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Home My WebLink About11-6004-1LEO-Gr"f iCE ?E PROTHONOTAR't 2011 JUL 28 PF' 12= 59 UMBERLANO 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 V. PROGRESS AVENUE LIMITED PARTNERSHIP Defendant IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO. 11, U t y ?j VI PRAECIPE TO TRANSFER JUDGMENT TO ANOTHER COUNTY TO THE PROTHONOTARY: Pursuant to Pennsylvania Rule of Civil Procedure 3002, please file of record the attached certified copy of Dauphin County Docket No. 2011-CV-6467-NT. Please enter judgment in the total amount of $427,073.54, plus interest from June 22, 2011 onward at the per diem rate of CWT ¢aq.cD pd a? C9 vq It ]Aa„? IUaiIP? $45.14, attorney's fees and costs, until paid in full in the appropriate docket and index same against the Defendant, Progress Avenue Limited Partnership Respectfully submitted, METTE, EVANS & WOODSIDE By: A "-. 1?1 ?, Kde4 Heather Z. Kelly, squire Sup. Ct. I.D. No. 86291 3401 North Front Street P. O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 - Phone Attorneys for Plaintiffs Date: July 2011 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: Progress Avenue Limited Partnership 101 US Route 15 South Dillsburg, PA 17019 METTE, EVANS & WOODSIDE By: /_ ?--"L //./,; Heather Z. Kelly I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorney for Plaintiff Date: July 2011 In The Court of Common Pleat of ?Daupbin Countp, Vennoplbania Metro Bank, f/k/a Commerce Bank/Harrisburg, N.A No. 2011-CV-06467-NT VS. Progress Avenue Limited Partnership CERTIFICATION OF DOCKET ENTRIES AND JUDGMENT I, the undersigned Prothonotary of the Court of Common Pleas of Dauphin County, Pennsylvania, do hereby certify that the attached is a full, true and correct copy of the docket entries in the above captioned case. I further certify that judgment was entered in favor of Plaintiff, Metro Bank, f/k/a Commerce Bank/Harrisburg, N.A. and against Defendant(s), Progress Avenue Limited Partnership on June 30, 2011 in said case in the amount of $427,073.54 + Costs. N 3n Xegtfmonp Ifjereof, I have hereunto set my hand and affixed the set o4the Court, on Friday, July 22, 2011. U)kod, Prot onotary By: Deputy Date: 7/22/2011 Time: 01:49 PM Page 1 of 2 Filed: Subtype: Comment: Dauphin County Complete Case History Case: 2011-CV-06467-NT Metro Bank, etal.vs.Progress Avenue Limited Partnership 6/30/2011 Notes Physical File: Y Appealed: N Status History Pending 6/30/2011 Pending / Judgment 6/30/2011 Judge History Date Judge Reason for Removal 6/30/2011 No Judge, Current Payments Receipt Date Type Kelly, Heather Z (attorney for Me 256027 6/30/2011 Civil Filing Mette, Evans & Woodside 257241 7/22/2011 Miscellaneous Exemplified Record 115.00 Miscellaneous Receipts Receipt Date 257241 7/22/2011 Plaintiff Name: Metro Bank Address: Phone: Home: Employer: Litigant Type: Comment: Attorneys Kelly, Heather Z Plaintiff Exemplified Record Work: (Primary attorney) Name: Commerce Bank Harrisburg Address: Phone: Home: Employer: Litigant Type: Comment: Attorneys Kelly, Heather Z Work: User: LBECHTEL Amount 49.00 115.00 Total 164.00 115.00 Sum: 115.00 SSN: DOB: Sex: Send notices: Y Send Notices SSN: DOB: Sex: Send notices: Y (Primary attorney) Send Notices Date: 7/22/2011 Dauphin County Time: 01:49 PM Complete Case History Page 2 of 2 Case: 2011-CV-06467-NT Metro Bank, etal.vs.Progress Avenue Limited Partnership Defendant Name: Progress Avenue Limited Partnership SSN: Address: DOB: Sex: Phone: Home: Work: Employer: Send notices: Y Litigant Type: Comment: Attorneys Kelly, Heather Z (Primary attorney) Send Notices Register of Actions 6/30/2011 New Civil Case Filed This Date. No Judge, Plaintiff: Metro Bank Attorney of Record: No Judge, Heather Z Kelly Defendant: Progress Avenue Limited No Judge, Partnership Attorney of Record: Heather Z Kelly Filing: Complaint with Confession of No Judge, Judgment Paid by: Kelly, Heather Z (attorney for Metro Bank) Receipt number: 0256027 Dated: 6/30/2011 Amount: $49.00 (Check) For: Metro Bank (plaintiff) Plaintiff: Commerce Bank Harrisburg No Judge, Attorney of Record: Heather Z Kelly On Complaint filed Judgment in No Judge, favor of Plaintiff and against Defendant in the sum of Four Hundred Twenty-Seven Thousand Seventy-Three Dollars and 54/100 ($427,073.54) by virtue of authority contained in the Warrant of Attorney filed dated 07-16-2004 payable SEE NOTE with interest, costs, etc. 10% for colt'n. Inquisition and Exemption Waived. Entered At 1:13 p.m. Stephen E. Farina, Prothonotary Notice Mailed. Copy to Sheriff. Judgment Order date In Favor Of Disposition Judgment 06/30/2011 Plaintiff 06/30/2011 Open Judgment Comment: 427073.54 Plaintiff: Commerce Bank Harrisburg Metro Bank Defendant: Progress Avenue Limited Partnership ????? 222011 1% I hereby certify that the foregoing is a true and correct copy of the or' inal filed. Prothonotary/Clerk o User: LBECHTEL ?ohctm&?w u-3a)l eopy -w 5vig 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 N a ro c7 c C) C1 :C3 r'Yk? o 2C- ? L 1 IN THE COURT OF COMMON PLEAS OF DAUPHIN COUNTY, PENNSYLVANIA V. 1 DOCKET NO. ( PROGRESS AVENUE LIMITED PARTNERSHIP Defendant NOTICE OF ENTRY OF JUDGMENT TO: Progress Avenue Limited Partnership 101 US Route 15 South Dillsburg PA 17019 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 $427,073.54 as provided in the Note referenced in the Complaint plus all interest after the entry of such judgment at the rate permitted by law. Prothonotary of Dauphin C JUN'*3 0 2011 staD , t . - Date An 22 2011 By. 1 hereby ce tlfy that the foregoing is a true and correct copy of the original filed. ''kL) d" . )au- Prothonbtary q?he?- ma?w U-3G)l Cody -w 5cr?-w 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 ? t?G o -v ?- c cao;o Pd ? Q IN THE COURT OF COMMON PLEAS OF DAUPHIN COUNTY, PENNSYLVANIA V. '^?1 : DOCKET NOA0 l /- C\I- (O " l (oT N T PROGRESS AVENUE LIMITED PARTNERSHIP Defendant NOTICE OF ENTRY OF JUDGMENT TO: Progress Avenue Limited Partnership 101 US Route 15 South Dillsburg PA 17019 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 $427,073.54 as provided in the Note referenced in the Complaint plus all interest after the entry of such judgment at the rate permitted by law. Prothonotary of`Dauphin C JUN' 0 2011 - %-t . Jn.; Date By: N O .a O GJ 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 DAUPHIN COUNTY, PENNSYLVANIA : DOCKET NO. a01 i- Cv -? ?? ?_ &JT PROGRESS AVENUE LIMITED PARTNERSHIP Defendant 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: Progress Avenue Limited Partnership 101 US Route 15 South Dillsburg PA 17019 Pursuant to 42 Pa.C.S.A. 2737.1, 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, Heather Z. Kel squire 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 2011 Attorneys for Plaintiff L ?, PENNSYLVANIA RULE OF CIVIL PROCEDURE 2959 STRIKING OFF OR OPENING JUDGMENT: PLEADINGS AND PROCEDURE (axl) 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. 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) hzkellvna.mette.com Attorneys for Plaintiff METRO BANK, DWa Commerce Bank/Harrisburg, N.A. Plaintiff ?-'i 0 C7 - - -O C C) _71 C.0 IN THE COURT OF COMMON PLEAS OF DAUPHIN COUNTY, PENNSYLVANIA v. 1 ' DOCKET NO. c - C v- l rr _ -7 tT PROGRESS AVENUE LIMITED PARTNERSHIP Defendant Notice Under Pa 1LC.P. 2958.1 Of Judsment And Execution Thereon Notice of Defendant's Rights TO: Progress Avenue Limited Partnership 101 US Route 15 South DilIsburg PA 17019 A judgment in the amount of $427,073.54 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. Dauphin County Lawyer Referral Service Dauphin County Bar Association 213 N. Front Street Harrisburg, PA 17101 (717) 232-7536 Respectfully submitted, 9 gal 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? Attorneys for Plaintiff `?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) hzkellyQ.rnette.com Attorneys ttorneysfor Plaintiff METRO BANK, f/k/a Commerce Bank/Harrisburg, N.A. Plaintiff N 0 O - -i7 w IN THE COURT OF COMMON PLEAS OF DAUPHIN COUNTY, PENNSYLVANIA V. PROGRESS : DOCKET NO. a o l I- OT AVENUE LIMITED PARTNERSHIP _ Defendant CONFESSION OF JUDGMENT Pursuant to the authority contained in the Confession of Judgment clause in the Note, a copy of which is attached to the Complaint filed in this action, I appear for the Defendant and confess judgment in favor of Plaintiff and against Defendant as follows: Principal: $324,999.90 Interest through 6/22/2011 $3,532.12 Late Charges*: $65,688.32 Attorneys' Commission: $32,853.20 *Continues to accrue until paid. TOTAL $427,073.54 Interest at the per diem rate of $45.13, attorney fees and costs of this action continue to accrue. Respectfully submitted, Heather Z. Kelly,`5squire I.D. No. 86291 Appearing herein for Defendant Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Date: JuneZ 2011 Telephone: (717) 232-5000 `? , ,. 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(Z?mette.com Attorneys for Plaintiff' METRO BANK, f/k/a Commerce Bank/Harrisburg, N.A. Plaintiff 0 v -a D c o-0 C3 " rl :77: IN THE COURT OF COMMON PLEAS OFW DAUPHIN COUNTY, PENNSYLVANIA V. DOCKET NO. 0CI -- Cv_ ?! r ? N)T PROGRESS AVENUE LIMITED `1 PARTNERSHIP Defendant COMPLAINT IN CONFESSION OF JUDGMENT AND NOW, this ?t/iday 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. Defendant is Progress Avenue Limited Partnership, a Pennsylvania Limited Partnership with a business address of 101 US Route 15 South, Dillsburg PA 17019. 3. On July 16, 2004, Defendant executed a Promissory Note in the principal amount of Three Hundred and Twenty Five Thousand Dollars ($325,000.00) in favor of Plaintiff, which was subsequently modified by thirty-six (36) separate Promissory Note Modification Agreements or Change in Terms Agreements.' A true and correct copy of the Promissory Note, Change in Terms Agreements, and Promissory Note Modification Agreements is attached hereto as Exhibit "A" and referred to collectively as the "Note." 4. Defendant has defaulted under the Note by failing to make payments when due. 5. By correspondence dated June 10, 2011, Plaintiff demanded payment in full from Defendant. A true and correct copy of the June 10, 2011 correspondence is attached hereto as Exhibit `B." 6. Defendant failed to repay the indebtedness in response to the June 10, 2011 demand. 7. The Note was executed in connection with a commercial transaction. Judgment is not being entered by confession against a natural person in connection with a consumer credit transaction. 9. The Note has not been assigned. 10. Judgment has not been entered on the Note in any jurisdiction. 11. The warrants of attorney appearing in the Note are less than twenty (20) years old. 12. Plaintiff has taken all actions or complied with all conditions precedent in the filing of this action. 13. The entire remaining indebtedness evidenced by the Note is $427,073.54 and is computed as follows: ' The modifications are dated, in reverse chronological order: April 13, 2011; March 15, 2011; February 8, 2011; January 24, 2011; December 1, 2010; November 22, 2010; July 22, 2010; May 26, 2010; April 22, 2010; February 22, 2010; November 20, 2009; October 1, 2009; September 28, 2009; September 1, 2009; July 21, 2009; May 28, 2009; March 24, 2009; February 24, 2009; December 15, 2008; September 17, 2008; June 18, 2008; March 20, 2008; November 28, 2007; September 21, 2007; June 28, 2007; May 3, 2007; March 7, 2007; December 18, 2006; November 30, 2006; October 4, 2006; January 27, 2006; December 1, 2005; October 28, 2005; August 30, 2005; June 27, 2005, and July 20, 2004. Principal: $324,999.90 Interest through 6/22/2011: $3,532.12 Late Charges: $65,688.32 Attorneys' Commission*: $32.853.20 TOTAL $427,073.54 * Only reasonable attorneys fees will be collected by the attorney. Interest at the per diem rate of $45.14, attorney fees and costs of this action continue to accrue. WHEREFORE, on the basis of the confession of judgment provision contained in the Note, Plaintiff demands judgment in its favor and against Defendant in the amount of $427,073.54, plus all interest which continues to accrue at the rate of $45.14 per day from June 22, 2011 forward, as authorized by Pennsylvania law, together with costs of suit. Respectfully submitted, Heather Z. Kell, 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 y? , 2011 VERIFICATION I, David M. Chajkowski, Asset Recovery Officer at Plaintiff Metro Bank flkla 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. David M. Chajkowsla Asset Recovery Officer Dated: 6Y-- 14-1/ PROMISSORY NOTE References in the shaded area 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 (TIN: 25-1780583) 101 U. S. Route 15 South Digsburg, PA 17019 Lender: COMMERCE BANK/HARRISBURG N.A. COMMERCIAL BUSINESS DEPARTMENT 100 SENATE AVENUE CAMP HILL, PA 17011 (717) 975-5630 Principal Amount: $325,000.00 Initial Rate: 4.750% Date of.Note: July 16, 2004 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 Three Hundred Twenty-five Thousand & 001100 Dollars 1325,000.00), together with Interest on the unpaid principal balance from July 16, 2004, until paid In full. PAYMENT. Borrower will pay this loan in one principal payment of $325,000.00 plus interest on July 16, 2005. This payment due on July 16, 2005, 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 August 16, 2004, 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, than to any unpaid collecdon costs; and than'to ariy We ctiargas. 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 w® 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 Rata Section of the Wall Street Journal. If a range of rates is published, the highest will be used. Ithe "Index"). The Index is not necessarily the lowest rate charged by Lander on its loans. If the Index becomes unavailable during the term of this loan, Lender may designate a substitute Index after notice to Borrower. Lender will tell Borrower the current Index rate upon Borrower's request. The interest rate change will not occur more often than each day. Borrower understands that Lender may make loans based on other rates as well. The Index currently is 4.250% par annum. The interest rate to be applied to the unpaid principal balance of this Note will be at a rate of 0.500 percentage points over the Index, resulting In an initial rate of 4.750% per annum. NOTICE: Under no circumstances will the interest rate on this Note be more than the maximum rate allowed by applicable law. PREPAYMENT. Borrower agrees that all loan fees and other prepaid finance charges are earned fully as of the date of the loan and will not be subject to refund upon early payment (whether volurrtary or as a result of default), except as otherwise required by law. Except for the foregoing, Borrower may pay without penalty all or a portion of the amount owed earlier than It is due. Early payments will not, unless agreed to by Lender In writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule. Rather, early payments will reduce the principal balance due. Borrower agrees not to send Lender payments marked "paid in full", "without recourse", or similar language. If Borrower sands such a payment, Lander may accept it without losing any of Lender's rights under this Note, and Borrower will remain obligated to pay any further amount owed to Lander. All written communications conceming disputed amounts, including any check or other payment Instrument that indicates that the payment constitutes "payment in full" of the amount awed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: COMMERCE BANK/HARRISBURG N.A., LOAN SERVICING, 100 SENATEgVENUE CAMP HILL, PA 1.7011. LATE CHARGE. If a payment is lI)4? days or more late, Borrower will be charged 5.000% of the regularly scheduled payment. INTEREST AFTER DEFAULT. Upon default, Including failure to pay upon final maturity, the total sum due under this Note will bear interest from the date of acceleration or maturity at the variable interest rate on this Note. The interest rate will not exceed the maximum rate permitted by applicable law. DEFAULT. Each of the following shall constitute an event of default ("Event of Default") under this Note: Payment Default. Borrower falls 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. 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 Lander 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 appolntrnertt 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. Credttor 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 Lander written notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute. Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the indebtedness or any Guarantor dies or becomes Incompetent, or revokes or disputes the validity ofr or liability under, any guaranty of the indebtedness PROMISSORY NOTE Loan No: 3178888 (Continued) Page 2 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 breech 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 on 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 attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including 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, construed and enforced In accordance with federal law and the laws of the Commonwealth of Pennsylvania. 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 taw, to charge or setoff all sums owing on the indebtedness against any and all such accounts. COLLATERAL. Borrower acknowledges this Note is secured by Second mortgage behind a Commerce 1 at mortgage on the real estate located at the intersection of Progress Avenue & Kohn Road, Susquehanna Township, Harrisburg, Dauphin County, PA. 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. COLLATERALIZED/CROSS DEFAULTED. This loan is Cross Collateralized/Cross Defaulted with other loans for Borrower. COMMITMENT LETTER COMPLIANCE.. This loan is contingent upon Borrower's compliance with all of the terms and conditions in the commitment letter issued by Lender to Borrower on or about July 7, 2004. 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. . 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 inaccuracylies) should be sent to us at the following address: COMMERCE BANK/HARRISBURG N.A. LOAN SERVICING 100 SENATE AVENUE CAMP HILL, PA 17011 GENERAL PROVISIONS. 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. AN 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 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 SUZY CONFESSION OF JUDGMENT AND STATES TF'" EITHER A REPRESENTATIVE OF LENDER SPEC19CALLY CALLED THIS CONFESS!! OF JUDGMENT PROVISION TO BORROWER kTTENTION OR BORROWER HAS BEEN RF.PRE?4FNTFD BY INDEPENDENT LEGAL CL SEL. .1 PROMISSORY NOTE Loan No: 3178888 (Continued) Page 3 PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE. THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: Limited Partnership WUI no L-mm VV. saclam OW. I ftr XW -l Im. 2ML mmvM Irw?L M xT TIFf3]?1 mis DISCLO, ARE FOR CONFESSION OF Jk. -,GMENT References in the shaded area 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. Affiant: Progress Avenue Limited Partnership (TIN: 25-1780683) 101 U. S. Route 15 South Dillsburg, PA 17019 Lender: COMMERCE BANKHARRISSURG N.A. COMMERCIAL BUSINESS DEPARTMENT 100 SENATE AVENUE CAMP HILL, PA 17011 (717) 975-5630 DISCLOSURE FOR CONFESSION OF JUDGMENT I AM EXECUTING, THIS ! DAY OF 20CY)A PROMISSORY NOTE FOR $325,000.00 OBLIGATING ME TO REPAY THAT AMOUNT. A. I UNDERSTAND THAT THE NOTE CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE NOTE. WITHOUT ADVANCE NOTICE TO ME AND WITHOUT OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE NOTE, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST ME UNDER THE NOTE, 1 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 CO ON AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION. INITIALS: B. I FURTHER UNDERSTAND THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST ME WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE ALSO CONTAINS LANGUAGE THAT WOULD PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE JUDGMENT BY FORECLOSING UPON, ATTACHING. LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE NOTE, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, I AM KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S IMMEDIATELY EXECUTING ON THE JUDGMENT, IN ANY MANNER PERMI PPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING ME ANY ADVANCE NOTICE. INITIALS: C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, AND BY PLACING MY INITIALS NEXT TO EACH STATEMENT WHICH APPLIES, I REPRESENT THAT: INITIALS 1. 1 WAS REPRESENTED BY MY OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE NOTE. 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE 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 1 RECEIVED A COPY AT THE TIME OF SIGNING. THIS DISCLOSURE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. Limited Partriershlp I.YOI MO L..&Wi V- L{ I@A= Cam,. IIrY" FW- W $"A-. bw. /M. ]COL AN IYw..I -PA ILIVIIMfALLIwN?tlIWlIM610 Ming, WIS A -60-. PROMISSORY NOTE MODIFICATION AGREEMENT This PROMISSORY NOTE MODIFICATION AGREEMENT, made, and entered into as of this 133' day of April, 2011, by and between Metro Bank (hereinafter called "Lender"), having its principal place of business at 3801 Paxton Street, Harrisburg Pennsylvania 17121, and ProgressAyenue limited Partnership (hereinafter called "Borrower"). WHEREAS, Borrower executed and delivered to Lender.a Promissory Note dated July 16, 2004, as amended (the "Note"), in the original amounrof $325,000.00, which evidences a loan (!!3173888) as amended, by.the Lender to the Borrower, and WHEREAS, the Lender and Borrower mutually agree to modify the terms of the Note to extend the maturity date, as hereinafter provided. NOW THEREFORE, for value received and in consideration of the mutual covenants and agreements hereinafter contained and intending to be legally bound hereby, Lender and Borrower covenant and agree to amend and modify the Note heretofore described as follows: 1. The maturity date for the above-referenced loan is hereby extended from April 1, 2011 to May 1, 201L This Promissory Note Modification Agreement is deemed to have been effective as of April 1, 2011. Reference to Lender. This Promissory Note Modification Agreement is being made by Metro Bank formerly known as Commerce Bank/Harrisburg, N.A. Canfg;sion of Judgment BORROWER AGREES THAT THE CONFESSION Of JUDGMENT CLAUSE CONTAINED IN Tt1E NOTE DATED JULY 16, 2004, REMAINS IN FULL FORCE AND EFFECT AND LEUM'$ RIGHTS THEREUNDER CONTINUE wfTM THE sxNNYG OF THIS PROMISSORY NOTE MODIFICATION AGREEMENT. THE DISCLOSURE FOR CC14FESWN Of JUDGMENT DATED JULY 16, 2004 REMAINS IN FULL FORCE AND EFFECT AND lS DEEMED TO BE REAFFIRMED WITH THE SIGNING OF THIS PROMISSORY NOTE MODIFICATIOry AGREEMENT. BOTH THE NOTE AND THE DISCLOSURE FOR CONFESSION OFJUDGMENTARE ATTACHED MERETO As alllBrr A. Except to the extent specifically set forth herein, all of the terms, conditions, covenants and agreements contained in the (Vote 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 collaterai therein described. IN 1MTNESS WHEREOF, the parties hereto have executed this Agreement the day and yearfirst above written. ATTEST: Metro Bank ^ An rew D. ns0 Jfhh fie) nior vice resident Borrower; grmsAvenue Limited Partnersh' BY. 'mar Dusan C General Partn of Progress Avenue Limited Partnership . - t PT : i' T Z IflV.-.qr.-?IAi 1' A-? 1-2011 219-41 L,tJITICKLL ouk-LJI ICI I i n , • ..., . CHANGE IN TERMS AGREEMENT Principal Loan Date Maturity Loan No call/ Coll Account OTfie;er Initials $324,999.90 47-16 2004 04-01-2011 3178888 ?.204 References in the boxes above are for Lenders use only and do not limit the applicability of this doeumard 10 any particular roan or item. Any item above containing "-" has been onattod due to text length fimitationo. j3orrower: Progress Avenue Limited PartneriNp Lender: METRO BANK 101 U. S. Paula 13 Saute COMMERCIAL BUSINESS DEPARTMENT Duisburg, PA 17019 E801 PAXrON STREET HARRISBURG, PA 17111 (1188) 937-0004 ,.. Principal Amount: $324,999.90 Date of Agreement: March 15, 2011 DESCRIPTION OF CHANGE IN TERMS. The maiturity Cate for the above-refereneed loan is hereby exlended from March 1, 2011 to April 1, 2011, This Change in Terms Agreement is deemed to be effochve as of Match 1, 2011. PAYMENT. 8oeroww will pay this loan In one principal payment of 5324.999.90 plus interest on April 1, 2091. This payment due on April 11 2011, will be for all pAneipel and all accrued 1rNere4t not yet paid. VAMABLE INTEREST RATE. Tee interest rate an this loan is subject to change from lime to lime baked an changes in an indeparroent index which is the Prime Rata as published in the Money Rob Section of trio Wall Street Journal (the Index'), The Index ti not necassarily the lowest rate charye.d by Lender on its loans. If the Index becomes unavailable during the term of this loon. Lender may designate a substitute index after notifying Borrower. Lender will tell Borrower the current Index rate upon Borroveers request The intorbst rate d%ange will not occur more often than each daily. Borrower understands that Lender may make loans based on other rates as well. The index currently Is 3.250% per annum. lntera-.t an the unpaid principal balance of this loan will be calculated as described in the INTEREST CALCULATION METHOD" paragraph using a rate of 0.500 percentage point- over the Index, adjusted if necessary for any minimum and maximum rate limitations described below, resulting in an initial rite, of S cao% per annum based on a year of 360 days, NOTICE: Under no circumstances will the interast rate on this ban be less than 5.00014 per annum or more than the maximum rate allowed by applicablo tow. INTEREST CALCULATION METHOD. Interest on this loan Is computed on a 3651360 basis; that Is. by applying the ratio of the interest rota ever a year of 380 days, multiplied by the oulatanding prlndpal balance, multiplied by the achial number of days the principal balance is outstanding. All interest payable under this loan is computed using this method CONTINUING VALIDITY. Except as expressly chhanged by this Agreornent, the terms of the original obligation or obligations, incluQing an agreemants evidenced or sewfillg the oblgalion(s). remain unchanged and in full force and offeeL Consent by Lender to M Agreement does not waive Lenoere right 10 strict performance of the obilgadon(s) as changed, nor obligate Lender to make any future change in terms. Naming in this Agreement will constitute a saGafaciion of the obligation(s). It 'a me intention of Lander to retain ae liable parties all makers and endorsers of the original obl'gelion(s), including accommodation panics, unless a party is expressly released by Lender in writing, Any maw or enoorser. Including accommodation makers, wilt not be released by vinve of this Agreement if any person who signed the aiginel obligation does not sign this Agreement below, then all persons signing below acknowledge Met this Agreement is given conditionally, based on the representation to Lender that tho non-signing party consents to the chanties end prnrisions of this Agreement or otherwise will not be relsosed by it This waiver applies not only to any initial a.Rension. modification or nalawd, but also to ad] such subsequent actions. REFERENCE TO LENDER Thla Charge in Torm. Agreement is being made by Matra Bank formerly known as Commeroe Bank 1 Harrisburg N.N. CONFESSION OF JUDGMENT. BORROWER AGREES THAT THE CONFESSION OF JUDGMENT CLAUSE CONTAINED IN THE NOTE DATED JULY 18, 2004, 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 JULY 16. 200d REMAINS IN FULL FORCE AND EFFECT AND 19 DEEMED TO 9E REAFFIRMED WITH THE SIGNING OF THIS CHANGE IN TERMS AGREEMENT, BOTH THE NOTE AND THE DISCLOSURE FOR CONFESSION OF JUDGMENT ARE ATTACHED HERETO AS EXHIBITA. THIS AGREEMENT IS GIVEN UNDER SEAL ANO IT IS INTENDED THAT THIS AGREEMENT IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED iNSTRUMENTACCORDING TO LAW. PRIOR TO SIGNING TH13 AGREEMENT, BORROWER READ AND UNDERSTOOD All. THE PROVISIONS OF THIS AGREEMENT, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TOWS OF THE AGREEMENT. LimiMd Partnership 1.+d1'?r ?..?.? w.. tW?ti icy •wt..r r.w.o..?r MC ,wf,>N4 w??. q..?.t -4 ff[Iw,cloaeClC 11Ma1 n?M CHANGE IN TERMS AGREEMENT principal Loan Date Maturity Loan No Cell / Cat Account Officer Initials 5324 999.90 07-16-2004 03-01.2091 317BASS 2204 References in Ole boxes above are for Lender's use only and do not limit the apDticabtlty of INN document to arty particular loan or item " has been omitted due to text tangth limitations. Any item above conlalming Borrower: pr"em Avenue Limited Partnership Lander. METRO HANK 101 U. S. Routs 15 South COMMERCIAL BUSINESS DEPARTMENT 01111 g, PA 17019 3001 PAXTON STREET HARRISBURG, PA 17111 (414,0) 937-000A Principal Amount, $324,999.90 Date of Agreement: February B, 2011 DESCRIPTION OF CHANGE IN TERMS. Trio maturity date for the at*ve•rcfersnced loam Is hereby extended from February 1, 2011 to March 1. 2011. This Change in'Terms Agreement is deemed to be aflecdvs as of February 1, 2011. Effective whet the signing of this Agreement, an hems[ rate door in the amount of 5.00% will be added, as detailed in the Variable Interest Rate paragraph below. PAYMENT. Borrower 100 pay this loan in era Prlnelpal payment of S-124,999.90 plus interest on March 1, 2011. This pent due an March 1, 2011, wits be for all prirWwl and at aawued interest not yet paid. VARIABLE INTEREST RATE. The interest rate on this ban is subject to change from lime to time based an changes in an independent index which is the Prime Rabe cue published in the Money Rift Section of the Wall Street Journal (the 'Index'. The Index it trot ttecastarily the lowest rate charged by Lender an its loans. K the Index becomes unaverlable during the term of this loan, Lender may designate s substitute index aner notifying Borrower. Lender will tell Borrower the current Index rain upon Borrowers request. The Interest rate change will not aceur more often than each daily. 15orrower understands that Lender may male loans based an other rates as well. The Index currently is 32MY, per annum, interest an the unpaid principal balance of M loan wit be calculated as described in the •INTEREST CALCUtATON METH07 paragraph using a rate of 0.500 percentage parole over the Inde+r, adjusted if ncomsary for my minimum and maximum rate lirnitaliom described below, mouling in an Initial rate of 5.000% per annum based on a year of 350 days. NOTICE; Under no circumstances will trio interest rate on this loan. to Nose than 5.000% per annum or more than the maximum rate allowed by applicable law. INTEREST CALCULATION METHOD. Intent on this 1004 Is eanpeted an a 36SM0 basis; 111480 6. by Xpplyiaq the rage of the inWcat rate over a year of 360 days, muldl tlsd by the ouusaading principal balance, multiplied by the neftr4l ntanber of days the prlnelpal balance is outstanding. An interest payable under this loan is computed rasing lbis method. CONTINUING VAUD". Except as expressly ohtuged by this Anrexmem, the terms of the original obligation or obliga0ona, inclac" all agreements evidenced or SeetrMg the obligation(sk remain unchanged and in full fame and effect. Cone, by Lender to this Agreement does not wolve Lender's right to strict performance of the obilgisdon(s) as changed, nor obli" Lander to make any fulure change in terms. Nothing in this Agrearnanl will coradlute a satilslfectlon of the obligationtst. It is the intention of Lender to retain as liable parties all makers and endorsers: of the original oblgntlon(sl Including accommodation parties, unless a party is expressly released try Lander in willing. Any maker or endorser, including accontrrodation makers, will rat be released by virtue of Wk Agreement If any person who Signed the original atiligstlon dose not sign We Agreement bak w, then all persons signing below adtnowleege ant this Agreement is given conditionally, boned on the representation to Lander that the norv-4ning party consents to the changes and provisions of Whit Agreement or otherwise will not be released by it. This waver applies not only to any inkW extension, modklcaden of release, but alto to an such subsequtnt actions. REFERENCE TO LENDER This Change In Terms Agreement is being made by Matra bank formerly known as Commerce Bank r Harrisburg, N,A CONFESSION OF JUDGMENT. BORROV4M AGREES THAT THE CONFESSION OF JUDGMENT CLAUSE CONTAINED IN THE NOTE DATED JULY 16, 2004. REMAINS IN FULL FORCE AND EFFECT AND LENDER'S RIGHTS THEREUNDER CONTINUE WITH THE SIGNING OF THIS CHANGE IN TERMS AGREEMENT. THE DISCLOSURE $011 CONFESSION OF JUDGMENT DATED JULY 16, 2004 REMWNS IN FULL FORCE AND EFFECT AND IS DEEMED TO QE REAFFIRMED WITH THE SIGNING OF THIS CHANGE IN TERMS AGREEMENT. BOTH THE NOTE AND THE DISCLOSURE FOR CONFESSION OF JUDGMENT ARE ATTACKED H?RETO AS EXHIBIT A. THIS AGREEMENT 19 GIVEN UNDER MAL AMU IT RS INTENDED THAT THIS AGREEMENT IS AND SMALL CONSTITUTE AND HAVE THE EFFECT' OF A SEALED INSTRUMENT ACCORDMG TO LAW. PRIOR TO SIGNING rrW AGROA ENT, BORROWER READ AND UNI%MtSTOOD ALL THE PROVISIONS OF THIS AGIRE>:IaENT, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE AGREEMENT. BORROWER LIMITED Limited -M..rMY.w.t ?'?.fMM? Or.?M.r..,,,y raw..r .w.>IM. rti?nrw? .n ?bwYmi/{ }r.,ar1 r?M M'r -OT TTM:V-.C?-C74 V111 "d -TH101 CHANGE IN TERMS AGREEMENT Prlttaipal an Date Maturity Loan No .211 coil Account ?Ddr Inftiats 5324,999.90 OT-16.2004 02-01-201 t 317sBt38 References N the floras above Ora for Lendefs use only and cos not been it the emitted a due to of %his hd to umment t any parflauW loan or item. Any item above containing Borrower. Prooras Avenue Limited PsrtnerahiP Lender. METRO SANK 101 U. S. Route 13 South COMMERCIAL BUSINESS DEPARTMENT DiNsburg, PA. 17012 3881 PAXTON STREET HARRISBURG, PA 17111 (088) 397-0004 Principal Amount: $324,999.90 Date of Agreement: January 24, 2011 DESCRIPTION OF CHANGE IN TERMS. The mawrtty date for the above-m49rapc*d loan ie hereby extended from January 1, 2011 to February 1. 2011. This Charge in Terms "mantis deemed to be effective as of January 1, 2011, CONTINUM VALIDITY. Except as expressly changed by this Agreement. the terms of Ule original obligation or obligations. including all agmements evidenced or Securing 1110 obllpadon(S). rernaln unchanged and in full force and effect. Consont by Lender to this AQreemenl does not waive Lsndeh doff to strict perforrnart" of the obligation(s) as catanged, nor obligate Lender to make any future change in terms. Nodun9 in relit Agreement will Constituter a satlsfaCdon of the obrrgation(s). it Is the intention of Lender to retain as liable Parries all makers and endorsers of the original obligation(s), indu4iing aoaommodetion parties. unless a party a expressly released by Lender in writing. Any maker or ancoraay, irsdudine aaamovdation makers. will not be rrlrascd by virtue of this Agreement It any person who signed the original obligation does not sign Ihla Agreement below. then all persons slgr" below icknowledge that this Agreement Is given conditionally. based an the repraftlation to Lender that the non-signing party oonsonis to ime changes ano predWons of Old Agreement or odterwlse wilt'not ba released by It. This waiver applies not only to any initial extension. modification or role=*, but also to all such subsequent actions. REFERENCE To LENDER, This Change in Terms Agreement is behn made by Metro Omk formerly known as Commorce Bank / Harrisburg. N.A. CONFESSION OF JUDGMENT. BORROWER AGREES THAT THE CONFESSION OF JUDGMENT CLAUSE CONTAINED IN THE NOTE DATED JULY 16, 2004, REMOYNS IN FULL FORCE AND EFFECT AND LENDER'S RIGHTS THEREUNDER CONTINUE 1nrTH THE SIGNING OF THIS CHANGE IN TERMS AGREEMENT. THE DISCLOSURE FOR CONFESSION OF JUDGMENT DATED JULY 16. 2004 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 EX IW A. THIS AGREEMENT IS GIVEN UNOER SEAL AND IT IS INTENDED THAT THIS AGREEMENT IS AND SMALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INWMMENT ACCORDING TO LAW. PRIOR TO St-41'[w a THIS AGREEMENT, BORROWER READ AND UNDMWTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO E TERMS OF THE AGREEMENT: S Lboted Pannershlp um,.?r.w...wrrr w w.,,...ri.ur+a+rm.a.anr. w+w.•n.•.m ?, rCr.cr?mowc?e rowan nr CHANGE IN TERMS AGREEMENT Principal loan Date Maturity Loan No Call / Coll Account Officer Initials $324,999.90 J07-18-2004 12-01-2010 3178888 2204 References in the boxes above are for Lender's use only and do not limit the appikxbtlity of this document to any particular ban or item. Any item above containing "' has been omitted due to text length limitations. $orrower: Progress Avenue Limped Partnership Lender: METRO BANK 101 U. S. Rout 15 South COMMERCIAL BUSINESS DEPARTMENT Dillsburg, PA 17019 3801 PAXTON STREET HARRISBURG, PA 17111 (888) 937-0004 Principal Amount: ;324,999.90 Date of Agreement: December 1, 2010 DESCRIPTION OF CHANGE IN TERMS. The maturity date for the above-referenced loan is hereby extended from October 1, 2010 to December 1. 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 terns. 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 strum 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 Terns Agreement is being made by Metro Bank formerly known as Commerce Bank / Harrisburg, NA. 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 (5500) 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 WANES 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 19 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 Limited Partnership %MI lap Lw*a. W. &010.0" Cap. HVWW ft, "WMa ?W"0. M& NROM ftwM •M WC"AMW=GfC MWF MU 1-7-AN a CHANGE IN TERMS AGREEMENT Principal Loan Date Maturity Loan No call / can Account Officer Initials $324.999.90 07-16-2004 01-01-2011 3178888 2204 Rofarenoes in the boxes above are for Lender's Use oniZ. and do not limit the applicability of this document to any particular loan or item. - has been omitted due to text length limitations. Any item above containing Borrower. Progress Avenue Limited Partnership Lender METRO BANK lot u. S. Routs 15 South COMMERCIAL BUSINESS DEPARTMENT Dilisburg, PA 1TO19 3801 PAXTON STREET HARRISBURG. PA 1T1111 (888) 237-0004 Principal Amount- $324,999.90 Date of gyreement November 22, 2010 DESCRIPTION OF CHANGE IN TERMS. The maturity date forte above-referenced loan Is hereby extended from December 1. 2010 to January 1.2011. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or socurhp tine obligation(s). remain Unchanged and in full force and effect Consent by under to this Agreement does not waive Lender's right to strict portormance of the obligation(s) as changed. nor obligate Lender to make arty future change in terms. Nothing in this Agreement will constitute a satisfaction of the ob *an(s). It is the Intention of Lender to retain es liable parties all makers and endorsers of the original obligation(a), including acaommedation parties, unless a party is expressly released by Lender in writing. Any maker or endorser. Including a di tion 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 gives, conditionally, based art the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released I try It. This waiver apples not only to any initial extension, modification or releese, 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, NA CONFESSION OF JUDGMENT. BORROWER HER99Y IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE 1 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 FLED, CONFESS OR ENTER JUOGMENT 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 SUPT, 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 (3500) 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 JUDt',oMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TINS 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. BORROWERr PROGRESS A ENUE LIMITED PAR SHIP . Bra. ? t.•?f?.. •'?._ ..??v :? _. : Partnership 6MM MI l1,.Yry O &A-ft0Y PM& r.w.r X.,dd 6"y y Mr. WflL M 1%ft I n.K -111 2WftjLWW-ft• -0% M 4,42.4-,T MT .=-C T-'17r1 DISCLOSURE FOR CONFESSION OF JUDGMENT THE UNDERSIGNED 15 EXECUTING ON BEHALF OF DECLARANT, THIS 22"f DAY OF NOVEMBER, 2010, A CHANGE IN TERMS AGREEMENT TO THE PROMISSORY NOTE FOR $324,999.90 (LOAN NUMBER 3178888) OBLIGATING DECLARANT TO REPAY THAT AMOUNT. A. THE UNDERSIGNED UN05WANDS 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 DECLARANTS 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 CONFESSIO SP V1 DIED FOR IN THE CONFESSION OF JUDGMENT PROVISION. tN TIALS: _ B. THE UNDERSIGNED FURTHER UNDERSTANDS THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENTAGAINST DECLARANT WITHOUTADVANCE NOTICE OR A HEARING, THE CONFESSION OFJUDGMENT 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 DECLARANTS PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT, BEING FULLY AWARE OF DECLARANTS 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, WrrHOUT GXING DECLARANT ANY ADVANCE NOTICE. INITIALS: ?0'61 C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, THE UNDERSIGNED REPRESENTS THAT. INITIALS: L DECLARANT WAS REPRESENTED BY DECLARANTS OWN INDEPENDENT LEGAL COUNSEL IN CONNE N WITH THE NOTE AND THIS CHANGE IN TERMS AGREEMENT. 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE NO AND THIS CHANGE IN TERMS AGREEMFNT70 DECLARANTS ATTENTION. THIS DISCLOSURa IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEAM INSTRUMENT ACCORDING TO LAW. AVENUE LIMITED PARTNERSHIP BY: [/vvr/ v (SEAL) DUSAN B ATIC, GENERAL PARTNER OF PROGRESSAVENUE UMTED PARTNERSHIP J UL-GG"GCJI ri 10' rju ...LN'Y'llf[?.L Lltr..tA ILIY I F1 11LA • 7 L r JCJJ KlJJJ r-. rJJ CHANGE IN TERMS AGREEMENT Principal Loon Date Mattlr'Ity Loan No oalt I Cott Account Officer Initials 2204 $324 999.90 07-16-2004 10-01 2010 3178888 any particular loan or item. ment to References in the boxes above are for L w4ees use only and has been omitted dulicab o B of this docu Any item above contsinin-a -"'-to text larath runflatIons. Borrower: Progream Avenue LknVad Partnership Lender: METRO BANK 101 U. S. Route 1S South COMMERCIAL BUSINESS DEPARTMENT Dillsburg, PA 17019 3801 PAXTON SMET HARRISBURG, PA 17111 (888) 937-0004 principal Amount $324.999.90 Date of Agreement July ZZ. 2010 DESCRIPTION OF CHANGE IN TERM& The mawrity date for the above-referenced loan is hereby axtended from August 1. 2010 to October 1. 2010. CONTINUING VAUD". Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or seCWNtg the oblgatlon(s), remain unchanged and In full force and effect. Consent by Lender to this Agreement does not waive Lender's right to stria p&1bm enca of the obligation(s) as changed. nor obligate Lender to maka any future change in terms. Nothing makers In this Agreement will constitute a satisfaction, of the obBgation(s). It is the Wtterdi aof Lender to retain Lendeliable in vpartees sAny rn?aor endorsers of the original obflyaGon(s? including accommodation parties, unless a party xprea* re endorser. indWing accommodation makers, MAP not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below. than all persons signing below acknowledge that this Agreement is given conditionally. based art 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 aryl 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 form" known as Commerce Bank I Harrisburg, N.A CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE TIME PROTONOTARY OR CLERK OF ANY E AND WIT R WITHOUTYCOMPLAINT FILED. "CONFESS OR ENTER JUDGMENT FOR BORROWER AFTER A DEFAULT UNDER HIS NOT COMMONWEALTH 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 M PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED 114TEREST FOR COLLECTION, ?T IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS (5500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXF.CUTK3NS MAY ISSUE IhAIMEDIA'fELY; ANO FOR 90 DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL Bf SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EtERCISE OR T1iAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALLTIMES UNTIL PAYMENT IN rtnt OF ALL AMOUNTS DUE UNDER THIS NOTE BORROWF?t 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 SPECIFICAIl.Y CALIED TH18 CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY WDEPE14DENT LEGAL COUNSEL THIS AGREEMENT 18 GIVEN UNDER SEAL AND R is INTENDED THAT THIS AGREEMENT IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW, PRIOR TO SIGNING THIS AGRSENENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TERMS OF THE AGREEMENT. BORROWER: PROGRew AfeNUE LIMITED PARTNERSHIP Limited Partnership Mw MO Loft Y.q R@.MM, 4W I 00-00 .... Ya v+. " N M.0~004 . 04 rrerlrwrase rc 740M IAA JUL-22-2010 1600 COMMERCE DOCUMENTATION ?1? 909 0355 P.06 L,,.,CLOSURE FOR CONFESSION OF JUDGMEN. THE UNDERSIGNED IS EXECUTING ON BEHALF OF DECLARANT, THIS 2f" DAY OF JULY, 2010, A CHANGE IN TERMS AGREEMENT TO THE PROMISSORY NOTE FOR $324,999.90 (LOAN NUMBER 3178888) 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 DECLARANTS 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 F N CONFESSION OF JUDGMENT PROVISION. INITIALS: B. THE UNDERSIGNED FURTHER UNDERSTANDS THAT IN ADDITION TO GIVING UNDER 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 DECLARANTS 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 F£DE L W, WITHOUT GIVING DECLARANT ANY ADVANCE NOTICE. INITIALS: C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THATAPPLIES, THE UNDERSIGNED REPRESENTSTHAT: INITIALS: 1. DECLARANT WAS REPRESENTED BY DECLARANTS OWN INDEPENDENT LEGAL COUNSEL IN CON O 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 DECLARANTS ATTENTION. THIS DISCLOS E IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND HAVE THE EF CT OF A SEALED INSTRUMENT ACCORDING TO LAW. LIMITED PARTNERSHIP BY, - jolUv (SEAL) DUSAN BRATIC, GENERAL PARTNER OF PROGRESS AVENUE LIMITED PARTNERSHIP CHANGE IN TERMS AGREEMENT No Ca11 I Con Account Reftronoes the boxes above are for Lenders use ont?i ar?d do net limit ttte appt in Any item above oonbrtnin has been onulibd d? Borrower: Progreso Avenue U111I PRMM'hIP Lender. 101 U. S. Rade 15 South DltlrIIIII PA 17019 of this document to any Wculer loan or Iten1. METRO BANK COMMERCIAL BUSINESS DEPARTNIEMT 3891 PAXTON tS MEET NARRISNURO. PA 17111 (rtes) 13T-W4 Principal Amount: $374.999.90 Date of Agreement: May 26.2010 OESCRIPTION OF CHANGE IN TERNM The maturhy dale for the above-rafe? =ed loan is hereby oXIenaed from June 1. 2050 to August 1. 2010. CONTINUING VALIDITY. Except as expressly changed by this Agfe emsT>t the tams of Mrs original obhgetien or obligations, irodudtrtg all agreemenw ayidenced or securing the obriystion(s), remain unchanged and In full ford and effecl. Consort by Lender to this Agreomenl does not waive Lender's right to said Forte- nob of the obligation(el or changed, roar obAgate, Lender in m0e any future change in terms. Nothing in Oft Agreement will calsttlute a sadslac ton of an adoltI It Is Me indention of Lender to retain as liable parses all makers and ondomen: of the original obligation(s). including accommodation panes. unlom a party is expressly retosaed by Lender In wridnp. Any maker or endorser. Including accon modadon makers. will not be relessed by virtue of Ibis A9roemenL If any person who signed the original obligation does not sign vita Agreement below, then all persons signing below acknowledge that this Agreement i3 given ow4 orta ly. bow on the repres 61121; to Lenoer that the non-aigning party consents to Erie Changes and pmvfsiam of thug Agreement or otherwise IM11 not be released toy ft. This wai"r appsea not only go any irn'bal extension. modification or release, but also to all such wbxquent actions. REFERENCE TO LENDEFL This Change In Terms Agreement iS being tirade by Metro Bank formerly known as Commerce Bank I Harrisburg. NA CONFEBCMON OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOW!M ANY ATTORNEY OR THE PROTHONOTARY OR CLERX OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANUI, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT F1LO. CONFESS OR ENTER YJOGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST. LATE CHARGES AND ANY AND Aid- AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATEFAL SECURING THIS NOTE, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEYS COMMION OF TEN PERCE (i OF THE UNPAID PRINCIPAL BALAII11CF AND ACCRUED BUT IN ANY EVENT NOT LESS THAN FINE H NDRED)DOLLARS (3600) ON WHICH JUDGMENT OR JUDGMENTS 0 EFOR MORE EXECUTIONS MAY ISSUE IMMEDIATELY., AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFF10Avrr 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 TD A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUOGMW AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPEC1fICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWERS ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. THIS AGREMEW IS GWEN UNDER SEAL AND R' IS INTENDED THAT THIS ACREEMW IS AND SHALL CONSTITUTE AMD HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEJIIIENT. BORROWER AGREES TO THE TERMS OF THE AGREEMENT. BORROWER: PROt',RBSS AANUE LIMITED PARTNERSHIP PamersblP Ira r" L"a.a Nor &J"U r rA,? -W aar-v..?r, MM. ?a 1 Mr.4 • M acpam men TO MM MM _r+-IT r17rx='_ 1 V_ I La.1 DISCLOSURLFOR CONFESSION OF JUDGMk,' THE UNDERSIGNED IS EXECUTING ON BEHALF OF DECLARANT, THIS 17°i DAY OF MAY, 2010, A CHANGE IN TERMS AGREEMENT TO THE PROMISSORY NOTE FOR S324,999.90 (LOAN NUMBER 3178888) 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 DECLARANTSS 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 RIGHTTO 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 F IN THE CONFESSION OF JUDGMENT PROVISION. INITIALS" B. THE UNDERSIGNED FURTHER UNDERSTANDS THAT IN ADDITION TO GIVING LENDER THE RIGHTTO 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 DECLARANTS PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT, BEING FULLY AWARE OF DECLARANTSS 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: 1. DECLARANT WAS REPRESENTED BY DECLARANTS 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 AGREEMENTTO DECLARANTS ATTENTION. THIS DISCLOSURE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND HAVE THE 9FFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. AVENUE LIMITED PARTNERSHIP BY: 'r- (SEAL) DUS BRATIC, GENERAL PARTNER OF PROGRESS AVENUE LIMITED PARTNERSHIP APR-27-2010 12=52 Hr',N-4.3-4=110 117 • W-V in one bet m ? '?'IG1e1.C iJUl.L4'GV I M 1 l UIV CHANGE IN TERMS AGREEMENT 10641-2111111111111 3175888 for Larder's use oAk and do not to n above awftining he% beer Baffewer Prsgnss Ararat Limned Partnership 101 U. S. Rotra 1'S $outh DIINbarg, PA 17019 Cyr r con r .L r ?wa 1 the appkabiay of this document to any particular omtltod due, to MW kneth limitations. Lender. METRO BANK COMMERCIAL Bt MS&S DEPARTN 3101 PAXTON STREET HARRISBURG, PA 17111 foam) SST-do" Printapa) Amount: $324,999.90 Date of Agreement! 1 OESORIPTION OF CHANGE IN TEMS. T>1e maturity date for IM abotw eliinnad loan is hereby Irxtamed from May 1, 2010 CONTINUING VALIDITY. Except n a wessty changed by this Apnesment, the terms of the original aMgation or obligati agrsenwMe svidenced or securing ft obflgation(s), remain unchanged and in full bron and effect. Consent by Lender to this not waive Landa'e right to strict performance of the obrgadon(s) as changed. nor obfigats Lander to male any suture ohaflge I in Ids Agreernenl will aonsilh4e a satisfaction of the obligations} It Is the Intention of Lender to intan+ as liable parse endorsers of the original ablgatlon(s). including aexomrnotlatlon partrss, unlett a party is expressly released by Lender in wridr endorser. inducting acco nmodallon makers, will not be released by virtue of this Agnemenl If any Person who signed ths' does not sign this Apnsmsnt below, than all parsons signing below ackf owledge gtat finis Agreement is glean cor d ilona represenw*m to Lender that the non-aigning party consents to the changes and p 0visbrls of this Agreement of otherwise rri oy IL This walver applies not only to any Initial extension, moollleatfon or ralaoss, but. aim to an such subsequent actlam. WFEWCE TO LENDER This Change in Terns Agreernant is being made by Matra Bank formerly known as Commerce 0snk 1 CONFESSION OF JUDGMINT. BORROWER HEREBY IRREVOCABLY AUTHOR= AND EMPOWERS ANY ATTOI PROTHONOTARY OR CLERIC OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR M&" PA TO APPEA FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR tMTHOUT COMPLAINT FILED, CONFESS OR EN A13NNUT BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE ANC ALL ACCRUED INTEREST, LATE CHARGE ALL AMOUNTS OM131M OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SEOURING 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 FNE HUNDRED DOLLARS (SSW) ON WHICH JUDGMENT OR JUOG MORE EXECUTIONS MAY fSSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VEMEO BY A BE SUFFICIENT WARRANT, THE AUTHORITY GRANTED IN TAMS NOTE TO COHFM JUDGMENT AGAINST BORROWER EXHALJMO BY ANY EXERCISE OF THAT AUTHORITY. BUT SHALL CONTE" 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 h HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A ASPRESENTAI SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROYISION TO BORROWER'S ATTENTION OR BORRON AEPREM14YED BY INDEPENDENT LEGAL COUN99L. THIS AGREEMM IS GIVEN 11t> ER SEAL. AND IT is INTENDED THAT THIS AGREE1NE11Il' 13 AND SMALL CONSTITUTE) EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. PRIOR TO SIGIANG THIS AGREEMENT. BORROWER READ AND UNDERSTOOD ALL THE PRMIONS OF THIS AGREEME( AGREES TO TH61TE RMS OF THE AGREEMENT. BORROWER: PROGRESS AVENUE LINIMED Partaetwi; Y14n 1 x Initials. v? i•Sa';- ;. k,_?rc 2,20101 1, 2011 ?., eluding 39 .. y rent doe@ skers and :• maker a obligation r'. ..::.. sd on 1Re, e rsleaaed°" `t? - +rp, NA,.. i OR THE'.; a.,...3. WY TIME DGMEIY1 ,.. 41JY AN0 • :, H C06T3 { .: LEST FOR • t -_ _? `?c ONE on:- r,17, ;x? r R SHALL . NOT SE t r MENTIN" OR TO A '. r.. LENDER. AS BEEN; ILVtE THE ItROVfE$ {. J. 1ft ?e X t, X•' ?i -' s:r APR-27-2010 1253 ' P.0S.7 faPF?-?.S-110114 lid: I'd ' *&r-K= UUL L4 r-N I H I 1 UN r 1 r oc,z. b /. DISCLOSURE FOR CONFESSION OFJUDGMENT ' THE UNDERSIGNED IS EXECUTING ON BEHALF OF DECLARANT, THIS 22"Q DAY OF APRIL, 2010, A E IN TERMS AGREEMENT TO THE PROMISSORY NOTE FOR $324,999.90 (LOAN NUMBER 3178888) OBLIGATING; RANT.Tfl REPAY THAT AMOUNT. A. THE UNDERSIGNED UNDERSTANDS THAT THE NOTE AND THE CHANGE IN TER"GREEMENT` .; .' CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO E , JUDGMENT,' •:. AGAINST DECLARANT IN COURT, AFTER A DEFAULT ON THE NOTE AS AMENDED, WITHOLITADV? NOTICE TO DECLARANT AND WITHOUT OFFERING DECLARANT AN OPPORTUNITY TO DEFEND AGAiNST? ENTRY OF JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT, BEING FULLY AWARE OF DEC. ' T'S RIGFlrS.' TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT 0• ER CLAIMS •'f` THAT LENDER MAY ASSERT AGAINST DECLARANT UNDER THE NOTE AS AMENDED. THE UN IGNED,• 0. ,. a BEHALF OF THE DECLARANT, IS KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVIN E RIGHTS;'"'::-A INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND THE CINDERS( EXPRESSLY' AGREES AND CONSENTS TO LENDER'S ENTERING JUDGMENT AGAINST DECLARANT BY ° ESSION ' AS.. '. PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION. _ -' INITIALS: R. THE UNDERSIGNED FURTHER UNDERSTANDS THAT IN ADDITION TO GIVING LENDS IE RIGHT TQ; ENTER JUDGMENT AGAINST DECLARANT WITHOUT ADVANCE NOTICE OR A HEARING, THE FESSION OF JUDGMENT PROVISION IN THE NOTE AND THIS CHANGE IN TERMS AGREEMENT ALSO CC LANG. LAU, THAT WOULD PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVAN QTICE,},64 HEARING, TO EXECUTE ON THE JUDGMENT BY FORECLOSING UPON, ATTACHING, lEvYl • - ' N, TAKING..,-`,.;V, POSSESSION OF OR OTHERWISE SEIZING DECLARAIWS PROPERTY, IN FULL OR PARTIAL PANT OF THE JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT, BEING FULLY AWARE OF DEC T'S RIG.FJTS.: TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT LS ENTERED AND BEFORE EXE N ON'TH`F 5 w 4:• 4 . JUDGMENT, THE UNDERSIGNED, ON BEHALF OF THE DECLARANT, IS KNOWINGLY, INTE NTLY.',Q. VOLUNTARILY WAIVING THESE RIGHTS, AND THE UNDERSIGNED EXPRESSLY AGREES AN QISENT$;Td.- LENDER'S IMMEDIATELY EXECUTING ON THE JUDGMENT IN ANY MANNER PERMITTED BY AP 1 LE STATE AND FEDER WITHOUT GIVING DECLARANT ANY ADVANCE NOTICE. P t 1'.:. :jNC INITIALS: C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING ENTS.ARE' APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, THE UNDERSIGNED REPRESENT5 `y INITIALS: ^, ,.:. 2. DECLARANT WAS REPRESENTED BY DECLARANT'S OWN INDEPENDENT LEG =DUNS 1,'lJ?l CONNECTION WITH THE NOTE AND THIS CHANGE IN TERMS AGREEM ENT. 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION` ,JUDGMENT PROVISION IN THE NOTE AND THIS CHANGE IN TERMS AGREEMENT TO DECLARANT'S ATTENTIO THIS DISCLOSURE GIVEN UNDER SEAL AND R IS INTENDED THAT THIS DISCLOSURE IS AND SHALL C(' 4. TUTEtAIVp ' HAVE THE EFFE OFA SEALED INSTRUMENT ACCORDING TO LAW. DECLARANT: PR AVENUE L1M RTNERSHIP •Y 8Y: (SEAL) DUSAN BRATIC, GENERAL PARTNER OF PROGRESS AVENUE LIMITED PARTNERSHIP '` t ??' F®-25-2010 14:19 rez-e_--Gele 1D• Jti IC LC Lug. A'tCty I M I lLA4 ?? r i r 3?u7 rJa:j y h ' CHANGE 1N•TfRMS AGREEMENT P.05/95 r- rYr/ rl.a Principal! Loan Date Maturity Loan No . Call /colt Ascot{nt Ollisar Initials $324,999.90 0T.16.2004 t-2010 31T"88 2204 Roiwences in the box" above are for Lenders use oni end do1+at limit the applicability of this comment (a any particular loan or item, d Z""" has bitch •omke Art item above, n due to I" tanoth limitations. Borrower Progms Avemm Llm;wd Partnership Lender: METRO SANK 101 U. S. Raub 15 South COMMERCIAL BUSIMM DEPARTMENT oiesburg, PA 17013 3801 PAXTON STREET HARMSBURG,'PA 17i 1 t (=is) :137-0004 Principal Amount: $324,999.90 Date; of Agreement: FebruM 22, 2010 DESCRIPTION OF CHANGE IN TERMS. The maturtty date for the above-reforenced loan is hereby extendw from March 1, 2010 to may 1. 2010, CONTINUING VALIDITY, Except ere eatpnettly ctwngnd by this Agreement, the terms of the original Obligglion or oorigaLons, includlAg all agreements evidenced or securing the obligation(s). Mmait? uet:hanged and in full force and effect. Consent by Lender to this Agreement does not naive Lendef s right to strict pedonnanee of the *bfigation(s) as changed, nor obripte Lender to make any future Wnga in term. Nothing in this Agmernent will oonstAubs a sacsfaetion of the cibligatlon(s?. It is the Intention of tender to retain as liable paMles all makers and sndor.as of the original oblipedon(s), inchicOng seeomnwdaUan parties, unlw a putt' is earpreesy released by Le mw in writing, Any maker or endorser, Inckidina aoeommodstian makers, will not be released by virtue of this Agreemerrt. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below aeknowtedge tlIal this Agreement is given conditionally, based an the represematlott to Lender that the nwl4igning party consents to the changes aeskprovisions of this Agreement W otherwixa will not be released by it. This waiver applies not o* to any initial extension. modipcstton or release, but also to all euah ubsequant actions, REFERMCE TO LENDER. This Change in Terms Agreement Is being made by Marra Sank tormerly known as Commerce Bank i Harrisburg, N,A. CONFESSION OF JUDGMENT. BORROWER HERESY 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, LAMCMARGES 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 (101A) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST Fall COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECLITIONS 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 SMALL 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 DUI; 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'SORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. THIS AGREEMENT IS OWEN UNDER-SEAL AND IT IS INTENDED THAT THIS AGREEMENT IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A 39ALE13 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 ENUE LIWED PARTNERSHIP BY•- __ rsein puss track, Ge-nmi Partner Of Pnteress Avenue Lltni Pirtrtercbip LM'M?•?L?r,SKMM aw ?w.,ie/S rewo-..,w •N jt,y, jMW'C rFWn Ace TOTAL, PAS- CHANGE IN TERMS AGREEMENT Principal Loan Date 1 Maturity Loan No C29 1 Coll Account Officer [Riflals $324,999.90 07-1S-2004 03-011-2010 3178888 2204 Relerences in the bones awve ate ror Lander;? use only and do not limit Ilu applic"Iy or Otis documem to any pardWer loan or item. ' ""I" has bean ornitted due 10 iext length limitations. Any item above contain Borrower. Program Avenue Limited Partnership Lender. METRO BANK 101 U. S. Route I$ South COMMERCIAL BUSINESS DEPARTMENT Dlllesurg, PA 17079 3001 PAXTON STREET ' HARRISBURG, PA 17111 (881n 937-0004 ¦ A Principal Amount: $324999.90 Date of Agreement: November 20, 2009 DESCRIPTION OF CHANGE IN TERMS. The maturity gate for the above-referenced loan is haraby mended front December 1, 2009 to March 1, 2010, CONTINUING VALIDITY. Except as expressly changed by this Agreement, the temis of the original obiigalicn or obligations, Including all agreements evidenced or eeauring the obilgatlon(s). remain unchanged and In fUll force and effect Conaem by Lender to this Agreement does not waive Lender's right to strict portormance of the obligation(s) as changed, nor abllgafe Lender to make any future change In terms, Nothing in tht•7 Agreement will canritUlt s satisfaedorl of the obli9aUon(s). It is the intention of Lendar m retain as liable paries all makers and endorsers of the original abligagon(s), including accommodation parties, unless a party is exprossly released try Lender in writing. Any maker or endorser, inolydtng aaoommodation makers, will not to released by virtue of this Agreement. If any person who signed the original obligation does nol sign this Agreemant below. gun all persons signing below acknowledge that IN% Agreement i's given eonditlonally, based on the reprecantitian to Lender that the nor.aigning party consents to the Changan and provisions of this Agreement or otherwise will not be released by it. This waiver applies not only to any inftl extension, modirwadon or nkkw. but also to all such subsequent aeliens. REFERENCE TO LENDER. Thk Change in Terms Agreement is being made by (Maim Bank formerly known as Carnmarm Bank 1 Harneburg, N,A• CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLM 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 OMNOED OR ADVANCED BY LEf4DER RELATING TO ANY COLLATERAL SECURING TMIS 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 (000) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY: AND FOR SO DOING. THIS NOTE OR A COPY OF THIS NOTE VERIFIE13 BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. TtIE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF TMAT 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 WANES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WfiH 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 A GIVEN UKOER SEAL AND rr 13 INTENDED THAT THIS AGREEMENT 12 AND SHALL CONSTTTl/T1E AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. PRIOR TO 315NING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, BORROWER AGREES TO THE 1JERMS OF THE AGREEMENT. BORROWER, PROGREa3 A N =PA"8PJHP/?C??Kflaa PsMership Mf1?C W 1.ru„ yr W VLMa CAM W I.i,.,? y,'rw •{ 1'r' ?? Mr.?. ?..•+?{ • M }yti¦we ?r h-•r,r• A.. 7T .7T CrAMP-077-4111N DIS-0SURE FOR CONFESSION OF JUD, JENT THE UNDERSIGNED IS EXECUTING ON BEHALF OF DECLARANT. THIS 204i DAY OF NOVEMSER, 2009, A CHANGE 114 TERMS AGREEMENT TO THE PROMISSORY NOTE FOR 5324,999.90 (LOAN NUMBER 3178888) 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 RIGNCS, 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 CONFESSION?GMENT PROVISION. )I 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, THL 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 W1714OUT 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 I HE JUDGMENT IN ANYM TUN ,/?ER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING DECLARANTAN -ANCENOTICE. D INITIALS: . C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH STATEMENT THAT APPLIES, THE UNDERSIGNED REPRESENTS THAT: b INITIALS; Aw 1. DECLARANT WAS REPRESENTED BY DECLARANTS OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE NOTE AND THIS CHANCE 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 DECLARANTS ATTENTION. _ THIS DISCLOSUI IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AN I VE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. DECLARANT: BY: `7 - - vv ` - DUSAN BR TIC, GENERAL PA (SEAL) OF PROGRESS AVENUE LIMITED PARTNERSHIP DISCLOSURE FOR CONFESSION OF JUDGMENT THE ERSIGNED IS EXECUTING ON BEHALF OF DECLARANT, THIS DAY OF D 20A CHANGE IN TERMS AGREEMENT TO THE PROMISSORY NOTE FOR $324.999.90 (Loan #3178888) OBLIGATING DECLARANT TO REPAY THAT AMOUNT. A. THE UNDERSIGNED UNDERSTANDS THAT THE NOTE AND THE CHANGE IN TERMS AGREEMENT CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST DECLARANT IN COURT, AFTER A DEFAULT ON THE NOTE AS AMENDED, WITHOUT ADVANCE NOTICE TO DECLARANT AND WITHOUT OFFERING DECLARANT AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE CHANGE IN TERMS AGREEMENT, BEING FULLY AWARE OF DECLARANTS RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST DECLARANT UNDER THE NOTE AS AMENDED, THE UNDERSIGNED, ON BEHALF OF THE DECLARANT, IS KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND THE UNDERSIGNED EXPRESSLY AGREES AND CONSENTS TO LENDER'S ENTE$[NG JUDGMENT AGAINST DECLARANT BY CONFESSION AS PROVIDED FOR IN THE CONE N 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 E JUDGMENT IN ANY MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL W TROUT 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 CO E CONNECTION WITH THE NOTE AND THIS CHANGE IN TERMS AGREEMENT. 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUD NT PROVISION IN THE NOTE AND THIS CHANGE IN TERMS AGREEMENT TO DECLARANT'S ATTENTION. CHANGE IN TERMS AGREEMENT Principal Loan Date Maturity Loan No call / can Account Officer Initials $324 999.90 107-16-2004 112-01-20091 3178888 2204 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. An Item above containing "'-" has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership Lender: METRO BANK 101 U. S. Routs 15 South COMMERCIAL BUSINESS DEPARTMENT Dllisburg, PA 17019 3801 PAXTON STREET HARRISBURG, PA 17111 (888) 937-0004 Principal Amount: $324,999.90 Date of Agreement: September 28, 2009 DESCRIPTION OF CHANGE IN TERMS. The maturity date for the above-referenced loan is hereby extended from September 30, 2009 to December 1, 2009. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the orlginal 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 b 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 expresely 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 beknv, then all persons signing below acknowledge that this Agreement Ls 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 Terns 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 TKE TERMS OF THE AGREEMENT. Partnership %A=Mq IMOUW V- 1A&ftM qp• IYSnd /?ira1l.Ywr, to UA. Dw. NMMht n-. t • ft aWKftjb .M -MUM, p&,@ TOYd 'b101 Date CHANGE IN TERMS AGREEMENT Referonoes in ttve bakes abAe atlrsamtaLbove eons Borrower. Progress Avenue Lkeitwf ParlnsrchIP 101 U. 3. Rsuta 15 South Dolaburg, PA 17019 Laan No Call l Cell Account 4 3178888 2204 pk 7Y of gtil document to arty particular loan or item. aw is text length Gmilatlona. anflf and Ras bteert ?tomAted - Leader. METRO BANK COMMErmAL ButliMMS DEPARTMENT 3se1 PAMPI STREET HAt PJMRGr PA 17114 (tiM 927-0094 principal Amount: $324,999.30 Date of Agrament: September 1, 2009 DE r.pW ION OF CHANGE IN TEPAAS. The maturity date for the abcvrrafsranced loan ie hereby sxtanded from August 31, 2009 to Septarnber 30, 2009. CONTINUING VALIDay. Percept as expn=ly anenged by this AgroenwM, the teens of the crVnal oblation or obhgstlans. kwfuding all agreements evidenesd or warring Iha obligattem(c). remain unowged and in Tole force and effecL Consent by Lander to this Agreement does not waive Lendars right to strict performance o! to obfgalion(s) as champed. nor abAgate tender to make any More ralange in terms. Novi% in this' Agreammril will corwilwte a sailsf mWoon of the oblyegon(1). N is Ora intention of Lender releas to erelailn d by as lime parliqirn!*N endorsers of the original oblgation(s), Irtchld ng aoeomma"on parties. unless a party is ewfrossN who endorser. including aaoommodadon makers, vAll not be mWesed by Mrwe of this ?e dlr. Agars pemonii when geed tomalb• bssad i°4m she dose not sign ft Agreement below. Dion all parsons signing below acknointedga fhaa repromnivoon is Lander tltet Ms non.sigrang parry consents to the d+angas and prwAduns of this Agreement or otherwise win not oe reieasw the it. Tme warier applies not only to any initial sxlenSioa, Modlric6fi n or release, but also to all such subsequent actions. REFEREfIC£ TO LEMM This Charge In Terms Agreement is being mods by Mstro Bank formerty known 83 Commerce Bank! Harrisburg. N.A. THIS AGREEMENT IS. wM UNDER SEAL AND IT IS INTENDED THAT THIS AGREEMENT IS AND SHALL COMST UTE AND HAVE THE EFFEV OF A SEALED INSTRUMENT ACCORDING TO LAW. PRIOR TO 51QQk6 TFtiS A(WEEMENT. BORROWER READ AND UNDERSTOOD ALL THE PROVISION3 OF THIS AMEEMENT. BORROWER AGRW TD THE7UMS OF THE AGREEMENT. Limited PartMrshlp 11R1p U.M..?w r.ta..? ?.i.,,?,?+y„?..yy..?m. yq.rw ,?.,r.?d •M acwnrrci[ t?N• r?w G 4's"'C) f CHANGE IN TERMS AGREEMENT Principal Loan Date 1 Maturity Loan No Can 1 Coll Account Officer initials $324,999-90 07-16-2004 08-31-2009 3178888 2204 References in the boxes above are for Lenders use only and do not limit the applicability of this document to any particular loan or item. An kern above contains ""° has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership Lender: COMMERCE BANK I HARRISBURG T/D/WA METRO 101 U. S. Route 15 South BANK Dliisburg, PA 17019 COMMERCIAL BUSINESS DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 (888) 937-0004 Principal Amount: $324,999.90 Date of Agreement: July 21, 2009 DESCRIPTION OF CHANGE IN TERMS. The maturity date for the above-referenced loan is hereby extended from July 31, 2009 to August 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 does not waive Lender's right to strict perlormance 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, untess 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 Commerce Bank / Harrisburg t/d/b/a Metro Bank formerly known as Commerce Bank / Harrisburg, N.A. THIS AGREEMENT 13 GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS AGREEMENT 15 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: Partnership LAW MO twwww W. Law" Ow "Um pw- LYYLI.M 46 "W fill. N no" %~" . M &C"A AM " vt-izm PR- JUN-02-2009 1616 jj P.83/04 6 ANGE IN TERMS AGREEMEN-f Principal Loan Date Maturity Loan No CaN ! E Account Officer initials S325,000.00 07-16-2004107-31- 2009 3178888 2204 References 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 item above containing '94" has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership 101 U. S. Route Is South Dillsburg, PA 17019 Lender: COMMERCE BANKIHARRISBURG COMMERCIAL BUSINESS DEPARTMENT 3801 PAXTON STREET HARRISBURG. PA 17111 (8881 937.0004 Principal Amount: 4325,000.00 initial Rate: 3.750% Dante of Agreement: May 28, 2009 DESCRIPTION OF CHANGE IN TERMS. The maturity data for the above-referenced loan is hereby extended from May 31, 2009 to July 31, 2009. CONTINUING VAUDM. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the abiigation(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 obggatlon(si as changed. nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaedon of the obligation(s). It is the intention of Lander 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 then the non-signing party consents to the changes end 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 19 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 A E LIMITED PARTNERSHIP By, Seall Duaa e, General Partner of Progress K, us Limited Partnership r W,e n10 ?.M.,. "«. ?.d.Yldm Ow.,M„lsyuWlf.wY.".. l.t 10".PK yN,L.Lrn-0. .01 =M0V W,t mum Ws 20 -d --"IU.L C}?'%NGE IN TERMS AGREEMEN Galt I Coll ccount Officer lnit Principal 9s.9 Loon Dste Maturity Loan No 2204 of in ...... a0+4 05-31.2009 3178888 erlicular loan nr aem. o Oy-16-2 References in :he borer above are for Lender's Use only and do not limn It's apply r to to t this document s. any Any itdm shows containing ' has been omitted due w text kngttt tim;tations. Lender: COMMENCE SANKMHARRISSURG Borrower: Progreso A+enue Lifted Partnership COUN19RCIAL BUSINESS DEPARTMENT 101 U. S. Route IS South 3801 PAXTON STREET Oaisburg. PA 17019 HARWRURC. PA 17111 (goat 937.0004. Initial Rate: 3.750% Date of Agreernent: March 24, ZUU9 Principal Amount: 8324.999.90 ma:tutlY dote for the above-rsfrrencsd loan is hereby ?ndsa from March 31. 2408 to Msy PTION Of C}tAriGE IN TOMS- DESCRI 2909. 2009. CONTINUING VALIDITY. Except as expressly changed by this A9resmont, the arms of the original obligation or obl'getionr, ;rtc?Ud,rtq all to make any 1u Lander re chtanpe' in ter?eNothi g Agi agreements ts evidenced or the ebllgadonls), remain unchanged and in full force and effect. ce d of securing not waive Lender *i& right to ezrct performance of the obiigetionts) as changed, nor obligate LaMar A maker or parti in utis A4ree? noriginalCab Is). Incl oinq accommodatiion Iunitt is s pintention art it ego ? yteleased by Lenderiable in wrmnq ail ny ken and endorsers of virtue of this Agreement. ?f any person who signed the original obligation endorser. inn this Agree modaW makes. will net' oe signing b ow acknowledge that tnis Agreement is g:.,en cond:tionaNr, based an the party ty ewsentstto the changes and prov;aions of this Agreement or otherwise will not be rekesea representation does not sign to this lender That nder t The bel now, nUtheng all I:yn This r.eiver applies not- only To o any initial a%oeasion. modification or rsl aase, but also to all such subsequent steers. THIS AGREEEme" IS GIVEN UNDER SEAL ACCORDING ITS INTENDED THAT THIS AGREEMENT IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED PRIOR TO SIGNiNGTH9S TERMS OFG"fKbE 0.GRfEMF.I?fTOWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT- BORROWER AGNEES TO THE BORROWER: PROGRESS 416NtUS LIMITED iSosil um-ald Para?arship k 1r7F» MgrM.?^'•L •N ?C/whK.Y.K MI?.tAI M.9 l.W s? f?.,..a Y.•.7.,??I.O b?? M.?.?• Fri srewti TOTAL P-03 c•a ice • A LP : 0 t 5002-bi:-St 0A S0 ' cd -1tj1.Q1 ;?>CHANGE IN TERMS AGREEN ?T Principal Loan Date Maturity Loan No call f call Account Officer initials $325,000.00 07-16.2004 03-31-2009 3178888 2204 I References in the tones above are for Londer'2 uea only and do not limit the applicability of thi: document to any particular ban or item, I Any item above cpntainfng "- has been omitted due to text length limitations. Borrower: Programs Avenue L'Nn;ted P3rtnerahip 101 U. S. Route 15 Sovlh Dllsburs. PA 17013 Lender: COMMERCE BANK/HARRISBURG COMMERCIAL BUSINESS DEPARTMENT 3801 PAXTON STREET HARRISBURG. PA 17111 (8881937-0004 Principal Amount: x325,000.00 Initial Rate: 3.750% Date of Agreement: February 24, 2009 DESCRIPTION OF CHANGE IN TERMS. The maturity date for the above-roferanced loon is hereby extended from January 31. 2009 to March 31. 2009. This Change in Terms Agreement is deemed to have been effective as of January 31. 200g. CONTINUING VALIDITY. F-leapt as expressly Changed by this AgraamanC the corms of the original obligation or obligations, includino all agreemonts evidenced or securing the obligationfsf, remain unchanged and in full force and affect. 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 rerrns. Nothing in this Agreement will.constitUto a satisfaction of the obligetionlsl. 11 is the intention of Lender to retain as liable parties all makers and endorsers of the orlginal obllpatiohlsf, including accommodation perdu, unless a party is expressly released by Lender in wrrt;ng. Any maker or endorser, inaludfng accommodation makers, will not be released by virtue of this Agreement. If any person wno signed the original obligation does not sign this Ageeamenr below, then all persons signing below acknowledge that this Agreement is given conditionally. based on the reprosentat;on to Lender that the non-signing party consents to the ehangen and prov;sionc of this Agreement at otherwise will not be released by It_ This waiver applies not only to any Initial extension, modification or releasa, Dui also to elf such subsequent octlons. 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 UNDERSTtjOD ALL THb PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TERMS OF THE AGREEMENT. BORROWER: PROGRESS AVENPE LIMITED PARTNERSHIP limited t+KR rA01w+.e, ?... 9 Ad, O&W qr WMWA rwr..Al :.er.y k Im. Tem. M MAY -W. . ]?^mahmaee K rL+nu nL V Ci,-,,.gYGE IN TERMS AGREEMENT. .-Al Loan No Can! Call Account Officer tnitiats 7-*,00 Priacip Loan Date Maturity ,5;00007.16-2004 01-31-2009 3178888 2204 enEto 'References in the boxes above 8141 for Lander'o Use only .. and d?rn b omitted dueator ertrleng[n?imrt rior,s any Particular loan or item. Any Ram above Containing 1. Lander: COMMERCE BANKMARRISBURG Borrower: Progress Route e Avenue 1ui5 S Sououth Partnar6tlip L COMMERCIAL BUSINESS DEPARTMENT 101 U. S. . Route 3801 PAXTON STREET Dilkbary. PA 17029 HARRISBURG, PA 17111 f8821 937-000a Lri Amount: $325,000.00 Initial Rate: 4.500% Date of Agreement: December 15, 2008 ?' Principal •" DESCRIPTION OF CHANGE IN TERMS. The maturity date for the above-referenced loan is hereby extended from December 30. 2008 to .5`1 January 31, 2009, ,i ,CCrNTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreamentc avidaneed or securing the obligationis), remain unchanged and in full force and effect. Consent by Lender to this Agreement does =nor waive Lander's (ignt to strict performance of the obggetion(s) us changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will Constil= a sutisfacton of the obligation(s). It is thn intentlon of Lender to retain as llablc parties all makers and endorsers of the original obligation(s), including accommodation parries, unless a Paris Is expressly released by Lander in writing. Any maker or r'. ondomar, including accommodation makers, will not be released by virus of this Allresment. 11 any Denson who signed the original obligation 5 does not sign this Agreement below, then all persons signing below acknowledge that this Agreement i= given conditionally, based on the representation to Lender that the non-signing party consents. to the changes end 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. zi ,THLS AGREEMENT IS GfVEN UNDER SEAL AND IT IS INTENDED THAT THfS AGREEMENT IS AND SHALL CONSTITUTE AND HAVE THE ,--,EFFECT dF A SEALED INSTRUMENT ACCORDING TO LAW. : FPRIOR TO SIGNING THIS AGREEMENT. BORROWER READ AND UNDERSTOOD ALL, THE PROVISIONS OF THIS AGREEMENT. BORROWER : AQAEES TO THE TERMS OF THE AGREEMENT_ EORROWER: ..,e, PROGRF-SS AV L1,?ItI P HID Dusan rat1C, Genwat Partner of Progress Avenue L;rnitsd Pamsnhfp WN.e)b...rr ?.rYJIO! O.. w,MM tarwl+liwwklM.>r5 wrOr M,r?. •,/. ]K,NV1107KK 16111H 41r x• r 't "F . c'1 . r.3 .J r i1 , .. {,fib M'd IIFllol ' `toirAANGE IN TERMS AGREEIVItk Loan Date Maturity an No Call J Coll Account Officer Initials `=c' print:ipa) 2204 : 325,001.00 07-16-2004 12-30.2008 3179889 Referoeeea in the boxes above are for Lander's use onlV and do Des d applicability ztf to^Cth° limit. any particular roan or item. Any item above containing -- hilis Lander: dotrower: prayreas Avenue Limited PiRnership . COMMERCE K/ItARWSBURG N.A. a, ONFSS DEPARTMENT 101 u, S. enu L COMME LLL BU D U, g, PA Routs IS South 3801 PA N STREET 17013 HARRISBURG, PA 17111 legal 937-0004 Principal Amount: $325,000.00 Initial Rate: 5.500% Date of Agreement: September 17. 2008 .+:' DESCRIPTION OF CHANGE IN TERMS. The maturity date tar the above-rafaranced loon is hereby extended from September 30. 2008 to ;i December 30. 2006. CONTINUING VALIDITY. Except as expressly changed by this ygreemant, the terms of the original obligation or obligations, inctu0ing all ageeements evidenced or securing tha'obligstlonlsl, remain unchanged and in full force and affect. Consent by Lender to this Agreement does " not waive Lender's right to strict performance of the obligation(s) as eh3nged, nor obligate lender to mate any (unrre change in terms. Nothing 'in ihrs Agreement will constitute a satisfaction of the obligation(s). It is the intension of Lender to retain as Ilable parties all makers and endorsers of the original obligetiontsi, including accommodation parties, unless a party Is expressly released who der in tvremna. he original An maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. if an signed obligation does not.slgn 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. `TN1S AGREEMENT S GIRUUNbET' At'.M AIND IT ?wTMUED TKAT THIS AGREIMENT 13 AND SHALL. CONSTITUTE AND HAVE THE 'EFFECT OF A SEALED t' PMOR TO SIGNING 18 AGREEMENT, BORROWER READ AND UNDERSTOCO ALL THE PROVISIOrS OF THIS AGREEMENT. BORROWER ' AGREES ?0 TliE T NIS OF THE AGREF1NIEi1iT. 1 PROGRESS E LIMITED PARTN D (Sean Dusan graft, Generel Parsnsr of rogreas Avenue limited Partnership yl Wp ?-in+? ...w?.wM es ra,w ?.r Ie'?.d/ f,r,... vw. tMr. PM r. eM ?? • h iiKr,YMe,00JG to rash rs 1, i' r y' ?i l y , r) T C ara9_477_-la4 JIJN-19-2008 17:48 P-02/03 JUN-19-2088 ltd ?ti i ?eR.... ,,,,,.?. ,.. , ......., ... CHANGE IN TERMS AGREEt1iI,AT Principal Won Date Maturity Loan No Can 1 CoE Account 0 user Initials $325,000.00 07-16.2004 09-30-20083178888 2204 Raferene" in the boxes above are for Lender's use only and do not Omit the Sop6cebility of this document to any particular loan or item. Any item above containing """ has boon omitted due to text Tenth limitations. Borrower. Progress Avenue Urnited Partnerehip Lender; COMMERCE BANK/HARRLSSURG N.A. 101 U. S. Route 16 South COMMERCIAL BUSINESS DEPARTMENT Oillsburg, PA 17013 3501 PAXTON STREET HARRISBURG,PA 17111 (7171975-5630 Principal Amount: $325,000.00 Initial Rate: 5.500% Date of Agreement: June 18, 2008 DESCRIPTION OF CHANGE IN TERMS. Extend the maumity date from Juste 30, 2008 to September 30. 2003. CONTINUING VALIDITY. Except as expressly changed by this Agment•ni, the terms of the original obligation or obligations, including all agreements evidenced or socuring 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 obligadonls) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a a6fisfaction of the obtiga0cri 1. It is the intention of Lender to retain as liable parties aD mekars and endorsers of the original obligedoelsl. including accommodation parties. unless a party 4 expressly released by Lender in writing. Any malim or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not a;gr% this Apreemant below, then all persons s;gning'bolow acknowledge that this Agreement is given eondirionally, based an the representation to Lender that The non-tuning party consents to the changes and provisions of tHs'Agreemsnt or atnerwiae will not be released by it. This walver apolies 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 Tma AGREEMENT IS AND SHALL CONSTITVn AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. PRIOR TO SIGNING THIS AGREGME'NT, BORROWER AEAD• AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TfiRMS OF THE AGREEMENT. r BORROWER: PROGP"MUM A UE LIMITED By= Due Brads. General F Limited Partresshlp %6 a....M.w aw wn.r gq n So-,% Ye M1, agog. -sop I-N..a • •a y?t{lykldet.4 w.?nH 0%4 CHANGE IN TERMS AGREEMEN 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 BUSINESS DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 1717) 975-5630 . Principal Amount: $325,000.00 Initial Rate: 5.750% Date of Agreement: March 20, 2008 DESCRIPTION OF CHANGE IN TERMS. Extend the maturity date from March 31, 2008 to June 30, 2008. 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(si, 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. 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 • LIMITED PARTNI By:: R Dusan ratio,~ anaral Partner 01 Limits Partnership LAWS PRO L+ .b W.. IxWGOS G,,." Pbw"Sr S-.Y .107. MS. YNy"r IVe & •- 2-"WLMUMO T Intl r%,W -40, d 1H101 CHANGE IN TERMS AGREEMENT atvrences in the boxes above are for Lender's use only/: and do not limit the applicability of th;c document to any particular loan or item, Any item above contein;ng " has been omitted due to'taxt length hm;rations. Borrower: Progress Avenue Urnitod Partnership 101 U. S. Route 15 South 011sburg, PA 17019 Lender: COMMERCE BANK/HARRISBURG N.A. COMMERCIAL BUSINESS DEPARTMENT 3801PAXTON STREET HARRISBURG. PA 17111 1717? 975-SG30 Principal Amount: 3325,000.00 Initial Rate: 8.000% Hate of Agreement: Noyember 28, 2007 DESCRIPTION OF CHANGE IN TERMS. Extend the maturity date from Decsmber 91, 2007 to March 31, 2005. CONTINUING VALIDITy, Exceot as axpreasfy charged by this AgreamenL the Terms of the original obligation or obligetiona, includ;ng all agrearnonTs evidenced or securing the obligationisl. remain unchanged and in full force and affect, Consent by Lender to Th;x Agreement daos not waive Lender's right to strict performance of the obligationlsl as changed, not obligatf•. Lander to make any future change in terms. Nothing in this Agrosmont will conhtltute o sadsfacuon of the obl;garionlal. It is the intention of Lender to retain as liable parties all makurs and endorsers of The anginal obllgationfcl, Including aecorrmodar,on parries, unless a parry 4 expressly released by Lender ;n hriting, Any maker or andorSor, including aceommodaoon makers, wilf not be relea-ad by v;rrue of this Agreement. If any person who signed the original obligation does not Sign this Agreement below, then all persons signing below acknowledge chat Thi; Agrooatent is given conditionally. based on the repre,sentatian to Longer that the non-s;gning parry consenca To the' changes and provisions of th;s Agreement or otherw;sc win nct be rcleesed by it. This waiver applies not only to any initial extension, modification or release, bvt also to all such cubsequcnt actions. THIS AGREEMENT IS aim UNDER SEAL AND IT 1S 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, 90RROwEA; LIMITED Panat:rsh;p H?I.N i.,..,R v.. / l?w aa, r.w -....r nww:+41.. s,c 17r1 7I>or. K Ni'. 1?4N .,....n'-....,.wN,,,?VYi1N: Jt ?? •!rn ?J. RECEIVED NOV 2.9 2W tI !. QV P..1?1..., TOTRL P.04 r4ANGE IN TERMS AGREEMENT References in the boxes above are for Lender's use only and do not limit the apolicablllty of this document to any particular loan or item. Any Item above containinfl -- " nas been Omitred due to teat length limitations. f Borrower: Progress Avenue Limited Partnershlp Lender., COMMERCE BANK/HARRISBURG N.A. 101 U. S. Routs 15 South COMMERCIAL BUSINESS DEPARTMENT Dillsburg. PA 17019 3901 PAXTON STREET HARRISBURG, PA 17111 (7171 975-5630 Principal Amount: 5325.000.00 Initial Rate'. 8.250% Date of Agreement: September 21, 2007 DESCfaIPTION OF CHANGE IN TERMS, Extend the maturity date from September 30, 2007 to Do-camber 31. 2007. CONTINUING VALIDITY. Except as axprttsly changed by this Agreement, the terms of the original obligation or obligations, including all agroonnents evidenced or securing the obfrgationts). remain unchanged and in full torso and effect. Consent by Lender to this Agreement does not waioa 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 intsndon of Lender to retain as liable Dartiat all makers and endorsers of the original obfigadon(a). 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 conditional(v, 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 apOes 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. Be PA. ft . .. _ WMMO MrN, w ?. W.w. QM. M,N,,.1 •w.?.N Lhw.r Le. .gr.7N?. .+y.? ?..w • 4 r..frRwwIIIAMKfINWiK.rC i¢1?J?t ???? R EI 5t-RECEIVED C ? 0 1 2x37 Lim)ted Pannerehip HANGE IN TERMS AGREEW-7`7 Cf a _ P!n Preferences in the shoded area are far Lender's use only and do not rrm,T the applicability of this document to ary particular loan or ;tern Any item above contarrung has been omitted clue to text length limitations. Borrower: Progress Avenue Urnitod Partnership Lander: COMMERCE BANKIMARRISBURG N.A. 101 U. S. Route 15 South COMMERCIAL BUSINESS DEPARTMENT Dillsburg, PA 17019 3801 PAXTON STREET HARRISBURG. PA 17111 17171975-5630 Principal Amount: X325,000.00 Initial Rate: 8.750% Date of Agreement: June 28, 2007 DESCRIPTION OF CHANGE IN TERMS. -ii-end the maturity date from July 31. 2007 to September 30, 2007. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligat;ars, including all agreements evidenced or securing the ooligation(s). remain unchanged and in full force and effect. Consent by Lender to thrg Agreement does not waive Lender's right to strict performance of he obllgationls) as changed. nor obligate Lander to make any future change in terns. Nothing in This Agreement will constitute a satisfectior+ of the abligation(s). It is tha inrention of Lender to retain as Iraole oartier. all makers and endorsers of the original oblipationls). 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 conclWonally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreemont or otherwise will not be rclaased by it. This waiver applies not only to any initial extension, modification as release, but also to all such subseovent 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 TI4E PROVISIONS OF THIS AGREEMENT. BORROWER AGREES TO THE TEBMIS OF THE AGREEMENT. BORROWER: PROGRESS A NUE UNITED PARTNERSHIP By: Dula Bratic, General Partner of Progrt Limited Partnership - 1?SCIr,wD l.M+?. ?. 3.7,.o49a Cly ?,IrN11 t;tierl iMl?.? lr.[ 1711, ?ql Y4Y ti.nw •M .MRMrr+R'LMMICM10.1Dr0t 6 Ti ett11 h I? Dat rte. , n j NGE .1N. TERMS AGREEMk j References in the shaded area 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 'I* *" has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership (TIN 25-1780583) 101 U. S. Route 15 South Dillsburg, PA 17019 Lender: COMMERCE BANK/HARRISBURG N.A. COMMERCIAL BUSINESS DEPARTMENT 3801 PAXTON STREET HARRISBURG, PA 17111 (717) 975-5630 Principal Amount: $325,000.00 Initial Rate: 8.750% Date of Agreement: May 3, 2007 DESCRIPTION OF CHANGE IN TERMS. Extend the maturity date from May 31, 2007 to July 31, 2007. 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. 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 ay:: Dus Bratic, General Partner of Progress Avenue Limited Partnership U33R MO l? bf W.. L3L00000 Cv P? Mo..W kWe*40 19,1.3007. uMg.. Aww..O -M 1k11RIMFMW"MCR%A10 00.R: mynbl M•10 MAR-08-2007 15;12 P.02i04 U. MANGE IN TERMS AGREEMEN. ;:a:£,: , •.i le ef'i'I £ !,, ! :.;.: .•if • ' si'£? ii°ji ?j? i£af!$i 1 ss...:.:. i ? . )l:fffi'iiili 111 ••::.••-.-• -1 .1..£: ` .£.. :?•:'•,I ? I •,.:;t,...?i? = • ` £.131. :!•}.•1.•4 111 ,; i' •"I ri n:? ? •, °?"I) ;if! !' "'!?;ti ! i:;,rI'i i11?7!rVY?.KNh Iu ,1 lcl 1???.p t.?llllii7l,.:. , aF t.,,: lt!,.,.k!.•,m III, .•9.Ji..:q:.°!iEly'sifi ,??!d!I ii?111..f ,.,a.,.iE':U .:11 I :l++,,yrt!leli3Y'•y'+.:i G+elixlll `1!'r'1 :-£ lEi}!; e: ti! I £.1 r, :r:. .::1. ,.r I::: ,:, • a t r ":":L• r:.u `l a.,.,,:a. .t:::o •' ?f5•:lE:£f .:xi: ;i?:£;e•iF? iii=i•Ji? . -r •:' Il::i fi !• iiSii'r•'i'?? „ :1? is"i'i`•° fe°',.?'a??rr•• k?• ?: ' i'lilii : a3 !?'e?Vial7+f f,'hll?: £"? II?hIi1Fa ! . .u?i;iYiil•ii: i:p; t f lfE;'siiil9;.:}.+ff1E ifll•; rfs! x'•;•J•':I:: i itj•?1: .E,:.!:£j :<.•; 47 i:[..{...... ..f . 1 ..1.1 •l .f:{461fi}su.'iF!!'??i r.E. ?, ..11. ,....f,i ..lf .E •... 4??:, .... £ ! I ... . 1 ! 1 .. .. , ..:M.?,R.1}ii f... References in the shaded area 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 "I"" has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership (TIN: Lender; COMMERCE BANK/HARRISBURG N.A. 25-1780583) COMMERCIAL BUSINESS DEPARTMENT 101 U. S. Route 15 South 3801 PAXTON STREET Wilsburg, PA 17019 HARRISBURG, PA 17111 (717) 975-5630 Principal Amount: $325,000.00 Initial Rate: 8.750% Date of Agreement: March 7, 2007 DESCRIPTION OF CHANGE IN TERMS. Extend the maturity date from Mareft 31. 2007 to May 31, 2007. CONTINUING VALIDITY, Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligationls), remain unchanged and in full force and effect. Consent by lender to this Agreement does nor waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Lendar to mako 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 at the original obligation(s), Including accommodation parties, unless a party is oxpressly 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 subscqucnt 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: PARTNERSHIP Limited Partnership 414`1.» a...nr, w...Kat" ew.. --A "..wleer.r•., tn.. tat. leer. -A &*". 4.-. - P. n.w:w•:rfLL'?wl!%,u•I:A?':%t W.lne: 1'MM REfE%1 f'1D Mp,R p ? 2?7 r• -1ANGE IN TERMS AGREEM€ T References in the shaded area 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 Llmlted Partnership (TIN: 25-1780583) 101 U. S. Route 15 South DiNsburg, PA 17019 Lender: COMMERCE BANK/HARRISBURG N.A. COMMERCIAL BUSINESS DEPARTMENT 3801PAXTON STREET HARRISBURG, PA 17111 (717) 975-5630 Principal Amount: $325,000.00 Initial Rate: 8.750% Date of Agreeme t: December 18, 2006 DESCRIPTION OF CHANGE IN TERMS. Extend the maturity date from January 31, 2007 to March 31, 2007. 7 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. 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. -PRiO; _T,,0 SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL-THE-PROVt%. O(4S OF THIS AGREEMENT. BORRQWWER AcGREES TO THE TERMS OF THE AGREEMENT. .... . x.?. BORROWER: E LIMITED PARTNERSHIP Du arc, eneral Partner of Limited Partnership NJLI1 MO Lwi ,. V., f 33.=D CM 1M,M FnrW SW 4w,, M,. 1!Y). 100 U My+ l M„ww .. u W,1ryMMIfLL/1 ICF LL/ypiOC,K M I MI Wt. RECEIVED DEC 2 a20 ? ko ti re CHANGE IN TERMS AGREEMENT tiicipal=; :L,4?7:1af'-w -•M5# inf. _ k oar>:_- _ -- --;ecaftui'= - r.: y.:?r:a_? References in the shaded area are lur Lenderr'S use only and do not limit the ipplicabiiity ul this document to any particular loan or hem. + Any Item above containing " has been omitted due to text length fimimdons. Borrower: Progress Avcnue Limited Partnership (TIN: Lender: COMMERCE BANX1HARRIS3URG N.A. 25.1780563) COMMERCIAL BUSINESS DEPARTMENT 101 U. S. Route 16 South 3801 PAXTON STREET Olllsburg, PA 17019 HARRISBURG, PA 17111 1717) 97S-6630 Principal Amount: $309,875.49 Initial Rate: 8.750% Date of Agreement: November 30. 2006 DESCRIPTION OF CHANGE IN TERMS. Extend the maturity date tram November 30. 2006 to January 31, 2007, CONTINUING VALIDITY, EXcep1 a: expressly changed by this Agrucment. 111e terms of rho 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 Lsndar's right to strict performance of The obligation(s) as changed, not obligoto Lender to make any future change in terms. Nothing in this Agrecrriertt will conmiru'.e a satisfaction of the obligafionlS). 11 (s the intention of Lender to retain as liable parties all makers and endorsers of the original obligationlal, 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 thin Agreement. If any person who signed the orlginel 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. Thin waiver applies not only to any Initial extension, modification or release, but also to all such subsequent actions. THIS AGREEMENT IS GIVEN UNDER SEAL ANO 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 A UE L[MITEO PARTNERSH ey ? L-". :. (Sean) DusanNBratie, General Partner of Progress Avenue Limited Partnership WO MO a.aap. V.. l.A?0000, c,r ,rM.. F..,dn Mtn. w. lMt, er? N M1.11r.q. . e?+elW1M11rreyry,n,Idµn,Ui,Cr! 7x.,7911 K Is CHANGE IN TERMS AGREEMENT coey arc-:rt?qu-? -? -? j References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. I ( Any item above containing • •' has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership (TIN: Lender: COMMERCE BANK/HARRISBURG N.A. 25-17805831 COMMERCIAL BUSINESS DEPARTMENT 101 U. S. Route 15 South 3801 PAXTON STREET Dillsburg, PA 17019 HARRISBURG, PA 17111 1717) 975-5630 Principal Amount: $309,875.49 Initial Rate: 8.750% Date of Agreement: October 4, 2006 DESCRIPTION OF CHANGE IN TERMS. Extend the maturity date from July 31, 2005 to November 30, 2006. 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 wig 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. 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 TrAMS OF THE AGREEMENT. BORROWER: PROGRESS A NUE LIMITED PA By: Dusa Bratic. General Perin Limited Partnership .". T I--.ice 131 ,t.N C-.-. tn_. t_- ? 'Mt. ) u Mo..- - M M NW.nMi.ItiMCIM11? K fn. - -1. ' C NGE IN TERMS AGREEMEP References in the shaded area are for Lender's use only and do not limit the applicability of this document to a 1 em. Any item above containing " • •'" has been omitted due to text length limitations. §pa? Borrower: Progress Avenue Limited Partnership (TIN: Lender: COMMERCE BANK/HARRISBURG'N.A. 25-17805831 COMMERCIAL BUSINESS DEPARTMENT 101 U. S. Route 15 South 100 SENATE AVENUE Dillsburg, PA 17019 CAMP HILL, PA 17011 (717) 975-5630 Principal Amount: $310,857.00 Initial Rate: 8.250% Date of Agreement: April 25, 2006 DESCRIPTION OF CHANGE IN TERMS. To extend the maturity date from May 30, 2006 July 31, 2006. PAYMENT. Borrower will pay this loan In one principal payment of 8310,857.00 phis interest an July 31. 2006. This payment due on July 31, 2006, 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 April 1, 2006, with all subsequent interest payments to be due an the same day of each month after that. VARIABLE INTEREST RATE. The interest rate on this loan is subject to change from time to time based an changes in an independent index which is the Prime Rate as published in the Money Rate Section of the Wall Street Journal. If a range of rates is published, the highest will be used. Ithe "Index"). The Index is not necessarily the lowest rate charged by Lender on its loans. If the index becomes unavailable during the term of this loan, Lender may designate a substitute index after notifying Borrower. Lender will tell Borrower the current Index rate upon Borrower's request. The interest rate change will not occur more often than each day. Borrower understands that Lender may make loans based on other rates as well. The Index currently Is 7.750% per annum. The interest rate to be applied to the unpaid principal balance during- this loan will be at a rate of 0.500 percentage points over the Index, resulting in an initial rate of 8.250% per annum. NOTICE: Under no circumstances will the interest rate on this loan be more than the maximum rate allowed by applicable law. 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 obligationts) 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 obligationis), 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. 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. BORROWS PROGRE AVEN`U?E LIMITED PARTNERSHIP By, .?r'`' _ - ' (Seal) Duten Bratic, General Partner of Progress Avenue Limited Partnership u36A MY LwOM, v. C31.00004 Cw wrr l6 Wd GoA% w Ina \M7, root N ww, rte. - M ?-PWAP +ywaxuuowoe MIZU, rw,A FED-01-27006 17:55 ?r?ra-e'r-condo ee tae t_ut u rata a ornrn P.06/126 Ch. AGE IN TERMS AGREEMENT References in the shaded area are for Lender's use only and do not limit the apobcability 01 thjs document to any particular loan or item. Any item above containing ---- " has been omitted due to text length limitations. Borrower: Progress Avenue Limited Putnership (TIN 25-17505031 101 U. S. Route 15 South Dillsburp. PA 17019 Lender: COMMERCE BANKMARRISSURG N.A. COMMERCIAL BUSINESS DEPARTMENT 100 SENATE AVENUE CAMP WILL. PA 17011 (717) 975.5630 Principal Amount: $290,375.49 Initial Rate: 7.75096 Date of Agreement: January 27. 2006 DESCRIPTION OF CHANGE IN TERMS. To extend the maturity date from February 28, 2006 To May 30. 2005. PROMISE TO PAY. Progress Avenue Lirrdtad Partnership ("Borrower') promises io pay to COMMERCE BANK/HARRISBURG NA. I-Lendtr"l. or order, in lawful money of the United States of America, trio princpal amount of Two Hundred Ninety Thousand Three Hundred Seventy-five & 49!100 Dollars (3230,375.491. together with interest an the unpaid principal balance from December 1. 2005, until paid in full. PAYMENT. Borrower will pair Wo Loan in one prine"I payment of 3730,375.49 plus interest an may 30, 2006. This payment due on May 30, 2006, w ;U he for all principal and an acuued interest not yet paid. In addition, Borrower wet pay regular rstort hly payments of all accrued unpaid interest due as of each payment date, beginning .Iatttrary 1. 2006. with all subsequent interest payments to be due on the same day or each month after that. Unless otherwise agreed or required by applicable law, payments will be applied lost to any accrued unpaid interest; then to print",pal; then to any unpaid collection eosin: and than to any rats charges. Interest an this Aareexmem is computed an a 365!360 s',rnpte interest basic: that is, by applying the ratio of the annual interest rate over a year of 350 days. multiplied by the outstanding principal balance. multipfed by the actual number of days the principal balance is outstanding. Borrower will pay tender at Lender's address shown above or at such other place as Lender may designate in witting. VARIABLE INTEREST RATE. The interest rate on thi: Agreement 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. If a range of rates is published, the highest will be used. (the 'Index`). The Index Is not necessarily, the lowest rate charged by Lender on its loans. If the Index becomes unavallable during the term of this loan, Lender may designate a substitute index after notice to Borrower. Lender will tell Borrower tria current Index rate upor Borrower's request. The interest rate change will not occur more often than each day, Borrawer understands that Lender may make roars based on Other rates as wall. The index currently is 7.25096 per annum, The interest rate to be applied la the unpaid principal balance of the Note will be at a rate of 0.600 percentage points over the Index, resulting in an initial rate of 7.75091 per annum. )NOTICE: Under nc circumstances will the interest rate on the Now bs more than the maximum raw allowed by applicable law. PREPAYMENT. Borrower agrees that all loan test and other prepaid finance charges are earned fully as of the dais of the loan and will MOT oe oubiect to refund upon early payment (whether voluntary or as a result of deleultf, except as otherwise required by lays. Except for tee foregoing. Borrower may pay without penalty ab or a potion of tha amount owed earlier than it it due. Early payments will not, unless sgreeC to by Lander in writing, relieve Borrower of Borrawer's obligation to continue to make psyments under the payment schedule. Rather, early payments will reduce the principal balance due. P.oreowar agrees riot To send Lender payments marked -paid in felt". 'wit?tout recourse', or similar language. If Borrower sends such a payment. Lender may eccept it without losing any of Lender's rights under this Agreement, lied Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitutes 'payment in full' of the amount owed or that is tendered with other condition or limitations or as full satisfaction of a dicpuzpd ambuM must be mailed or delivered to: COMMERCE BANKMARRISSURG N.A., LOAN SERVICING. PO BOX 1195 CAMP HILL, PA 17011-1195. LATE CHARGE, It a payment Is 10 days or more late. Borrower will be charged 5.000% of the regularly scheduled payment. INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the total sum due under this Agreement will boar interes: from the date of acceleration or maturity at the variable interest rate an this Agreement. The interest rate will not exceed the maximum rate permitted by appGeable law. If judgment is entered In connection with this Agreement, interest will continue to accrue on this Agreement after judgment at the interest rate applicable to this Agreement at the time judgment is entered. DEFAULT. Each of the following shall constitute an Event of Default under this Agreement: Payment Default. Borrower fails to make any payment when duo under the Indebtedness. Other DlPatrlta. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in This Agreernen; Of in any of the Related Documents Of To comply wilt, or to perform any term. obllgatron, covenant or condition contained in any other agreement between Lender and Barrower. Default in Favor of Third Ponies, Bon'awe? defaults under any loan, extension of cm-di;, security agrearnenL ourchasa or solar: agreement. or any other agreement, in favor of any other creditor or person That may mateFtally affect env of Borrower's property or eorrower's ability to perform eorrowei s obligations under this Agreement or any of the Related Documents. Environmental Default. Fshure of any party to comply with or perform when due any term. obligation, covenant or condition contained in any environmental agreemern executed In connection with env Indebtedness. False Statements. Any warranty, representation or statement made or furnished to Lander by Borrower or on Borrower's behalf under this Agreement or the Related Documents is false at misleading in any material respect, either now or at The Time made or furnished or becomes false or misleading at any time thereafter. Death at insolvency. The dissolution or termination of Bonawgr'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 as6gimment for the benefit of creditor. any type of creditor workaut, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower. Credibw or Ferre.Zurs Preeeedlnys. Commencemenn of foreclosure or forfeiture proceedings, whether by judicial proeoedv,q. sell-held. repossession at any other method, by any creditor of Borrower or by any governmenui sgency eSoinat any coilateral securing the Indebtedness. This ;ncluaes a patnishment of any of Borrower's accounts, including deposit accounts, with Lander. However. INS Event of Default Shall not apply if there is a good falth dispute by Borrower as to the validity or reasonableness of the claim which ic the basis of the creditor or forfeiture proceedin0 and if Borrower gives Lender w6uen notice of the credtor or forfeiture proceeding and deposits -hh Lender monies or a surety bond for the creditor or forfeiture proceedinfa. in an amount determined by Lender, ;n its sole discretion, as bores an adequate reserve or bond for the dispute. FEB--01-20135 17: 54 P _ 0211,06 J HV?d' e -'e1didta LG?ld? I.LJI'U'ICrtt.C Dr9V1? -. Cr-tANGE IN TERMS AGREEMENT Page z Loan 1Vc: 3171k888 (Continued) Eveetm Affecting Guarantor. Any at the pteceding events occurs with respect to any Guarantor of any of the Indebtedness or any Guarantor dies or becomes (ncampetent, or favokes or disputes the vefidity of. or IiabiGty under, any GusrantJ at the Inceaiedness evidenced by this Note. In the event of a death, tender, at Its option, may, but shall not be required tc, permit the Guarartw'; estate to assume unconditrdnAly the obligations ariking under the guaranty in a manner satisfactory to Lender, and. in doing sd, cure any e,rem of Default. Events Affecting General Partner of Borrower. Any of The preceding events occurs with respect to any general patina( of Borrower or anV general partner dies or becomes incompetent. Change In Ownership, The resignation or expulsion of any general partner with an ownership intsrert of twenty-five peresrn (25%1 or more In Borrower. Aoversa Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or performance of the Indebtedness is impaired. Insecurity. Lender in good faith believes itself insecure. 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 provWan of vis Agreement within the preceding twelve 112) months, it may be cured if Borrower, after receiving written notice frog, Lender demanding cure of such default: ill cures the default within fifteen (151 days: or 121 it the cure reeu.res more than firtaen 115: days, Immediately initiates steps which Lender deems in Lander's sole discretion to be sufficient to cure the default ano tnerea!ter continues and completes all reaconable and naceicsary steps sulriclent w produce compliance as soon as reasonably practical. LENDER'S RIGHTS. Upon default, Lender may. after giving such notices a& required by applicable law, declare the entire unoa:d w.netpa! balance on this Agreement and a) I 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 Agreement if Borrower dogs not Pay. Bartower will pay Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fen and Lender's legel expenses, whether at not there is a bwtult, including attorneys' fees, expenses for bankruptcy proeesdings lincluding efforts to modrfv ar vacate any automatic stay or injunctiotn), and appeals if not prohibited by applicable law, Borrower also will pay any court costs, in addition !o all other sums provided by law. GOVERNING LAIN. This Agreement will be governed by fedenal law applicable to Lender end. to the extent not preempted by federal law, the laws of the Camrnonwealth of Pennsylvania without regard to its conflicts of law provisions. This Agreement has baen acctpted by Lender in The Commonwealth of Pennsylvania. RIGHT OF SETOFF. To the extent permitted by apppcabla law, Lender reserves a right of setoff In all Borrower's accounts with Lender (whether checking, savings, or some other account). This includes Oil 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 la-. Borrower sutnor'rsec Lender, to The axtant permitted by applicable law, to charge at setoff all sums owing on the indebtedness against any and all such accounts. COLLATERAL. Borrower acknowledges this Agreement is secured by Second mortgage behind a Commerce 1st mortgage on The real e:ta:e located at the intersection of Progress Avenue & Kahn Aced. Susquehanna Township. Harrisburg, Dauphin County, PA. CONTINUING VALIDITY. Except as ewprasciy changed by this Agreement the terms of the original obligation or gbligationa, imiudirlg all agreemenTs evidenced or securing the obfigationisl, remain unchanged and in full torte and effect. Consent by Lender to this Agreement does not waive Lender's rigntTo strict performance of The obligatlonlsl as changed, nor obligate Lender to make any future chanfic in terms. Naming in tni5 Agreement w;p constiWte a sadglaction of the obllgationtsi. It if the intention of Lender to rata;n as liable parties all .Waken and endt,rters of the origical obligai ionlsl, including accommodation parties, unless a party is exprecdy released by Lender in writing. Any maker or endorser, including accommodation makers. will not be released by virtue of This Agreement. If any perscn who signed she original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conaitiona ly boxed 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 extemslon, modification or release. but also TIC all such subsequent actions. SUCCESSOR INTERESTS. The terms of this Agreement shall be binding upon Borrower, and upon Borrower's heirs personal representatwec, successors. and assigns, and shall be enforceable by Lender and its successors and assigns. NOTIFY US OF INACCURATE INFORMATION WF REPORT TO CONSUMER REPORTING AGENCIES. Plesae nosily us if we report any Inaccurate Information about your accountls) to a consumer reporting agency. Your written nation deactiNng the speoit)c Inaecuracvfiesi should be Sant to vs at the following address: COMMERCE BANK/HAARiSBURG N.A. LOAN SERVICING PO SOX 1195 CAMP HILL. PA 17011.1'95. MISCELLANEOUS PROVISIONS. 11 any part of This Agreement cannot be enforced. This fact will not affect the rest of The Aareement. Lander may delay or forgo enforcing any of its rights or iemedles under this Agreement without losing them. Horrawer and any other person wno signs, guarantees or endorses this Agreement. To the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. UCOn any change in the terms of this Agreement, and unless otherwise expressly stated In writing, nd party who signs this AgreemenT, whether as maker, guarantor, accommodation maker ar endorser, shall be released from gabillty. All such parties agree that Lender may renew o: extend trepeatedly and for any length of time) Shia loan or release any party, panner. or guarantor or collateral; or impair, fall If, raali2e upon or perfect Lender's security interum in the Collateral. and take any other action deemed ntaeasaty by Lender without the consent of cr notice to anyone. All such parties also agree teat Lender may madfly this Ican without the consent at or notice To Anyone other Than tho party wITl' whom the moclficaian is made. The obligations under this Agreement are joint and several. It any portion of this Agreement is for any reason Cetermined to be unenforceable, it will net affect the enforceability of any, other provisions of this Agreement. CONFESSION OF JUDGMENT. BORAOWER HEREBY IRREVOCABLY AUTHOAi2ES ANO EMPOWERS ANY ATTOArjEy OF THE PROTHONOTARY OR CL.6AK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE. TC APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS AGREEMENT AND WITH OR WITHOUT COMPLAINT FILED. CONFESS OF ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS AGREEMENT 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, ANO AN ATTORNEY'S COMMISSION OF TEv PEACENT llo*Al OF Trie UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS 1115001 ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUT!OIJS MAY ISSUE IMMEDIATELY: AND FOR SO DOING. THIS AGREEMENT OR A COPY OF THIS AGREEMENT VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS AGREEMENT TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHOA!1'Y BUT SHALL CONTINUE FAOM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS AGSEEMiNT. Rr1RR0wER HEREBY WAIVES ANY RIGHT 90RROWER MAY HAVE TO NOTICE 08 TO A HEARING IN CONNECTION WITH ANY SUC1'. FED-01-2006 17:53 P 0506 1R?1-27-20x6 22=17.3 t.IJMrItKl.t liHNK r. rr,. ro `..ANGE IN TERMS AGREEMENT Loan No: 3178888 (Continued) Page 3 JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, INCLUOING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TEAMS OF THE AGREEMENT. THIS AGREEMENT IS GWEN UNDER SEAL ARID IT IS INTENDED THAT THIS ACREEbMENT IS AND SHILL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER. PROGRES VENUE IIMTTED`w RTNERSHIP Y Y Limited Pannership res7 W, IM 10?4 r? u?rM.?s ?? !rM?/?'fJN/?V?ssls n fit DEC-27-2005 14:05 (']?? • 1 ` /• ? J'r? r MANGE IN TERMS AGREEMEN ...1- .. .... _ .. }.,{.?r{ [? '"':r x-• _ . _!}4r•TM' ?Sw tt.•` ?ial yME.z?"_ - ~_ ?'-_K_i`i.?..?u - 71' '_ r.••?, Ipc•1pf?'•=? .77.?Cfa?A?K?V', •?e'r;?_Y.'a?; :'r+•K.-.-?.:-••- - .i: - _ -?!y.? _ .._.,'?3•?5•'DO(?:t3O.?•?'l?:T?B?•ZOIY??:7?2=:?.'$.?r?r??+ -??'i:?S$?$???" =_.?:- - - - References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above contaming has been omitted due to text length limitations. Borrower: Progress Avenue Limited Partnership ITIN: Lender: COMMERCE IIANKIHARRISBURG N.A. 26.17605831 COMMERCIAL BUSINESS DEPARTMENT 101 U. S. Route 15 South 100 SENATE AVENUE Dillsburg. PA 17019 CAMP HILL. PA 17011 1717) 975.5630 Principal Amount: $325,000.00 initial Rate: 7.500% Date of Agreement: December 1. 2005 DESCRIPTION OF CHANGE IN TERMS. To extend the maturity date from November 30. 2005 to February 26. 2006. PROMISE TO PAY. Progress Avenue Limited Partnership i"Borrower") promises to pay to COMMERCE BANK/HARRISBURG N.A. l"Lender"), ar order. In lawful money of the United States. of_Americk-1h4_Prtnc;pal amount of Three Hundred Twenty-five Thousand & 001100 Dollars (3325.000.00). together with interest an the unpaid principal balance from Oeto?sr 1. ?005;'ui,l l'jiifd in tuft. "- PAYMENT, Borrower will pay this loan in one principal payment of 332S,000.00 plus interest on February 28, 2006. This payment due on February 29. 2008, will be for an princlpal and all accrued interest not yet paid. in addition. Borrower will pay regular monthly payments of all accrued unpaid Interest due as of eseh payment date. beginning November 1, 2006, with an subsequent interest payments to be due on the some 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: Often lip any unpaid cagict)on coats: and then to any late chprgas. Interest on this Agreement Is computed on a 3651360 simple interest bests: that is, by applying the ratio of the annual interest rate over a year of 360 days, mul4iled by the outstanding principal balance, multiplied by the actual number of days the principal balance ix outstanding. Borrower will pay Lender at Lender's address shown above or st such other piece as Lender may designate in writing. VARIABLE INTEREST RATE. The interest rate on this Agreement is subject to change from time to time based an changes in an independent index which is the Prime Rafe as published in the Money Rate Section of the Wall Street Journal. If a range of rates is published- tho highest will be used. Ithe Nndox"). The Index is not necessarily the lowest rate charged by Lender on its loans. If the Index becomes unavailable during the term of this loan. Lander may designate a substitute index after notice to Borrower. Lender will tall Borrower the currerrt Index rate upon Borrower's request. The interest rate change will not occur more often then each day. Borrower understands that Lender may make loans based on other rates as well. The Index currently Is 7.000% per annum. The interest rate to be applied to the unpaid principal balance of the Note will be at a rata of 0.600 percentage points over the Index, resulting In on initial rate of 7.500% per annum. NOTICE: Under no circumstances will the interest rate on the Note be more than the maximum rate allowed by applicable law. PREPAYMENT. Borrower agrees that all loan fees and other prepaid finance charges are earned fully as of the date of the loan and will not be subject to refund upon early payment (-whether voluntary or as a result of default). except as otherwise required by low. Except for the foregoing. Borrower may pay without penalty all or a portion of the amount owed earlier than it is due. Early payments will not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule. Rather, early payments will reduce the principal balance due. Borrower agrees not to send Lander payments marked "paid in full". "without recourse", or similar language. If Borrower sends such a payment, Lender may accept it wittteut losing any of Lender's rights under this Agreement, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerrung disputed amounts, including any check or other payment Instrument that indicates that the payment constitutes 'payment in full' of the amount owed or that is tendered wrth other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: COMMERCE BANK/HAP,RI58URG N.A.. LOAN SERVICING, PO BOX 1195 CAMP HILL, PA 17011-1195. 27 9? LA CHARGE. if a payment is i?daayy a more late. Borrower will be charged 5.000% of the regularly scheduled payment. INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the total sum due under this Agreement will bear Interest from the date of acceleration or maturity at the variable interest rate on this Agreement. The interest rare will not exceed the maximum rate permitted by applicable law. If judgment Is entered In connection with this Agreement, interest will continue to accrue on this Agreement after judgment at the imerom rate applicable to this Agreement at the time judgment is entered. DEFAULT. Each of ihe.following.shalf constlrute #(i.-Evertt of Detault under this Agreement: Payment Default. Borrower fails to make any payment when due under the Indebtedness. Other Defaults. Borrower fails to comply with or to perform any other term, obligation. covenant or condition contained in this Agreement or in any of the Related Oocuments 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 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 perform Borrower's obligations under this Agreement or any of the Related Documents. Environmental Default. Failure of any party to comply with or perform when due any term, obligmson, covenant or condition contained m any environmental agreement executed in connection with any Indebtedness. False Staitements. Any warranty. representation or statemem made or furnished to Lender by Borrower or on Borrower's behalf under this Agreement 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 at 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 Forbitwa PtoCattigl8s. Commeneetttant at tateclOSUre or terteiture oroceedinQs, whether b?jud ?craelr PrFOC?dr Y9: self-help. 9wo'menufl sttenev a qiK%% %"T aeJti?v.a? ccurino Trim E ...T repossession of any other method, by any CTeditDt Of BC;rOWer 01 try 8rN 1 r. 'no k"us" er arnuhment of any of ?rrpW°r's accoutrts, lnclud'+ng deposit aeceurns. V v:iTh n , Indebtedness. -this includes e garnishment faith dispute by Borrower as to the validity or reasonableness of It- Pr c a:rn n.e t?f Default ehaOl no: aPPIY if there is a g and it Borrower gives tender written notice of the creditor or tortenura proeced'rnp and deoosna_ he the creditor ar to?feev et9 aror he -,editor or r f orfalture proceeding, in an amount determined by Lender, in its sore drscret?on, ec .. deQuatee reserve or bo bond nd for the dispute. 1f`nt? r ,tn?tAJ/ DEC-27-2005 14:06 P . t35;'p CHANGE IN TERMS AGREEMENT Loan No: 3178888 (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 Indebtedne evidenced by this Note. In the event of a death. Lander, 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 env Event or 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-flue percent (26%) or more in Borrower. Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender befiaves The prospect of payment or performance of the indebtedness is impaired. Insecurlty. Lander in good faith believes itself insecure. Cure PTOVi8i n I sama'piov7sioii of thTs-ApreemeT within the preceding twelve (12) months, it may be cured if Borrower, after receiving written notice from Lender demanding cure at such default: (1) cures the default within fifteen (151 days; or (2) if the cure requires more than fifteen 0 5) 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 az reasonably practical. LENDER'S RIGHTS. Upon default, Lender may, attar giving such notices as required by applicable law, declare the entire unpaid principal balance on this Agreement and all accrued unpaid interest Immediately due, and than Borrower will ply that amount. ATTORNEYS' FEES: EXPENSES, Lander may hire or pay someone also to help collect this Agreement it Borrower does not pay. Borrower will pay Lender that amount. This includes, subiect to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including attorneys' fees, expenses for hankruptcy 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 Agreement will be governed by federal law applicable to Lander and, to the extent not preempted by federal law, the laws of the Commonwealth of Permeylvenin without regard to its conflku of law provisions. This Agreement 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 chocking, 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 at setoff all sums owing on the indebtedness agent any and all such accounts. COLLATERAL. Borrower acknowledges this Agreement )s secured by Second mortgage behind a Commerce 1st mortgage on the real estate located at the intersection of Progress Avenue tk Kohn Road, Susquehanna Township, Harrisburg, Dauphin County, PA. CONTINUING VALIDITY. Except es 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 abligationls) 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 Lander to retain as liable parties all makers and endorsers of this original obligation(s), including accommodation panties, 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 net 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 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 Beiions. SUCCESSOR INTERESTS. The terms of this Agreement -shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, euccesaors, and assigns, and shall be enforceable by 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 yaw eceountfS) to a consumer reporting agency. Your written notice describing the specific ineccuracy(ies) should be sent to us at the following address: COMMERCE BANK/HARRISBURG N.A. LOAN SERVICING PD BOX 1195 CAMP HILL. PA 17011-1 I SS. MISCELLANEOUS PROVISIONS, Lender may delay or forgo enforcing arty of its rights or remedies under this Agreement without losing them. Borrower and any other person who signs, guarantees or endorses this Agreement, to the extent allowed by law, waive presentmem, demand for payment, and notice of dishonor. Upon any change in The terms of this Agreement and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker of endorser, shell 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 parry, partner, or guarantor or collateral, or impair, fail to realirs upon or perfect Lander's security interest in the collateral; and take any other action doomed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Lander 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 Agreement are joint and several. H any portion of this Agreement is for any reason determined to be unenforceable, it wiil not affect the enforceability of any other provisions of this Agreement. 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 AGREEMENT AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS AGREEMENT AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE INDEBTEDNESS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT 110%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS Is5001 ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS AGREEMENT OR A COPY OF THIS AGREEMENT VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS AGREEMENT 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 AGREEMENT. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH .- .--- +,,.t -#- • nCffpCC G?,T wThr! nC I CUMCC eoerierr`At i v rA11 Cr1TLdrC rAh1CFGQ4n AI nP DEC-27-2005 14:05 P. 0?"t3F; i:HANGE IN TERMS AGREEMENT Loan No: 3178888 (Continued) Page 3 JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. 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. THIS AGREEMENT IS GIVEN UNDER SEAL AND IT 19 INTENDED THAT THIS AGREEMENT IS AND SMALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: PROGRESS ENUE LIMITED PARTNERSHIP By: 'ISealt _--_ pus -8fa' z Avenue ?? ?C Ir?M, w LL t.m C.f, y.n..u'rrr M.r yL Hof, 1?{ Y r?n?f....J ?? ..:M1fnwJMYw?1KI?Lru?)x.R `f.171 r' H• C '4NGE IN TERMS AGREEME' References in the shaded area 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 (TIN: Lender: COMMERCE BANK/HARRISBURG N.A. 25-1780583) COMMERCIAL BUSINESS DEPARTMENT 101 U, S. Route 15 South 100 SENATE AVENUE Dillsburg, PA 17019 CAMP HILL, PA 17011 (717) 975-5630 Principal Amount: $325,000.00 Initial Rate: 7.250% Date of Agreement: October 28, 2005 DESCRIPTION OF CHANGE IN TERMS. To extend the maturity date from October 31, 2005 to December 31, 2005. 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 Three Hundred Twenty-five Thousand $ 001100 Dollars ($325,000.00), together with Interest on the unpaid principal balance from September 1, 2005, until paid in full. PAYMENT. Borrower will pay this loan in one principal payment of $325,000.00 plus interest on December 31, 2006. This payment due on December 31, 2005, wig 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 tacit payment date, beginning October 1, 2005, 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 Into charges. Interest on this Agreement is computed on a 3651360 simple interest 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 win 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 Agreement 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. If a range of rates is published, the highest will be used. Ithe "Index"). The Index is not necessarily the lowest rate charged by Lender on its loans. It the Index becomes unavailable during the term of this loan, Lender may designate a substitute index after notice to Borrower. Lender will tell Borrower the current Index rate upon Borrower's request. The interest rate change will not occur more often than each day. Borrower understands that Lender may make loans based on other rates as well. The Index currently is 6.750% per annum. The interest rate to be applied to the unpaid principal balance of the Note will be at a rate of 0.500 percentage points over the Index, resulting in an initial rate of 7.250% per annum. NOTICE: Under no circumstances will the interest rate on the Note be more than the maximum rate allowed by applicable law. PREPAYMENT. Borrower agrees that all loan fees and other prepaid finance charges are earned fully as of the date of the loan and will not be subject to refund upon early payment (whether voluntary or as a result of default), except as otherwise required by law. Except for the foregoing, Borrower may pay without penalty all or a portion of the amount owed earlier than it is due. Early payments will not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule. Rather, early payments will reduce the principal balance due. Borrower agrees not to send Lender payments marked "paid in full", "without recourse", or similar language. If Borrower sends such a payment, Lender may accept it without losing any of Lender's rights under this Agreement, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitutes "payment in full" of the amount owed or that is tendered with other conditions or limitations or as fun satisfaction of a disputed amount must be mailed or delivered to: COMMERCE BANK/HARRISBURG N.A., LOAN SERVICING, PO BOX 1195 CAMP HILL, PA 17011-1195. LATE CHARGE. If a payment is 10 days or more late, Borrower will be charged 5.000% of the regularly scheduled payment. INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the total sum due under this Agreement will bear interest from the date of acceleration or maturity at the variable interest rate on this Agreement. The interest rate will not exceed the maximum rate permitted by applicable law. If judgment is entered in connection with this Agreement, interest will continue to accrue on this Agreement after judgment at the interest rate applicable to this Agreement at the time judgment is entered. DEFAULT. Each of the following shall constitute an Event of Default under this Agreement: Payment Default. Borrower fails to make any payment when due under the Indebtedness. Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Agreement 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 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 perform Borrower's obligations under this Agreement 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 Indebtedness. False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this Agreement 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 Indebtedness. 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. CHANGE IN TERMS AGREEMENT 'Loan No: 3178888 (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 the Indebtedness 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 Agreement within the preceding twelve (12) months, it may be cured If Borrower, after receiving written notice from Lander 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 on this Agreement 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 Agreement If Borrower does not pay. Borrower will pay Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including 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 Agreement will be governed by, construed and enforced In accordance with federal law and the laws of the Commonwealth of Pennsylvania. This Agreement 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 Agreement is secured by Second mortgage behind a Commerce 1st mortgage on the real estate located at the intersection of Progress Avenue & Kohn Road, Susquehanna Township, Harrisburg, Dauphin County, PA. 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. SUCCESSOR INTERESTS. The terms of this Agreement shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors, and,assigns, and shall be enforceable by 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 inaeeruacy0es) should be sent to us at the following address: COMMERCE BANK/HARRISBURG N.A. LOAN SERVICING 10C SENATE AVENUE CAMP HILL, PA 17011 MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower and any other person who signs, guarantees or endorses this Agreement, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, 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 Lander 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 Agreement are joint and several. If any portion of this Agreement is for any reason determined to be unenforceable, it will not affect the enforceability of any other provisions of this Agreement. 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 AGREEMENT AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS AGREEMENT 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 ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS AGREEMENT OR A COPY OF THIS AGREEMENT VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS AGREEMENT TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF Al JAMOUNTS DUE UNDER THIS AGREEMENT. BORROWER HEREBY WAIVES ANY RIM "'RROWER MAY HAVE TO NOTICE OR TO A RING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STAT. IAT EITHER A REPRESENTATIVE OF LENDER. --IFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S i ENT10N OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. 'HANGS IN TERMS AGREEMENT 'Loan No: 3178888 (Continued) Page 3 JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE AGREEMENT. THIS AGREEMENT IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS AGREEMENT IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: PROGRES$ VENUE LI D P W1 NERSHIP By: (Seal) Dusan Iratic, General Partner of Progress Avenue Limited Partnership W!0 r020lwabs. W. L2LOMO Cie. XMM 22w,W sNr- M Iss2. 200E N mo swwl, • pI 1R1M AMSLl21M10M1M.0020 2s.122s1 2 1& CHANGE IN TERMS AGREEMENT References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Anv item above containing ""'"" has been omitted due to text Ienoth limitations. Borrower: Progress Avenue Limited Partnership (TIN 25-17806831 101 U. S. Routs 15 South Dillsburg, PA 17019 Lender: COMMERCE BANK/HARRISBURG N.A. COMMERCIAL BUSINESS DEPARTMENT 100 SENATE AVENUE CAMP HILL, PA 17011 (717) 975-5630 Principal Amount: 9325,000.00 Initial Rate: 7.000% Date of Agreement: August 30, 2005 DESCRIPTION OF CHANGE IN TERMS. To extend the maturity data from August 31, 2005 to October 31, 2005. 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 Three Hundred Twenty-five Thousand & 00/100 Dollars ($325,000.00), together with Interest on the unpaid principal balance from July 1, 2005, until paid In full. PAYMENT. Borrower will pay this ban In one principal payment of $325,000.00 plus interest on October 31, 2005. This payment due on October 31, 2005, 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 August 1, 2005, 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; than to principal; then to any unpaid collection costs; and then to any late charges. Interest on this Agreement is computed on a 3651360 simple Interest 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 Agreement 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. If a range of rates is published, the highest will be used. (the "Index'). The index is not necessarily the lowest rate charged by Lender on its loans. If the Index becomes unavailable during the term of this loan, Lender may designate a substitute index after notice to Borrower. Lender will tell Borrower the current Index rate upon Borrower's request. The Interest rate change will not occur more often than each day. Borrower understands that Lender may make loans based on other rates as well. The Index currently is 6.500% per annum. The interest rate to be applied to the unpaid principal balance of the Note will be at a rate of 0.500 percentage points over the Index, resulting in an initial rate of 7.000% per annum. NOTICE: Under no circumstances will the interest rate on the Note be more than the maximum rate allowed by applicable law. PREPAYMENT. Borrower agrees that all loan fees and other prepaid finance charges are earned fully as of the date of the loan and will not. be subject to refund upon early payment (whether voluntary or as a result of default), except as otherwise required by law. Except for the foregoing, Borrower may pay without penalty all or a portion of the amount owed earlier than it is due. Early payments will not, unless agreed to by Lender In writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule. Rather, early payments will reduce the principal balance due. Borrower agrees not to send Lender payments marked "paid in full", "without recourse% or similar language. If Borrower sends such a payment, Lender may accept it without losing any of Lender's rights under this Agreement, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitutes "payment In full" of the amount owed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: COMMERCE BANK/HARRISBURG N.A., LOAN SERVICING, PO BOX 1195 CAMP HILL, PA 17011-1195. LATE CHARGE. If a payment is 10 days or more late, Borrower will be charged 5.000% of the regularly scheduled payment. INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the total sum due under this Agreement will bear interest from the date of acceleration or maturity at the variable interest rate on this Agreement. The interest rate will not exceed the maximum rate permitted by applicable taw. If judgment is entered in connection with this Agreement, interest will continue to accrue on this Agreement after judgment at the Interest rate applicable to this Agreement at the time judgment is entered. DEFAULT. Each of the following shall constitute an Event of Default under this Agreement: Payment Default. Borrower fails to make any payment when due under the indebtedness. Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Agreement 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 defaults under any loan, extension of credit, security agreement, purchase or sales agreement, or any other agreement, in favor of any other creditor or parson that may materially affect any of Borrower's property or Borrower's ability to perform Borrower's obligations under this Agreement 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 Indebtedness. False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this Agreement 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 Indebtedness. 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 "., ¦4-mto ragarve or bond for the dispute. CHANGE IN TERMS AGREEMENT 'Loan No: 3178888 (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 the Indebtedness 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 Agreement within the preceding twelve (121 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 on this Agreement 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 Agreement if Borrower does not pay. Borrower will pay Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including 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 Agreement will be governed by, construed and enforced in accordance with federal law and the laws of the Commonwealth of Pennsylvania. This Agreement 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 Agreement is secured by Second mortgage behind a Commerce 1st mortgage on the real estate located at the intersection of Progress Avenue & Kohn Road, Susquehanna Township, Harrisburg, Dauphin County, PA. 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. SUCCESSOR INTERESTS. The terms of this Agreement shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors, and assigns, and shall be enforceable by 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(les) should be sent to us at the following address: COMMERCE BANK/HARRISBURG N.A. LOAN SERVICING 100 SENATE AVENUE CAMP HILL, PA 17011 MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower and any other person who signs, guarantees or endorses this Agreement, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, 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. AN 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 Agreement are joint and several. If any portion of this Agreement is for any reason determined to be unenforceable, it will not affect the enforceability of any other provisions of this Agreement. 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 AGREEMENT AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS AGREEMENT 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 ($5001 ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS AGREEMENT OR A COPY OF THIS AGREEMENT VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS AGREEMENT 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 AI 3 AMOUNTS DUE UNDER THIS AGREEMENT. BORROWER HEREBY WAIVES ANY RIGI '^RROWER MAY HAVE TO NOTICE OR TO A 'RING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STA1% iAT EITHER A REPRESENT'ATIVE' OF LENOEW. • ?IFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ? , , ENTION OR BORROWER HAS BEEN REPRESENTEL BY INDEPENDENT LEGAL COUNSEL. CHANGE IN TERMS AGREEMENT Loan No: 3178888 (Continued) Page 3 JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. 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. 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. BORROWER: PROGRESS /WENUE LIMITED PARTNERSHIP Partnership LAYM pw L.WML M.. O.L.C0.004 CM MMd IY?rr1Y MF.Of..?. IMF. IM. 1001. N W Mr wd. -FA MAMMMAPPlU.0fflW4 W.PUD=./C. Tn.,- M41/ C INGE IN TERMS AGREEMEP References in the shaded area 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 teJa length limitations. Borrower: Progress Avenue Limited Partnership (TIN: Lender: COMMERCE BANK/HARRISBURG N.A. 25-1780583) COMMERCIAL BUSINESS S-DEPARTMENT 101 U. S. Route 15 South 100 SENATE AVENUE Diltsburg, PA 17019 CAMP HILL. PA 17011 (717) 975-5630 Principal Amount: $325,000.00 Initial Rate: 6.500% Date of Agreement: June 27, 2005 DESCRIPTION OF CHANGE IN TERMS. To extend the maturity date from July 1, 2005 to August 31, 2005. 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 Three Hundred Twenty-five Thousand & 00/100.Dollars (3325,000.00), together with interest on the unpaid principal balance from June 1, 2005, until paid in full. PAYMENT. Borrower will pay this loan in one principal payment of $325,000.00 plus interest on August 31, 2005. This payment due on August 31, 2005, 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 July 1, 2005, 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. Interest on this Agreement Is computed on a 365/360 simple interest 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 Agreement 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. If a range of rates is published, the highest will be used. (the "Index"). The Index is not necessarily the lowest rate charged by Lender on Its loans. If the Index becomes unavailable during the term of this loan, Lender may designate a substitute index after notice to Borrower. Lender will tell Borrower the current Index rate upon Borrower's request. The interest rate change will not occur more often than each day. Borrower understands that Lender may make loans based on other rates as well. The Index currently Is 6.00095 per annum. The Interest rate to be applied to the unpaid principal balance of the Note will be at a rate of 0.500 percentage points over the Index, resulting in an Initial rate of 6.500% per armum. NOTICE: Under no circumstances will the interest rate on the Note be more than the maximum rate allowed by applicable law. PREPAYMENT. Borrower agrees that all ban fees and other prepaid finance charges are earned fully as of the date of the loan and will not be subject to refund upon early payment (whether voluntary or as a result of default), except as otherwise required by law. Except for the foregoing, Borrower may pay without penalty all or a portion of the amount owed earlier than it is due. Early payments will not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule. Rather, early payments will reduce the principal balance due. Borrower agrees not to send Lender payments marked "paid in full", "without recourse", or similar language. If Borrower sends such a payment, Lender may accept it without losing any of Lender's rights under this Agreement, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, Including any check or other payment instrument that indicates that the payment constitutes "payment in full" of the amount owed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: COMMERCE BANK/HARRISBURG N.A., LOAN SERVICING, PO BOX 1195 CAMP HILL, PA 17011-1195. LATE CHARGE. If a payment is 10 days or more late, Borrower will be charged 5.000% of the regularly scheduled payment. INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the total sum due under this Agreement will bear interest from the date of acceleration or maturity at the variable interest rate on this Agreement. The interest rate will not exceed the maximum rate permitted by applicable law. If judgment is entered in connection with this Agreement, interest will continue to accrue on this Agreement after judgment at the interest rate applicable to this Agreement at the time judgment is entered. DEFAULT. Each of the following shall constitute an Event of Default under this Agreement: Payment Default. Borrower fails to make any payment when due under the Indebtedness. Other Defaults. Borrower fads to comply with or to perform any other term, obligation, covenant or condition contained in this Agreement 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 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 perform Borrower's obligations under this Agreement 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 indebtedness. False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this Agreement 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 Indebtedness. 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. iANGE IN TERMS AGREEMENT Loan No: 3178888 (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 the Indebtedness 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 Agreement within the preceding twelve 02) months, it may be cured if Borrower, after receiving written notice from Lender demanding cure of such default: 11) 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 on this Agreement 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 Agreement if Borrower does not pay. Borrower will pay Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including 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 Agreement will be governed by federal law applicable to Lender and, to the extent not preeinpted by federal law, the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. This Agreement has been accepted by Lender in the Commonwealth of Pennsylvania. 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 Agreement is secured by Second mortgage behind a Commerce 1 at mortgage on the real estate located at the Intersection of Progress Avenue & Kohn Road, Susquehanna Township, Harrisburg, Dauphin County, PA. 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 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 parry 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. SUCCESSOR INTERESTS. The terms of this Agreement shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors, and assigns, and shall be enforceable by 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 PO BOX 1195 CAMP HILL, PA 17011-1195. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower and any other person who signs, guarantees or endorses this Agreement, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, 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 Agreement are joint and several. If any portion of this Agreement is for any reason determined to be unenforceable, it will not affect the enforceability of any other provisions of this Agreement. 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 AGREEMENT AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS AGREEMENT 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 (5500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS AGREEMENT OR A COPY OF THIS AGREEMENT VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS AGREEMENT TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALh CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS AGREEMENT. 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 HANGE IN TERMS AGREEMENT Loan No: 3178888 (Continued) Page 3 JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. 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. 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. LAUX MO lw&i V.. &2&x.0m c- M.1h d r-" 0-w-,, -'N7. xm m ploh. ft w . M M%WAMWMIW,MICMLRIM=0 C ln.j 1 MI& ! ;aA E ITV TERMS AGREM T 4 7 References in the shaded area 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 (TIN 25-1780583) 101 U. S. Route 15 South Dllsburg, PA 17019 Lender: COMMERCE BANKIHARRISBURG N.A. COMMERCIAL BUSINESS DEPARTMENT 100 SENATE AVENUE CAMP HILL, PA 17011 (717) 975-5630 Principal Amount: $325,000.00 Initial-Rate: 4.750% Date of Agreement: July 20, 2004 DESCRIPTION OF CHANGE IN TERMS. Change payment due date day from the 16th day of each month to the 1st day of each month, with payments as detailed below. 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 Three Hundred Twenty-five Thousand & 001100 Dollars (9325,000.00), together with Interest on the unpaid principal balance from July IS. 2004, until paid in full. PAYMENT. Borrower will pay this loan In one principal payment of $325,000.00 plus interest on July 1, 2005. This payment due on July 1, 2005; 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 1, 2004, 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. Interest on this Agreement is computed on a 3651360 simple interest 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 Agreement 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. If a range of rates is published, the highest will be used. (the "Index"). The Index is not necessarily the lowest rate charged by Lender on its loans. If the Index becomes unavailable during the term of this loan, Lender may designate a substitute index after notice to Borrower. Lender will tell Borrower the current4ndex rate upon Borrower's request. The interest rate change will not occur more often then each day. Borrower understands that Lender may make loans based on other rates as well. The index currently is 4.250% per annum. The interest rate to be applied to the unpaid principal balance of the Note win be at a rate of 0.500 percentage points over the Index, resulting in an initial rate of 4.750% per annum. NOTICE: Under no circumstances will the interest rate on the Note be more than the maximum rate allowed by applicable law. PREPAYMENT. Borrower agrees that all loan fees and other prepaid finance charges are earned fully as of the date of the loan and will not be subject to refund upon early payment (whether voluntary or as a result of default), except as otherwise required by law. Except for the foregoing, Borrower may pay without penalty all or a portion of the amount owed earlier than it is due. Early payments will not, unless agreed to by Lander 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 Lender payments marked 'paid in full', "without recourse', or similar language. If Borrower sends such a payment, Lender may accept It without losing any of Lender's rights under this Agreement, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitutes "payment in full" of the amount owed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: COMMERCE BANKiHARRISBURG N.A., LOAN SERVICING, 100 SENATE AVENUE CAMP HILL, PA 17011. LATE CHARGE. If a payment is 10 days or more late, Borrower will be charged 5.000% of the regularly scheduled payment. INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the total sum due under this Agreement will bear interest from the date of acceleration or maturity at the variable interest rate on this Agreement. The interest rate will not exceed the maximum rate permitted by applicable law. DEFAULT. Each of the following shall constitute an Event of Default under this Agreement: Payment Default. Borrower fails to make any payment when due under the Indebtedness. Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Agreement 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 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 perform Borrower's obligations under this Agreement or any of the Related Documents. Environmental Default. Failure of any parry to comply with or perform when due any term, obligation, covenant or condition contained in any environmental agreement executed in connection with any Indebtedness. False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this Agreement or the Related Documents is false or misleading in any material respect, either now or at the time made or fumished 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 indebtedness. 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 sale discretion, as being an adequate reserve or bond for the dispute. CHANGE IN TERMS AGREEMENT 'Loan No: 3178888 (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 125%) 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 the Indebtedness 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 Agreement within the preceding twelve 0 2) months, it may be cured If Borrower, after receiving written notice from Lender demanding cure of such default: (1) cures the default within fifteen 05) 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 on this Agreement and all accrued unpaid interest immediately due, and then Borrower will pay that amount. ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone also to help collect this Agreement If Borrower does not pay. Borrower will pay Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including 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 Agreement wM be governed by, construed and enforced in accordance with federal law and the laws of the Commonwealth of Pennsylvania. This Agreement 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 Agreement is secured by Second mortgage behind a Commerce 1st mortgage on the real estate located at the intersection of Progress Avenue & Kohn Road, Susquehanna Township, Harrisburg, Dauphin County, PA. 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 obligationis). 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. SUCCESSOR INTERESTS. The terms of this Agreement shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors, and assigns, and shall be enforceable by 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 accountis) to a consumer reporting agency. Your written notice describing the specific inaccuracy(iss) should be sent to us at the following address: COMMERCE BANK/HARRISBURG N.A. LOAN SERVICING 100 SENATE AVENUE CAMP HILL, PA 17011 MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower and any other person who signs, guarantees or endorses this Agreement, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change In the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, 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 Lander 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 Agreement are joint and several. If any portion of this Agreement is for any reason determined to be unenforceable, it will not affect the enforceability of any other provisions of this Agreement. 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 AGREEMENT AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS AGREEMENT 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 AGREEMENT OR A COPY OF THIS AGREEMENT VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS AGREEMENT 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 Al i AMOUNTS DUE UNDER THIS AGREEMENT. BORROWER HEREBY WAIVES ANY RIGi -'IRROWER MAY HAVE TO NOTICE OR TO A RING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STAT, ilAT EITHER A REPRESENTATIVE OF LENDER, -IFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S.- , , ENTION OR BORROWER HAS BEEN REPRESENTEL BY INDEPENDENT LEGAL COUNSEL. CHANGE IN TERMS AGREEMEIr -:- Loan No: 3178888 (Continued) Page 3 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. 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. Limited Partnership BORROWER: PROGRE ENUE LIMIT D AR ERSHIP % Dus Bratic, Gen r I Partner of Progr ss Avenue tAQ11lIIO L-d". Vim. 6.24.Saon OW. MrW1ll.rnW ?,rYr,r, 1,,. 1M7, 2aft N NO. Maw/. . f H:71/V0mAwa RUPLHWQ.7C TM12L1 min .19, 1- - AHIRI BEET E, EVANS do WOODSME AP80776 CWALOO30OHATKW ATTO agwx Am l.&w 8401 NOR= BHONT 8T8ET BOVA" C. ROM MARY ALICE BUM P.O. BOX 5950 RODMWWORi YATIMW9.SOPSON KUMANUl6,PA17119-o9b0 CBARLldR. SWALLY 13WWM L N[mA r6rs19 X RW[sR rAUU L LRICNr =0 Dro. RADON A. ULM YB[07RYA. NW 88.1963008 J17 RRY A. OX= MPIRY W. VAN SM Tim"RoNA WAOGEN31di (717) 888-8000 (717) BB9-Isle TDRa. XvA 1-80""•5091 Jame 10, 2011 b1A=JLH r 7AW=W.IYAM RfONALDL10VCl Ul6-2601 RANDAM C. 8URW AmnM L VAN IM ,- AMURL RZiLY ' MARYLAND DAR AARON T. DOFAMD Progress Avenue Limited Partnership VIA REGULAR AND CERTIFIED MAIL, 101 Route US 15 South RETURN RECEIPT REQUESTED Dillsburg, PA 17019 Re: Loan No. 3178888 made by Metro Bank Vk/a Commerce Bank, Harrisburg/N.A. ("Bank'l to Progress Avenue Limited Partnership ("Borrower") and guarantied by Dusan Bradc end Kathleen M. Bratic ("Guarantor"). Dear Borrower: Reference is made to Borrower's Promissory Note dated July 16, 2004 in the original principal amount of $325,000.00 ("Note"). The Note is in default for fa iii re 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 $324,999.90 ("Balance Due's, Itemized as follows: Principal: $377,223.30 Accrued Interest through 6JIWO11: 855.04 Late Charges thimtah 61102011: $49,368.36 Other Fees/Charges TOTAL 5324 99.90 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-SM 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, wWor 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(a-),mette.com Attorneys for Plaintiff METRO BANK, f/k/a Commerce Bank/Harrisburg, N.A. Plaintiff 0 C:n W IN THE COURT OF COMMON PLEAS OF DAUPHIN COUNTY, PENNSYLVANIA V. : DOCKET NO. aO I ? - C -V- (-a H V7- ?JT PROGRESS AVENUE LIMITED PARTNERSHIP Defendant AFFIDAVIT OF DEFENDANT'S LAST KNOWN ADDRESS The undersigned is the Attorney for Plaintiff, and according to the best of her information and belief, the last known address employed by the Defendant is: Progress Avenue Limited Partnership 101 US Route 15 South Dillsburg PA 17019 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: JuneLGJ, 2011 Attorneys for Plaintiff 539724v1 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' V. PROGRESS AVENUE LIMITED PARTNERSHIP Defendant 1'?E0-,E0NHL PROTHONOTAR` 2011 JUL 28 PM 1: 00 '3UMBERLANNO COUNTY PENNSYLVANIA IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA : DOCKET NO. CERTIFICATE OF RESIDENCE I hereby certify that the name and address of the proper person(s) to receive this notice is: Progress Avenue Limited Partnership 101 US Route 15 South Dillsburg, PA 17019 Respectfully submitted, METTE, EVANS & WOODSIDE By: _E%t /lei Heather Z. Kelly I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorney for Plaintiff Date: July , 2011