBSMOI AL 000VORATION ATTOIQTRY8 AT LAW 8401 NORTH FRONT 8TNEXT HOWILL C. MBTTL MARY ALICI BUOY P.O. BOX 5950 ROBERTMOORL KATIMYNL.SNP" EAREM802%PA11110-0950 CHARLBP & ZWALLY THOMAS F. BMIDA , PLTRR J. RR88LRR PAULA J. LEICH'T IRS NO. JAML4 A. UL9H TIMOTHY A. HOY 28.1985005 JRFFRLY A. RRMCO HRMIY W. VAN LCK TRUIPRONH FA08EM]L8 ' (717) 282-5000 (717) 286-1816 TOLL XVUM 1-800-962-5097 HTTrY/W WW.Marrp-O0x m6 mw JAMB2 W. =VANE RONALD L. FK4CK 1926 - 2008 RAMALL G. HURBTk MAMA L. VAN WX HFATEW L KsLLY • MARYLAND BAR AARON T. DOMOTO June 10, 2011 Dusan Bratic and Kathleen M. Bratic 5609 Pinehurst Way Mechanicsburg, PA 17050 VIA REGULAR AND CERTIFIED MAIL, RETURN RECEIPT REQUESTED Re: Loan No. 3540388 made by Metro Bank Vk/a Commerce Bank, Harrisburg/N.A. ("Bank's to Progress Avenue Limited Partnership ("Borrower") and guarantied by Dusan Bratic and Kathleen M. Bratic ("Guarantor"). Dear Guarantor: Reference is made to Borrower's Promissory Note dated August 31, 2007 in the original principal amount of $400,000.00 ("Note"). The Note is in default for failure to make payment when due on the Note and/or default on other obligations or debts ("Note Default"). This letter constitutes formal notice of the occurrence of the Note Default. As a result of the Note Default, Bank has elected to exercise its option to declare the entire unpaid principal balance of the Note and all accrued and unpaid interest to be due and payable. As of June 10, 2011, there is unpaid, due and owing to the Bank under the Note, the aggregate amount of $463,847.54 ("Balance Due"), itemized as follows: Principal: $399,958.33 Accrued Interest through 6/10/2011: $3,166.34 Late Charges through 6/10/2011: $60,722.87 Other Fees/Charges TOTAL S463,847.54 Demand is hereby made for payment in full within fifteen (15) days of the date of this correspondence of the Balance Due, plus interest which accrues and fees and costs which Bank incurs after June 10, 2011, together with any and all other amounts which may become due under the Note. The Balance Due may increase or decrease as a result of the receipt of payments and the proceeds of collateral securing the Note and the accrual of interest, late charges, costs of collection and other fees, costs and expenses. Therefore, immediately prior to remitting payment, please contact the undersigned at (717) 232-5000 to obtain final payoff amounts and remittance instructions. You are also notified that as a result of the Note Default, the Bank has elected to have the Note accrue interest at the Default Rate (as defined in the Note) as of June 10, 2011. June 10, 2011 Page 2 Nothing contained in this letter constitutes a waiver or release of any of the terms or provisions of the Note, or of any and all other instruments or agreements between or among Bank, Borrower and/or Guarantor ("Loan Documents"). Bank reserves all rights and remedies available to it under the Loan Documents and applicable law, all of which are expressly hereby reserved. No discussions between or among Bank, Borrower, and/or Guarantor concerning this notification, other loan relationships between or among Bank, Borrower, and/or Guarantor any other matter shall imply an agreement on the part of the Bank to waive any of its rights and remedies or to forbear from taking any action authorized by the Loan Documents or applicable law, whether or not such discussions may be continuing. Any communications with any representative of Bank, whether oral or written, will be mere discussions only and will not in any way commit or be binding upon Bank unless reduced to a writing signed by an authorized officer of Bank Such communications will not represent any course of dealing, and in no manner shall you be entitled to rely in any way on any such discussions unless such communications are reduced to a writing signed by an authorized officer of Bank The acceptance of any partial payment of any of the obligations of Borrower or Guarantor to Bank shall not be deemed a waiver or limitation of any of the Bank's rights reserved herein as to the full amount of any unpaid balance. Any delay or forbearance by Bank in the enforcement or pursuit of any of its rights and remedies under the Loan Documents or applicable law shall not constitute a waiver thereof, nor shall it be a bar to the exercise of Bank's rights or remedies at a later date. Should you have any questions, please do not hesitate to contact me. Sincerely, Heather Z. Kelly METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly@mette.com Attorneys for Plaintiff METRO BANK, f/k/a Commerce Bank/Harrisburg, N.A. Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. DUSAN BRATIC and KATHLEEN M. DOCKET NO.// - s36-5- BRATIC Defendants NOTICE OF ENTRY OF JUDGMENT TO: Dusan Bratic 5609 Pinehurst Way Mechanicsburg, PA 17050 You are hereby notified pursuant to Rule 236 of the Pennsylvania Rules of Civil Procedure that Judgment has been entered against you in the amount of $525,160.60 as provided in the Note and Guaranties referenced in the Complaint plus all interest after the entry of such judgment at the rate permitted by law. Prothon of umberland County 016? AM `36 f ill EAL D We By: METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly@mette.com Attorneys for Plaintiff METRO BANK, f/k/a Commerce Bank/Harrisburg, N.A. Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. DOCKET NO. ?- DUSAN BRATIC and KATHLEEN M. BRATIC Defendants NOTICE OF ENTRY OF JUDGMENT TO: Kathleen M. Bratic 5609 Pinehurst Way Mechanicsburg, PA 17050 You are hereby notified pursuant to Rule 236 of the Pennsylvania Rules of Civil Procedure that Judgment has been entered against you in the amount of $525,160.60 as provided in the Note and Guaranties referenced in the Complaint plus all interest after the entry of such judgment at the rate permitted by law. Protho o um d County 3d 1?d SEAL Da By; OFT THE PROTHONOTApy 2011 JUN 30 PM 2: 09 CUMBERLAND COUNTY PENNSYLVANIA METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkellykmette.com Attorneys for Plaintiff METRO BANK, f/k/a Commerce Bank/Harrisburg, N.A. Plaintiff V. IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA : DOCKET NO. DUSAN BRATIC and KATHLEEN M. BRATIC Defendants Certificate of Address I hereby certify that the Defendants maintain residential addresses at: Dusan Bratic Kathleen M. Bratic 5609 Pinehurst Way 5609 Pinehurst Way Mechanicsburg, PA 17050 Mechanicsburg, PA 17050 Respectfully submitted, Heather Z. Kelly, Esquire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Date: June t. 2011 Attorneys for Plaintiff r METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkellykmette.com Attorneys for Plaintiff METRO BANK, f/k/a Commerce Bank/Harrisburg, N.A. Plaintiff V. DUSAN BRATIC and KATHLEEN M. BRATIC Defendants FILED-OFFICE OF THE PROTHONOTARY 2011 JUN 30 PH 2: 09 CUMBERLAND COUNT`; PENNSYLVANIA IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO. // - 5-3 6 S AFFIDAVIT OF NON-MILITARY SERVICE I am the attorney for Metro Bank, f/k/a Commerce Bank/Harrisburg, N.A., and according to the best of my information and belief, the Defendants are adult individuals and are not in the United States Military Service. Dusan Bratic 5609 Pinehurst Way Mechanicsburg, PA 17050 Kathleen M. Bratic 5609 Pinehurst Way Mechanicsburg, PA 17050 Respectfully submitted, 1 Heather Z. Kelly, Esquire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorneys for Plaintiff Date: June ???? , 2011 METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly@mette.com Attorneys for Plaintiff METRO BANK, f/k/a Commerce Bank/Harrisburg, N.A. Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. DUSAN BRATIC and KATHLEEN M. BRATIC Defendants DOCKET NO. Notice Under Pa R.C.P. 2958.1 Of Judgment And Execution Thereon Notice of Defendant's Rights TO: Dusan Bratic 5609 Pinehurst Way Mechanicsburg, PA 17050 A judgment in the amount of $525,160.60 has been entered against you 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, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. Cumberland County Lawyer Referral Service Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA 17013 (717) 249-3166 1-800-990-9108 Respectfully submitted, OAA"84 -?' kyz??- Heather Z. Kelly, squire 141 I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorneys for Plaintiff Date: June 11 2011 IN GP THRELPER00-TONFOFNICE TARP 2011 JUN 30 PM 2: 09 CUMBERLAND COUNTY PENNSYLVANIA METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkellykmette.com Attorneys for Plaintiff METRO BANK, f/k/a Commerce IN THE COURT OF COMMON PLEAS OF Bank/Harrisburg, N.A. CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff v. ` : DOCKET NO. -<36-5" DUSAN BRATIC and KATHLEEN M. BRATIC Defendants Notice Under Pa R.C.P. 2958.1 Of Judgment And Execution Thereon Notice of Defendant's Rights TO: Kathleen M. Bratic 5609 Pinehurst Way Mechanicsburg, PA 17050 A judgment in the amount of $525,160.60 has been entered against you 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. w 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, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. Cumberland County Lawyer Referral Service Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA 17013 (717) 249-3166 1-800-990-9108 Respectfully submitted, Heather Z. Kelly, E ire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorneys for Plaintiff Date: JuneZ?, 2011 FILED-OFFICE OF THE PROTHONOTARY 2011 JUN 30 PM 2: 09 CUMBERLAND COUNTT PENNSYLVANIA METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly0)mette.com Attorneys for Plaintiff METRO BANK, f/k/a Commerce Bank/Harrisburg, N.A. Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. DUSAN BRATIC and KATHLEEN M. BRATIC Defendants DOCKET NO. /I- 5-3G6- NOTICE UNDER 42 Pa. C.S.A. 2737.1 OF RIGHT TO RECOVER ATTORNEY FEES AND COSTS AND PROCEDURE TO FOLLOW TO STRIKE OFF OR OPEN A CONFESSED JUDGMENT TO: Dusan Bratic 5609 Pinehurst Way Mechanicsburg, PA 17050 Pursuant to 42 Pa.C.S.A. 273 you are hereby notified that a debtor who has been incorrectly identified and had a confession of judgment entered against him shall be entitled to costs and reasonable attorney fees as determined by the court. Pursuant to 42 Pa.C.S.A. § 273 you are hereby notified of the instructions regarding the procedure to follow to strike off or open a confessed judgment under Pennsylvania Rule of Civil Procedure 2959, which is reproduced in full, on the following page. Respectfully submitted, a-a,A?-3, &4z Bather Z. Kelly, squire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorneys for Plaintiff Date: June M, 2011 PENNSYLVANIA RULE OF CIVIL PROCEDURE 2959 STRIKING OFF OR OPENING JUDGMENT; PLEADINGS AND PROCEDURE (a)(1) Relief from a judgment by confession shall be sought by petition. Except as provided in subparagraph (2), all grounds for relief whether to strike off the judgment or to open it must be asserted in a single petition. The petition may be filed in the county in which the judgment was originally entered, in any county to which the judgment has been transferred or in any other county in which the sheriff has received a writ of execution directed to the sheriff to enforce the judgment (2) The ground that the waiver of the due process rights of notice and hearing was not voluntary, intelligent and knowing shall be raised only (i) in support of a further request for a stay of execution where the court has not stayed execution despite the timely filing of a petition for relief from the judgment and the presentation of prima facie evidence of a defense; and (ii) as provided by Rule 2958.3 or Rule 2973.3. (3) If written notice is served upon the petitioner pursuant to Rule 2956.1(c)(2) or Rule 2973.1(c), the petition shall be filed within thirty days after such service. Unless the defendant can demonstrate that there were compelling reasons for the delay, a petition not timely filed shall be denied. (b) If the petition states prima facie grounds for relief the court shall issue a rule to show cause and may grant a stay of proceedings. After being served with a copy of the petition the plaintiff shall file an answer on before the return day of the rule. The return day of the rule shall be fixed by the court by local rule or special order. (c) A party waives all defenses and objections which are not included in the petition or answer. (d) The petition and the rule to show cause and the answer shall be served as provided in Rule 440. (e) The court shall dispose of the rule on petition and answer, and on any testimony, depositions, admissions and other evidence. The court for cause shown may stay proceedings on the petition insofar as it seeks to open the judgment pending disposition of the application to strike off the judgment. If evidence is produced which in a jury trial would require the issues to be submitted to the jury, the court shall open the judgment. (f) The lien of the judgment or of any levy or attachment shall be preserved while the proceedings to strike off or open the judgment are pending. (g) (1) A judgment shall not be stricken or opened because of a creditor's failure to provide a debtor with instructions imposed by an existing statute, if any, regarding procedures to follow to strike a judgment or regarding any rights available to an incorrectly identified debtor. (2) Subdivision (g)(1) shall apply to (1) judgment entered prior to the effective date of a subdivision (g) which have not been stricken or opened as of the effective date and (2) judgment entered on or after the effective date. FILED-Off ICE OF THE PROTHONOTARY 2011 JUN 30 PM 2: 09 CUMBERLAND COUNTY PENNSYLVANIA METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly(a mette.com Attorneys for Plaintiff METRO BANK, f/k/a Commerce Bank/Harrisburg, N.A. Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. DUSAN BRATIC and KATHLEEN M BRATIC Defendants DOCKET NO. ?t - 31 4 NOTICE UNDER 42 Pa. C.S.A. 2737.1 OF RIGHT TO RECOVER ATTORNEY FEES AND COSTS AND PROCEDURE TO FOLLOW TO STRIKE OFF OR OPEN A CONFESSED JUDGMENT TO: Kathleen M. Bratic 5609 Pinehurst Way Mechanicsburg, PA 17050 Pursuant to 42 Pa.C.S.A. 273 you are hereby notified that a debtor who has been incorrectly identified and had a confession of judgment entered against him shall be entitled to costs and reasonable attorney fees as determined by the court. Pursuant to 42 Pa.C.S.A. § 2737.1, you are hereby notified of the instructions regarding the procedure to follow to strike off or open a confessed judgment under Pennsylvania Rule of Civil Procedure 2959, which is reproduced in full, on the following page. Respectfully submitted, Heather Z. Kelly, E quire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorneys for Plaintiff Date: June 2011 PENNSYLVANIA RULE OF CIVIL PROCEDURE 2959 STRIKING OFF OR OPENING JUDGMENT; PLEADINGS AND PROCEDURE (a)(1) Relief from a judgment by confession shall besought by petition. Except as provided in subparagraph (2), all grounds for relief whether to strike off the judgment or to open it must be asserted in a single petition. The petition may be filed in the county in which the judgment was originally entered, in any county to which the judgment has been transferred or in any other county in which the sheriff has received a writ of execution directed to the sheriff to enforce the judgment (2) The ground that the waiver of the due process rights of notice and hearing was not voluntary, intelligent and knowing shall be raised only (i) in support of a further request for a stay of execution where the court has not stayed execution despite the timely filing of a petition for relief from the judgment and the presentation of prima facie evidence of a defense; and (ii) as provided by Rule 2958.3 or Rule 2973.3. (3) If written notice is served upon the petitioner pursuant to Rule 2956.1(c)(2) or Rule 2973.1(c), the petition shall be filed within thirty days after such service. Unless the defendant can demonstrate that there were compelling reasons for the delay, a petition not timely filed shall be denied. (b) If the petition states prima facie grounds for relief the court shall issue a rule to show cause and may grant a stay of proceedings. After being served with a copy of the petition the plaintiff shall file an answer on before the return day of the rule. The return day of the rule shall be fixed by the court by local rule or special order. (c) A party waives all defenses and objections which are not included in the petition or answer. (d) The petition and the rule to show cause and the answer shall be served as provided in Rule 440. (e) The court shall dispose of the rule on petition and answer, and on any testimony, depositions, admissions and other evidence. The court for cause shown may stay proceedings on the petition insofar as it seeks to open the judgment pending disposition of the application to strike off the judgment. If evidence is produced which in a jury trial would require the issues to be submitted to the jury, the court shall open the judgment. (f) The lien of the judgment or of any levy or attachment shall be preserved while the proceedings to strike off or open the judgment are pending. (g) (1) A judgment shall not be stricken or opened because of a creditor's failure to provide a debtor with instructions imposed by an existing statute, if any, regarding procedures to follow to strike a judgment or regarding any rights available to an incorrectly identified debtor. (2) Subdivision (g)(1) shall apply to (1) judgment entered prior to the effective date of a subdivision (g) which have not been stricken or opened as of the effective date and (2) judgment entered on or after the effective date. 539588v1 SHERIFF'S OFFICE OF CUMBERLAND COUNTY Ronny R Anderson Sheriff FILED-OFFICE Jody S Smith UE THE PROTHONOTAR Chief Deputy 2011 JUL I I AM 11: 20 Richard W Stewart Solicitor ?._ CUMBERLAND COUNTY PENNSYLVANIA Metro Bank vs Case Number . Dusan Bratic (et al.) 2011-5365 SHERIFF'S RETURN OF SERVICE 07/05/2011 08:15 PM - Amanda Cobaugh, Deputy Sheriff, who being duly sworn according to law, states that on July 5, 2011 at 2015 hours, she served a true copy of the within Complaint in Confession of Judgment and Notice, upon the within named defendant, to wit: Kathleen M. Bratic, by making known unto herself personally, at 5609 Pinehurst Way, Mechanicsburg, Cumberland County, Pennsylvania 17050 its contents and at the same time handing to her personally the said true and correct copy of the same. , dA by) d L C&??u A A COBAUGH, DEPU13 07/05/2011 08:15 PM - Amanda Cobaugh, Deputy Sheriff, who being duly sworn according to law, states that on July 5, 2011 at 2015 hours, she served a true copy of the within Complaint in Confession of Judgment and Notice, upon the within named defendant, to wit: Dusan Bratic, by making known unto Kathleen Bratic, Wife of Defendant at 5609 Pinehurst Way, Mechanicsburg, Cumberland County, Pennsylvania 17050 its contents and at the same time handing to her personally the said true and correct copy of the same. I 1 01 ma, ri kn I V?' AMA A COBAUGH, DEPUTY SHERIFF COST: $54.44 July 06, 2011 SO ANSWERS, RON R ANDERSON, SHERIFF !c) Coun`Vsuito Sh'&"f. Te.eosoff. I,- S METRO BANK, f/k/a Commerce IN THE COURT OF COMMON PLEAS OF Bank/Harrisburg, N.A. CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff V. : DOCKET NO. 11-5365 CIVIL? DUSAN BRATIC and a KATHLEEN M. BRATIC rn Defendants y C:j RULE TO SHOW CAUSE AND NOW, this /G? day of , 2011, it is hereby ORDERED that: 1. A Rule is issued upon Respondent to show cause, if any it has, why the Judgment entered in the above-captioned matter should not be opened and the defenses of the Petitioner be permitted; 2. The Respondent shall file an Answer to the Petition to Open Judgment within ,g,.6 days from the days of service upon the Respondent; 3. The Petition shall be decided under Pa.R.C.P. 206.7; 4. Depositions shall be completed within days of this date; 5. Argument shall be held on 20i/ in Courtroom No. of the ln4 ount Courthouse; CL& o"t, dQ? r-n, 6. Notice of the entry of this Order shall be provided to all parties by the Petitioner; and 7. All proceedings, including all executions on the judgment docketed hereto are stayed pending this Court's review and determination of the Petition to Open Judgment and rulings thereon and the entry of an Order dissolving such Stay. Distribution List: Prothonotary Dusan Bratic, Esq. 101 South US Route 15, Dillsburg, PA 17019 ./ Heather Kelly, Esq. Mette, Evans & Woodside, 3401 N. Front St., PO Box 5950, Harrisburg, PA 17110-0950 - ?orie_s OX6 r C7 -v 3 _; C^7 I ,liIlG u i 9 l Y M 10• b7 U"'IBERLAND COUNTY PENNSYLVANIA METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Sup. Ct. ID No. 86291 3401 N. Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 - Phone (717) 236-1816 - Facsimile hzkellygmette.com Attorneys for Plaintiff METRO BANK, f/k/a COMMERCE IN THE COURT OF COMMON PLEAS OF BANK/HARRISBURG, N.A., CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff, DOCKET NOS. 11-5365-CIVIL V. DUSAN BRATIC and KATHLEEN BRATIC, Defendants MOTION FOR EXTENSION OF TIME Plaintiff, Metro Bank f/k/a Commerce Bank/Harrisburg, N.A., by their counsel, Mette, Evans & Woodside, files the following Motion for Extension of Time of the August 16, 2011 Rules to Show Cause and aver in support: 1. On August 16, 2011, the Honorable Court issued identical Rules to Show Cause with regard to all of the above-referenced matters. 2. Counsel for the parties are actively engaged in negotiations in an attempt to settle all of the above-referenced actions. 542275v1 3. In an effort to contain costs of litigation, counsel for the parties jointly request an extension of time of the deadlines contained in the August 16, 2011 Rules to Show Cause as follows: a. The deadline for Plaintiff to file Answers to the Petitions to Open Judgment is extended to September 30, 2011 b. The deadline for taking depositions, if sought, is October 16, 2011 C. As previously scheduled, argument shall be held on October 21, 2011, in Courtroom No. 4 of the Cumberland County Courthouse at 2:00 p.m. 4. Counsel for the Defendants, Dusan Bratic and Kathleen Bratic, do not oppose this Motion. WHEREFORE, Plaintiff, Metro Bank, f/k/a Commerce Bank/Harrisburg, N.A. respectfully requests this Honorable Court enter an Order extending the deadlines of the August 16, 2011 Rules to Show Cause. Respectfully submitted, METTE, EVANS & WOODSIDE By: HEATHER LLY, SQUIRE Sup. Ct. I.D. No. 86291 3401 North Front Street P. O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 - Phone (717) 236-1816 - Fax Attorneys Plaintiff, Metro Bank f/k/a Commerce Bank/Harrisburg, N.A. Date: August 26, 2011 2 CERTIFICATE OF SERVICE I certify that I am this day serving a copy of the foregoing document upon the person(s) and in the manner indicated below, which service satisfies the requirements of the Pennsylvania Rules of Civil Procedure, by depositing a copy of same in the United States Mail at Harrisburg, Pennsylvania, with first-class postage, prepaid, as follows: Dusan Bratic, Esquire BRATIC and PORTKO 101 South Office Center, Suite A 101 South U.S. Route 15 Dillsburg, PA 17019 Respectfully submitted, METTE, EVANS & WOODSIDE By: HEATHER Z. LY, ES IRE Sup. Ct. I.D. No. 86291 3401 North Front Street P. O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 - Phone (717) 236-1816 - Fax Attorneys Plaintiff, Metro Bank f/k/a Commerce Bank/Harrisburg, N.A. Date: August 26, 2011 METRO BANK, fWa COMMERCE BANK/HARRISBURG, N.A., Plaintiff, V. DUSAN BRATIC and KATHLEEN BRATIC, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYIAANIA c 4 DOCKET NOS. 11 365 - CIVIL rn =-n w C:)c :mac z? ?Z(Z? C:) -n , Co ORDER AND NOW, this -7i day of August, 2011, upon Plaintiff s, Metro Bank, fWa Commerce Bank/Harrisburg, N.A. Motion for Extension of Time, IT IS HEREBY ORDERED that the following dates of the August 16, 2011 Rules to Show Cause filed in the above- referenced matters are extended as follows: The deadline for Plaintiff to file Answers to the Petitions to Open Judgment is extended to September 30, 2011 2. The deadline for taking depositions, if sought, is October 16, 2011. 3. As previously scheduled, argument shall be held on October 21, 2011, in Courtroom No. 4 of the Cumberland County Courthouse t 2:00 p.m. Distribution List: The HonAble Kevin A. Hess Prothonotary ?Heather Z. Kelly, Esquire, Mette, Evans & Woodside, 3401 N. Front Street, P.O. Box 5950, Harrisburg, PA 17110-0950; hzkellykmette.com; phone number (717) 232-5000 .,-Dusan Bratic, Esquire, Bratic and Portko, 101 Office Center, Suite A, 101 South U.S. Route 15, Dillsburg, PA 17019; phone number (717) 432-9706