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Home My WebLink About04-4438John W. Purcell, Jr. Purcell, Krug &Haller 1719 North Front Street Harrisburg, PA 17102 (717) 234-4178 jDurcell@pkh.com HARSCO GASSERV Plaintiff : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA vs. : CIVIL ACTION-LAW : CASSCO, LLP : NO. O~ -- ~q~ Defendant : NOTICE You have been sued in court. If you wish to defend against the claims set forth in the following pages, you must take action within twenty (20) days after this complaint and notice have been served. To defend against the aforementioned claims, a written appearance stating your defenses and objections must be entered and filed in writing by you, the defendant, or by an attorney. You are warned that if you fail to take action against these claims, the court may proceed without you and a judgement for any money claimed in the complaint or for any other claim required by the plaintiff may be entered against you by the court without further notice. You may lose money, property or other rights important to you. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA. 17013 -- (717) 249-3166 (800) 990-9108 NOTICIA Le ban demandado a usted en la corte. Si usted quiere defenderse de estas damandas expuastas en las paginas siguientes, usted tiene viente (20) dias de plazo al partir de la fecha de la demanda y la notificacion. Usted debe presentar una apariencia escrita o en persona o pot abogado y archivar en la corte en forma escrita sus defensas o sus objeciones a las demandas en contra de su persona. Sea avisado que si usted no se defiende, la corte tomara medidas y puede entrar una orden contra usted sin previo aviso o notificacion y por cualquier queja o alivio que es pedido en la peticion de demanda. Usted puede perder dinero o sus propiedades o otros derechos importantes para usted. LLEVE ESTA DEMANDA A UN ABODAGO IMMEDIATAMENTE. SI NO TIENNE ABOGAD O SI NO TIENE EL DINERO SUFICIENTE DE PAGAR TAL SERVICIO, VAYA EN PERSONA O LLAME POR TELEFONE A LA OFICINA CUYA DIRECCION SE ENCUENTRA ESCRIDA ABA JO PARA AVERIGUAR DONDE SE PUEDE CONSEGUIR ASSISTENCIA LEGAL: Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA. 17013 -- (717) 249-3166 (800) 990-9108 HARSCO GASSERV Plaintiff VS. CASSCO, LLP Defendant IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION-LAW COMPLAINT 1. The Plaintiff is Harsco GasServ, a division of HARSCO Corporation, a corporation organized and existing under the laws of the state of Delaware, with an address of 4716 Old Gettysburg Road, Suite 300, P.O. Box 8316, Camp Hill, Cumberland, PA 17001-8316. 2. The Defendant Cassco, LLP is a Limited Liability Partnership organized and existing under the laws of the state of Califomia, with an address of 324 River Street, Santa Cruz, California 95060. COUNT I HARSCO CORPORATION V. CASSCO, LLP 3. Paragraphs 1 and 2 axe hereby incorporated by reference as if set forth at length. 4~ On or about November 2, 2000, the Defendant entered into a Commercial Note pursuant to which it agreed to pay to the Plaintiff the sum of $16,683.62, in 59 consecutive installments of $356.53, commencing 30 days from the date of shipment of equipment separately purchased by Defendant until paid in full. A copy of the Note with all the terms is attached hereto and made a part hereof as Exhibit "A". 5. The equipment referenced in the Note was shipped on or about November 21, 2000, maldng the first payment due 30 days thereafter. 6. The Defendant is presently in default on its payments on the Note, 7. There is presently due and owing to the Plaintiff by the Defendant the sum of $7,196.19 representing the unpaid balance on the Note. 8. On or about May 9, 2000, the Defendant entered into a Commercial Note pursuant to which it agreed to pay the Plaintiff the sum of $37,654.20 in 59 consecutive installments of $804.68, commencing 30 days from the date of shipment of equipment separately purchased by Defendant until paid in full. A copy of the Note and with all the terms is attached hereto and made a part hereof as Exhibit "B". 9. The equipment referenced in the Note was shipped on or about June 1, 2000, making the first payment due 30 days thereafter. 2 10. The Defendant is presently in default on its payments on the Note. 11. There is presently due and owing to the Plaintiff the sum of $12,181.10 representing the unpaid balance on the Note. 12. On or about February 8, 2000, the Defendant entered into a Commercial Note pursuant to which it agreed to pay the Plaintiff the sum of $17,623.44 in 59 consecutive installments of $370.13, commencing 30 days from the date of shipment of equipment separately purchased by Defendant until paid in full. A copy of the Note and with all the terms is attached hereto and made a part hereof as Exhibit "C". 13. The equipment referenced in the Note was shipped on or about February 26, 2000, making the first payment due 30 days thereafter. 14. The Defendant is presently in default on its payments on the Note. 15. There is presently due and owing to the Plaintiff the sum of $3,138.20 representing the unpaid balance on the Note. 16. On or about December 1, 1999, the Defendant entered into a Commercial Note pursuant to which is agreed to pay the Plaintiff the sum of $15,713.89 in 59 consecutive installments of $330.02 commencing 30 days from the date of shipment of 3 equipment separately p~rchased by Defendant until paid in full. A copy of the Note with all the terms is attached hereto and made a par~ hereof as Exhibit "D". 17. The equipment referenced in the Note was shipped on or about January 17, 2000, making the first payment due 30 days thereafter. 18. The Defendant is presently in default on its payments on the Note. 19. There is presently due and owing to the Plaintiff by the Defendant the sum of $2,599.11 representing the unpaid balance on the aforesaid Note. 20. The total amount due under all four transactions is $25,114.60. 21. Pursuant to the terms of all of the aforementioned Notes, the Defendant is responsible for the payment of all costs and expenses, including reasonable attorneys fees and disbursements, which may be incurred by Plaintiff in the collection of the Notes with the enforcement of the company's fights and remedies thereunder. 22. Plaintiff has made demand upon the Defendant for the full amount of the above Note obligations and open account balance, yet despite demand, the Defendant has failed to and/or refused to make payments as aforesaid. 4 COUNT II HARSCO CORPORATION V. CASSCO. LLP 23. Paragraphs 1 through 22 are hereby incorporated by reference as if set forth at length. 24. Upon entering into the original four contracts referenced above, Plaintiff contracted with First Union National Bank (now Wachovia) to service all finance loans. 25. The servicing contract with First Union National Bank required that if any customer went to sixty days beyond their past due date on their respective Notes, Plaintiff would be required to buy back that portion of the Note that was past due to bring it current. 26. On October 10, 2002, Plaintiff was required to buy back $17,168.00 for the four above referenced Notes representing past due amounts as set forth above. 27. Between October 10, 2002 and June 2004, Defendant made payments of $5,400.00 on the buy back amount in addition to payments on the original Notes, all of which were applied and credited to the amounts due. 28. Interest still continues to accrue on the buy back amount at the interest 5 rate set forth in the Notes, leaving a current balance of $14,732.02, in addition to the original amounts due and owing as set forth in Count I above. 29. Defendant is in default under the original Note, as aforesaid and all amounts, including buy back amounts referenced in this Count, are presently due and owing by reason of the Defendant's default. WHEREFORE, the Plaintiff requests this Honorable Court to enter Judgment in favor of the Plaintiff and against the Defendant in the amount of $39,847.02, plus continuing interest and costs of suit and attorney's fees. Respectfully submitted, PURCELL, KRUG & HALLER ri s !9°u!9r t!5, Fpr~knlt 7~t~ ~.et (717) 234-4178 6 COMMERCIAL NOTE "-- $16.683.62 Novem r 2, 2000 . , FOR VALUE RECEIVED, each of the undersigned, jointly and severally if more than one (hereinafter collectively referred to as "Borrower"). promises to pay to the order of HAR$CO CORPOR^TION (the "Company"), at its offices at 4718 Old Gettysburg Rd., Ste 300, P, O. Box 8316, Camp Hill, PA 17001-8316, the principal amount of Sixteen Thousand Six Hundred Eighty-three and 62/100 DOLLARS, th lawful money of the United States, plus interest, to be paid as follows: said principal plus interest shall be payable in 59 consecutive equal monthly installments of principal and interest, each in the amount of $356,53 commencing 30 days from date of shipment of Equipment and on the same day of the month each month thereafter, each of which installments shall be applied first to the payment of accrued and unpaid interest and then to the payment of principal and a final installment in an amount which is necessary to pay in fuI] all of the outstanding principal plus accrued and unpaid interest on this Note on the date of the final payment, interest shall accrue at the rate of 10.25% per annum. Payments will be applied as aforesaid on the date received. ADDITIONAL TERMS OF THIS NOTE - Each of the following provisions shall apply to this Note, to any extension or modification hereof and to the indebtedness evidenced l~ereby, except as otherwise expressly stated above or in a separate wrmng signed by Company and Borrower. INDEBTEDNESS - This Note evidences the indebtedness of Borrower in connection with the sale of Equipment sold by Company to Borrower. INTEREST - Interest shall be calculated on the basis of a 360-day year and shall be charged for the actual number of days elapsed. Accrued interest shall be payable monthly. Accrued interest shall also be payable when the entire principal balance of this Note becomes due and payable (whether by demand, stated maturity or acceleration) or, if earlier, when such principal balance is actually paid to Company. Interest shall accrue from the date shipment of Eqmpmem ~s made by Company, provided, however, that to the extent this Note represents a replacement, substitution, renewal or refinancing of existing indebtedness, interest shall accrue from the date hereof. Interest shall accrue on the unpaid balance hereof at the rate provided for in this Note until the entire unpaid balance has been paid in full. notwithstanding the emry of any judgment against Borrower. P^YMEN'r - A prepayment of principal (including any principal repayment as a result of acceleration by Company of this Note) shall require immediate payment to Company of a prepayment fee equal to the amount by which the aggregate present value of scheduled principal and interest payments eliminated by the prepayment exceeds the principal amount being prepaid. Said present value shall be calculated by application of a discount rate determined by Company, in its reasonable judgment, to be the yield-to-maturity plus 1.15% at the time of prepayment, on U.S. Treasury securities having a maturity which most closely approximates the final maturity date of the principal balance then outstanding. Whether or not a prepayment fee is required hereunder, prepayments shall be applied to scheduled installments of principal in the inverse order of their maturity, shall be accompanied by payment of accrued interest on the principal amount being prepaid and, unless this Note has been accelerated by Company shall not be permitted m an amoum less than the scheduled principal installment prior to final maturity of the outstanding principal balance. Notwithstanding, any provision contained herein, the maximum prepayment to be paid by Borrower under this Note shall not exceed the foregoing expressed as a percent of the outstanding principal balance being prepaid: Fully 1st 2nd 3rd 4th 5th Amortized Year Year `*'ear Year '*'ear I 2.00% 2 2.50% 2.00% 3 3.50% 3.00% 2.00/~ 4 4.00% 3.50~, 3.00% 2.00% 5 5.00% 4,00~ 3.50% 3.00% 2.00c~ COLLATEIIAL - This Note and the indebtedness evidenced hereby shall be secured by any lien or security interest evidenced by a ,~'rmng (whether now ex,sting or hereafter executed) which contains a provision to the effect that such lien or security interest ~s Intended to secure this Note or indebtedness evidenced hereby. EVENTS OF DEFAULT - Each of the following shall be an Event of Default hereunder: (a) the nonpayment when due of any amount payable under his Note or under any obligation or indebtedness to Company of Borrower or an5' person liable, e~ther absolutely or contingently, for payment of any indebtedness evidenced hereby, including endorsers, guarantors and sureues leach such person is referred to as an "Obligor"); (b) if Borrower or any Obligor has'failed td observe or perforr, . , other existing or future agreement with Com~ i of any nature whatsoever; (c)~ if any representation, warranty, ~ertificatc, financial sb~tcmcnt or other information ~,ladc or given by Borro~'cr or an), Obligor to Company is materially incorrect or misleading; (dj if Borrower or any Obligor shall become insolvent or make an assignment for thc benefit of creditors or if any petition shall be filed by or against Borrower or any Obligor under any bankruptcy or insolvency law; (el the entry of any judgment against Borrower or any Obligor which remains unsatisfied for 15 days or the issuance of any attachment, tax lien, levy or garnishment against any property of material value in which Borrower or any Obligor has an interest; (0 if any attachment, levy, garnishment or similar legal process is served upon Company as a result of any claim against Borrower or any Obligor or against any property of Borrower or any Obligor; (gl the dissolution, merger, consolidation or change in control (as consol is defined in Rule 12b-2 under the Security Exchange Act of 1934), of any Borrower which is a corporation or partnership, or the sale or transfer of any substantial portion of any of Borrower's assets, or if any agreement for such dissolution, merger, or consolidation, change in control, sale or transfer is entered into by Borrower, without the written consent of Company; (h) the death of any Borrower or Obligor who is a natural person; (il if Company determines reasonably and in good faith that an event has occurred or a condition exists which has had, or is likely to have, a material adverse effect on the financial condition or creditworthiness of Borrower or any Obligor, or on the ability of Borrower or any Obligor to perform its obligation evidenced by this Note; (il if Borrower shall fail to retail promptly when due to the appropriate government agency or authorized depository, any amount collected or withheld from any employee of Borrower for payroll taxed, Social Security payments or similar payroll deductions (k) if any Obligor shall attempt to terminate or disclaim such Obligor's liability for the indebtedness evidenced by this Note; (I) if Company shall reasonably and in good faith determine and notify Borrower that any collateral for this Note or for the indebtedness evidenced hereby is insufficient as to quality or quantity; (m) if Borrower shall fai to pay when due any material indebtedness for borrowed money other than to Company; of (nj if Borrower shall be notified of the failure of Borrower or any Obligor to provide financial and other information promptly when reasonably requested by Company. COMPANY'S REMEDIES - Upon the occurrence of one or more Events of Default, unless Company elects otherwise, the entire unpaid balance of this Note and all accrued interest shall be immediately due and payable without notice to Borrower or any Obligor, and Company may, immediately or at any time thereafter, exercise any or all of its rights and remedies hereunder or under any agreement or otherwise under applicable law against Borrower, any Obligor and any collateral. Company may exercise its rights and remedies in any order and may, at its option, delay in or refrain from exercising some or all of its rights and remedies without prejudice thereto. If Borrower fails to make any payment when due hereunder. Borrower shall pay company a service charge of five percent (5%) of such delinquent amount plus interest thereon from thc due date thereof until paid at the rate set forth above. NOTICE TO BORROW'ER - Any notice required to be given by Company under the provisions of this Note shall be effective as to each Borrower and each Obligor when addressed to Borrower and deposited in thc mail. postage prepaid, for delivery by first class mail at Borrower's mailing address as it appears on Company's records. PAYMEN'FS - All payments duc under this Note are to be made in immediately available funds. If Company accepts payment in any other form, such payment shall not be deemed to have been made until the funds comprising such paymcm have actually been received by or made available to Company. pA'~qW~ENT OF COSTS - In addition to the principal and interest payable hereunder, Borrower agrees to pay Company, on demand, all costs and expenses (including reasonable attorney's fees and disbursements) which ma)' be incurred by Company in the collection of this Note or the enforcement of Company's rights and remedied hereunder. REPRESENTATIONS BY BORROWER - If Borrower is a corporat:on or a general or limited partnership. Borrower represents and warrants that it is validly existing and in good standing in the jurisdiction under whose laws it was organized. If Borrower is a corporation. Borrower represents and warrants that the execunon, delivery and performance of this Note are within Borrower's corporate powers, have been duly authorized by all necessary acuon by Borrower's Board of Directors, and are not in contravention of the terms of Borrower's charter, by-laws, or an)' resolution of its Board of D;rectors. If Borrower ~s a general or limited partnership. Borrower represents and warrants that the execution, delivery, and performance of this Note have been duly authorized and are not in conflict with any provision of Borrower's partnership agreement or certificate of limited partnership. Borrower further represents and warrants that this Note has been validly executed and is enforceable in accordance with its terms, that the execuoon, delivery and performance by Borrower of this Note are not in contravention of law and do not conflict with any indenture, agreement or undertaking to which Borrower is a party or is otherwise bound, and that no consent or approval of any governmental authority or any third party :s required in connection with the execution, delivery and performance of this Note. ',¥AIVER. ETC.,- Borrower and each Obligor wmve presentment, dishonor, notice of dishonor, protest and notice of protest. Neither the failure nor any delay on the part of Company to exercise any right, remedy, power or privilege hereunder shall operate as a waiver or modification thereof. No consent, waiver or modification of the terms of this cumulative find concurrent and nc gle or partial exercise of any power or privile~ all preclude any otb, er or further exercise of any right, power or privilege. MISCELLANEOUS - This Note is the unconditional obligation of Borrower, and Borrower agrees that Company shall not be required to exercise any of its rights or remedies against any collateral in which it holds a lien or security interest or against which it has a right of setoffor against any particular Obligor, All representation, warranties and agreements herein are made jothtiy and severally by each Borrower, If any provision of this Note shall be held invalid or unenforceable, such invalidity of unenforceability shall not affect any other provision hereof, To the extent that this Note represents a replacement, substitution, renewal or refinancing of a pre-existing note or other evidence of indebtedness, the indebtedness represented by such pre-existing note or other instrument shall not be deemed to have been extinguished hereby. This Note has been delivered in and shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania without regard to the law conflicts. This Note shall be binding upon each Borrower and each Obligor and upon their personal representatives, heirs, successors and assigns, and shall benefit Company and it~ successors and assigns. ASSIGNMENT BY COMPANY - Company may assign or transfer, and Borrower hereby consents to the assignment or transfer, of Company's interest in this Note without notice to Borrower. Borrower agrees that the liability of Borrower to any assignee of Company or any subsequent assignee of such assignee, shall be absolum and unconditional. CONSENT TO JURISDICTION AND VENUE. IN ANY LEGAL PROCEEDING INVOLVING, DIRECTLY OR INDIRECTLY, ANY MA 1-! UR ARISING OUR OF OR RELATED TO THIS NOTE OR THE RELATIONSHIP EVIDENCED HEREBY, EACH LrNDERSIGNED PARTY HEREBY IRREVOCABLY SUBMITS TO THE NON'EXCLUSIVE JURISDICTION OF ANY STATE OR FEDERAL COURT LOCATED IN ANY COUNTY OF THE COMMONWE, ALTH OF PENNSYLVANIA WHERE COMPANY MAINTAINS AN OFFICE AND AGREES NOT TO RAISE ANY OBJECTION TO SUCH JURISDICTION OR TO TH~ LAYING OR MAIIVrAINING OF THE VENUE OF ANY SUCH PROCEEDING IN SUCH COUNTY. EACH UNDERSIGNED PARTY AGREES THAT SERVICE OF PROCESS IN ANY SUCH PROCEEDING MAY BE DULY EFFECTED UPON IT BY MAILING A COPY THEREOF, BY REGISTERED MAIL, POSTAGE PREPAID, TO EACH UNDERSIGNED PARTY. WAIVER OF JURY TRIAL. EACH UNDERSIGNED PARTY HEREBY WAIVES AND COMPANY BY ITS ACCEPTANCE KEREOF THEREBY WAIVES, TRIAL BY JURY IN ANY LEGAL PROCEEDING INVOLVING, DIRECTLY OR INDIRECTLY, ANY MAT-i ER (WHETHER SOUNDING IN TORT, CONTRACT OR OTHERWISE) IN ANY WAY ARISING OUT OF OR RELATED TO THIS NOTE OR THE RELATIONSHIP EVIDENCED HEREBY. THIS PROVISION IS A MATERIAL INDUCEMENT FOR COMPANY TO ENTER INTO, ACCEPT OR RELY UPON THIS NOTE. IN WITNESS WHEREOF, Borrower, intending this to be a sealed instrument and intending to be legally bound hereby, has executed and delivered this Note as of the day and year first above written. Corporation or Partnership: By: (Print name and title) Cassco, LLP. Christooher W. EdnelI, General Partner . (Print name and title) Individuals: Witness Borrower (Print name of Witness) (Print name of Borrower) (Print name of Witness) (Print name of Borrower) · ' C~)MMERC1AL NOTE $ 37,654.2i) ('~'" M~y 9, 2000 .' ~ )~5'( _ FOR VALUE RECEIVED, each of the undersigned, jointly and severally if more than one (hereinafter collectively referred to as "Borrower"), promises to pay to the order of HAR$CO CORPORATION (the "Company"), at its offices at 4718 Old Gettysburg Rd., Ste 300, P. O. Box 8316, Camp Hill, PA 17001-8316, the principal amount of Thirty-seven Thousand Six Hundred Fifty-four and 20/100 DOLLARS, in lawful money of the United States, plus interest, to be paid as follows: said principal plus interest shall be payable in 59 consecutive equal monthly installments of principal and interest, each in the amount of $804.68 commencing 30 days from date of shipment of Equipment and on the same day of the month each month thereafter, each of which installments shall be applied first to the payment of accrued and unpaid interest and then to the payment of principal and a final installment in an amount which is necessary to pay in full all of the outstanding principal plus accrued and unpaid interest on this Note on the date of the final payment. Interest shall accrue at the rate of 10.25% per annum. Payments will be applied as aforesaid on the date received. ADDITIONAL TERMS OF THIS NOTE - Each of the following provisions shall apply to this Note, to any extension or modification hereof and to the indebtedness evidenced hereby, except as otherwise expressly sated above or in a separate writing signed by Company and Borrower. INDEBTEDNESS - This Note evidences the indebtedness of Borrower in connection with the sale of Equipment sold by Company to Borrower. INTEREST - Interest shall be calculated on the basis of a 360-day year and shall be charged for the actual number of days elapsed. Accrued interest shall be payable monthly. Accrued interest shall also be payable when the entire principal balance of this Note becomes due and payable (whether by demand, stated maturity or acceleration) or, if earlier, when such principal balance is actually paid to Company. Interest shall accrue from the date shipment of Equipment is made by Company, provided, however, that to the extent this Note represents a replacement, substitution, renewal or refinancing of existing indebtedness, interest shall accrue from the date hereof. Interest shall accrue on the unpaid balance hereof at the rate provided for in this Note until the entire unpaid balance has been paid in full, notwithstanding the entry of any judgment against Borrower. PAYMENT - A prepayment of principal (including any principal repayment as a result of acceleration by Company of this Note) shall require irmmediate payment to Company of a prepayment fee equal to the amount by which the aggregate present value of scheduled principal and interest payments eliminated by the prepayment exceeds the principal amount being prepaid. Said present value shall be calculated by application ora discount rate determined by Company, in its reasonable judgment, to be the yield-to-maturity plus 1.15% at the time of prepayment, on U.S. Treasury securities having a maturity which most closely approximates the final maturity date of the principal balance then outstanding. Whether or not a prepayment fee is required hereunder, prepayment~ shall be applied to scheduled installments of principal in the inverse order of their maturity, shall be accompanied by payment of accrued interest on the principal amount being prepaid and. unless this Note has been accelerated by Company shall not be permitted in an amount less than the scheduled principal installment prior to final maturity of the outstanding principal balance. Notwithstanding, any provision contained herein, the maximum prepayment to be paid by Borrower under this Note shall not exceed the foregoing expressed as a percent of the outstanding principal balance being prepaid: Fully 1st 2nd 3rd 4th 5th Amortized Year Year Year Year Year 1 2.00% 2 2.50% 2.00% 3 3.50% 3.00% 2.00% 4 4.00% 3.50% 3.00% 2.00% 5 5.00% 4.00% 3.50% 3.00%' 2.00% COLLATERAL - This Note and the indebtedness evidenced hereby shall be secured by any lien or security interest evidenced by a writing (whether now existing or hereafter executed) which contains a provision to the effect that such lien or security interest is intended to secure this Note or indebtedness evidenced hereby. EVENTS OF DEFAULT. Each of the following shall be an Event of Default hereunder: (a) the nonpayment when due of any amount payable under this Note or under any obligation or indebtedness to Company of Borrower or any person liable, either absolutely or contingently, for payment of any indebtedness evidenced hereby, including endorsers, guarantors and sureties (each such person is referred to as an "Obligor"); (b) if Borrower or any Obligor has failed to observe or perfon'- ny other existing or future 'agreement with Comb's-ny of any nature whatsoever; (c) if ~.ny representation, warranty; :tificate, financial statement or other informatiC ..adc or given by Borrower or any Obligor to Company is materially incorrect or misleading; (d) if Borrower or any Obligor shall becom~ insolvent or make an assignment for the benefit of creditors or if any petition shall be filed by or against Borrower or any Obligor under any bankruptcy or insolvency law; (e) the entry of any judgment against Borrower or any Obligor which remains unsatisfied for 15 days or the issuance of any attachment, tax lien, levy or garnishment against any property of material value in which Borrower or any Obligor has an interest; (0 if any attachment, levy, garnishment or similar legal process is served upon Company as a result of any claim against Borrower or any Obligor or against any property of Borrower or any Obligor; (g) the dissolution, merger, consolidation or change in control (as control is defined in Rule 12b-2 under the Security Exchange Act of 1934), of any Borrower which is a corporation or partnership, or the sale or transfer of any substandal portion of any of Borrower's asses, or if any agreement for such dissolution, merger, or consolidation, change in control, sale or transfer is entered into by Borrower, without the written consent of Company; ih) the death of any Borrower or Obligor who is a natural person; (i) if Company determines reasonably and in good faith that an event has occurred or a condition exists which has had, or is likely to have, a material adverse effect on the financial condition or creditworthiness of Borrower or any Obligor, or on the ability of Borrower or any Obligor to perform its obligation evidenced by this Note; (j) if Borrower shall fail to remit promptly when due to the appropriate government agency or authorized depository, any amount collected or withheld from any employee of Borrower for payroll taxed, Social Security payments or similar payroll deductions; (k) if any Obligor shall attempt to terminate or disclaim such Obligor's liability for the indebtedness evidenced by this Note; (I) if Company shall reasonably and in good faith determine and notify Borrower that any collateral for this Note or for the indebtedness evidenced hereby is insufficient as to quality or quantity; (m) if Borrowar shall fail to pay when due any material indebtedness for borrowed money other than to Company; of (n) if Borrower shall be notified of the failure of Borrower or any Obligor to provide financial and other information promptly when reasonably requested by Company. COMPANY'S REMEDIES - Upon the occurrence of one or more Events of Default, unless Company elects otherwise, the entire unpaid balance of this Note and all accrued interest shall be immediately due and payable without notice to Borrower or any Obligor, and Company may, immediately or at any time thereafter, exercise any or all of its rights and remedies hereunder or under any agreement or otherwise under applicable law against Borrower, any Obligor and any collateral. Company may exercise its rights and remedies in any order and may, at its option, delay in or refrain from exercising some or ail of its rights and remedies without prejudice thereto. If Borrower fails to make any payment when due hereunder, Borrower shall pay company a service charge of five percent (5%) of such delinquent amount plus interest thereon from the due date thereof until paid at the rate set forth above. NOTICE TO BORROWER. Any notice required to be given by Company under the provisions of this Note shall be effective as to each Borrower and each Obligor when addressed to Borrower and deposited in the mail, postage prepaid, for delivery by first class mail at Borrower's mailing address as it appears on Company's records. PAYMENTS ~ All payments due under this Note are to be made in immediately available fimds. If Company accepts payment in any other form, such payment shall not be deemed to have been made until the funds comprising such payment have actually been received by or made available to Company. PAYMENT OF COSTS - In addition to the principal and interest payable hereunder, Borrower agrees to pay Company, on demand, all costs and expenses (including reasonable attorney's fees and disbursements) which may be incurred by Company in the collection of this Note or the enforcement of Company's rights and remedied hereunder. REPRESENTATIONS BY BORROWER - If Borrower is a corporation or a general or limited partnership, Borrower represents and warrants that it is validly existing and in good standing in the jurisdiction under whose laws it was organized. If Borrower is a corporation, Borrower represents and warrants that the execution, delivery and performance of this Note are within Borrower's corporate powers, have been duly authorized by all necessary action by Borrower's Board of Directors, and are not in contravention of the terms of Borrower's charter, by-laws, or any resolution of its Board of Directors. If Borrower is a general or limited partnership, Borrower represents and warrants that the execution, delivery and performance of this Note have been duly authorized and are not in conflict with any provision of Borrower's pannership agreement or certificate of limited partr~ership. Borrower further represents and warrants that this Note has been validly executed and is enforceable in accordance with its terms, that the execution, delivery and performance by Borrower of this Note are not in contravention of law and do not conflict with any indenture, agreement or undertaking to which Borrower is a party or is otherwise bound, and that no consent or approval of any governmental authority or any third party is required in connection with the execution, delivery and performs, ncc of this Note. WAIVER, ETC,, - Borrower and each Obligor waive presentment, dishonor, notice of dishonor, protest and notice of protest. Neither the failure nor any delay on the part of Company to exercise any right, remedy, power or privilege hereunder shall operate as a waiver or modification thereof. No consent, waiver or modification of the terms of this Note shall be effective unless set forth in a writing signed by company. All rights and remedies of Company are cumulative and concurrent and r 'ingle or partial exercise of any power or privilece shall preclude any q!her or further exercise of any right, po(.. or privilege. ~ MISCELLANEOUS - This Note is the unconditional obligation of Borrower. and Borrower agrees thai Company shall not be required to exercise any of its rights or remedies against any collateral in which it holds a lien or security interest or against which it has a right of setoffor against any particular Obligor. Ail representation, warranties and agreements herein are ma&jointly and severally by each Borrower, If any provision of this Note shall be held invalid or unenforceable, such invalidity of unenforceability shall not affect any other provision hereof. To the extent that this Note represents a replacement, substitution, renewal or refinancing of a pre.existing note or other evidence of indebtedness, the indebtedness represented by such pre-existing note or other instrument shall not be deemed to have been extinguished hereby. This Note has been delivered in and shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania without regard to the law conflicts. This Note shall be binding upon each Borrower and each Obligor and upon their personal representatives, heirs, successors and assigns, and shall benefit Company and its successors and assigns. ASSIGNMENT BY COMPANY - Company may assign or transfer, and Borrower hereby consents to the assignment or transfer, of Company's interest in this Note without notice to Borrower. Borrower agrees that the liability of Borrower to any assignee of Company or any subsequent assignee of such assignee, shall be absolute and unconditional. CONSENT TO JURISDICTION AND VENUE - IN ANY LEGAL PROCEEDING INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER ARISING OUR OF OR RELATED TO TIllS NOTE OR TIIE R. ELATIONSIIIP EVIDENCED HEREBY, EACH UNDERSIGNED PARTY HEREBY IRRI~VOCABLY SUBMITS TO TilE NONEXCLUSIVE JURISDICTION OF ANY STATE OR FEDERAL COURT LOCATED IN ANY COUNTY OF TIlE COMWIONWEALTIt OF PENNSYLVANIA WItERE COMPANY MAINTAINS AN OFFICE AND AGREES NOT TO RAISE ANY OBJECTION TO SUCIt JURISDICTION OR TO THE LAYING OR MAINTAINING OF THE VENUE OF ANY SUCH PROCEEDING IN SUCH COUNTY. EACH UNDERSIGNED PARTY AGREES TH~AT SERVICE OF PROCESS IN ANY SUClt PROCEEDING MAY BE DULY EFFECTED UPON IT BY MAILING A COPY THEREOF, BY REGISTERED MAIL, POSTAGE pREpAID, TO EACH UNDERSIGNED PARTY. WAIVER OF JURY TRIAL - EACH UNDERSIGNED PARTY IIEREBY WAIVES AND COMPANY BY ITS ACCEPTANCE HEREOF THEREBY WAIVES, TRIAL BY JURY IN ANY LEGAL PROCEEDING INWOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER (VOIETHER SOUNDING IN TORT, CONTRACT OR OTHERWISE) IN ANY WAY ARISING OUT OF OR RELATED TO THIS NOTE OR THE RELATIONSHIP EVIDENCED HEREBY. THIS PROVISION IS A MATERIAL INDUCEMENT FOR COMPANY TO ENTER INTO, ACCEPT OR RELY UPON THIS NOTE. IN WITNESS WI-[EREOF, Borrower, intending this to be a sealed instrument and intending to be legally bound hereby, has executed and delivered this Note as of the day and year first above written, Corporation or Partnership: By: (Print name and title) Cassco, LLP. Christopher W. Edgelk General Phrtner . (Print name and title) Individuals: Witness Borrower X (Print name of Witness) (Print name of Borrower) (Print name of Witness) (Print name of Borrower) · '' [" cOMMER~IALNOTE ,' $ 17,623.44 Februar~ 8, 201i0 ~'"~ FOR VALUE RECEIVED, each of the undersigned, jointly and severally if more than one (hereinalier collectively referred to as "Borrower"), promises to pay to the order of HARSCO CORPORATION (the "Company"), at its offices at 4718 Old Gettysburg Rd., Ste 300, P. O. Box 8316, Camp Hill, PA 17001.8316. the principal amount of Seventeen Thousand Six Hundred Twenty-three and 441100 DOLLARS, in lawful money of the United States, plus interest, to be paid as follows: said principal plus interest shall be payable in 59 consecutive equal monthly installments of principal and interest, each in the amount of $370.13 commencing 30 days from date of shipment of Equipment and on the same day of the month each month thereafter, each of which installments shall be applied first to the payment of accrued and unpaid interest and then to the payment of principal and a final installment in an amount which is necessary to pay in full all of the outstanding principal plus accrued and unpaid interest on this Note on the date of the final payment, lmerest shall accrue at the rate of 9.50% per annum. Payments will be applied as aforesaid on the date received. ADDITIONAL TERMS OF'rillS NOTE - Each of the following provisions shall apply to this Note, to any extension or modification hereof and to the indebtedness evidenced hereby, except as otherwise expressly stated above or in a separate writing signed by Company and Borrower. INDEBTEDNESS - This Note evidences thc indebtedness of Borrower in connection with the sale of Equipment sold by Company to Borrower. IN'rEREST - Interest shall be calculated on the basis of a 360-day year and shall be charged for the actual number of days elapsed. Accrued interest shall be payable monthly. Accrued interest shall also be payable when the entire principal balance of this Note becomes due and payable (whether by demand, stated maturity or acceleration) or, if earlier, when such principal balance is actuaIly paid to Company. Interest shall accrue from the date shipment of Equipment is made by Company, provided, however, that to the extent this Note represents a replacement, substitution, renewaI or refinancing of existing indebtedness, interest shall accrue from the date hereof. Interest shall accrue on the unpaid balance hereof at the rate provided for in this Note until the entire unpaid balance has been paid in full, notwithstanding the entry of any judgment against Borrower. I,AYMEN~r - A prepayment of principal {including any principal repayment as a result of acceleration by Company of this Note) shall require immediate payment to Company of a prepayment fee equal to the amount by which the aggregate present value of scheduled principal and interest payments eliminated by the prepayment exceeds the principal amount being prepaid. Said present value shall be calculated by application ora discount rate determined by Company, in its reasonable judgment, to be the yield-to-maturity plus 1.15% at the time of prepayment, on U.S. Treasury securities having a maturily which most closely approximates the final maturity date of the principal balance then outstanding. Whether or not a prepayment fee is required hereunder, prepayments shall be applied to scheduled installments of principal in the inverse order of their maturity, shall be accompanied by payment of accrued interest on the principal amount being prepaid and, unless this Note has been accelerated by Company shall not be permitted in an amount less than the scheduled principal installment prior to final maturity of the outstanding principal balance. Notwithstanding, any provision contained herein, ~he maximum prepayment to be paid by Borrower under this Note shall not exceed the foregoing expressed as a percent of the outstanding principal balance being prepaid: Fully 1st 2nd 3rd 4th 5th Amortized Year Year Year Year Year I 2.00% 2 2.50% 2.00% 3 3.50% 3.00% 2.00% 4 4.00% 3.50% 3.00% 2.00% 5 5.00% 4.00% 3.50% 3.00% 2.00% COLLATERAL - This Note and the indebtedness evidenced hereby shall be secured by any lien or security interest evidenced by a writing (whether now existing or hereafter executed) which contains a provision to the effect that such lien or security interest is intended to secure this Note or indebtedness evidenced hereby. EVENTS OF DEFAULT - Each of the following shall be an Event of Default hereunder: (al the nonpayment when due of any amount payable under this Note or under any obligation or indebtedness to Company of Borrower or any person liable, either absolutely or contingently, for payment of any indebtedness evidenced hereby, including endorsers, guarantors and sureties (each such person ~s referred to s an Obh~or ); (b) if Borrower or any Obligor has failed to observe or perforl y other existing or future agreement with Com~. , of any nature whatsoever if any representation, warranty, certificate, financial statement or other information made or given by Borro~ver or any Obligor to Company is materially incorrect or misleading; (d) if Borrower or any Obligor shall become insolvent or make an assignment for the benefil of creditors or if any petition shall be filed by or against Borrower or any Obligor under any bankruptcy or insolvency law; (e) the entry of any judgment against Borrower or any Obligor which remains unsatisfied for 15 days or the issuance of any attachment, tax lien, levy or garnishment against any property of material value in which Borrower or any Obligor has an interest; (l) if any attachment, levy, garnishment or similar legal process is served upon Company as a result of any claim against Borrower or any Obligor or against any property of Borrower or any Obligor; (g) the dissolution, merger, consolidation or change in control (as control is defined in Rule 12b-2 under the Security Exchange Act of 1934), of any Borrower which is a corporation or partnership, or the sale or transfer of any substantial portion of any of Borrower's assets, or if any agreement for such dissolution, merger, or consolidation, change in control, sale or transfer is entered into by Borrower. without the written consent of Company; (h) the death of any Borrower or Obligor who is a natural person; (i) if Company determines reasonably and in good faith that an event has occurred or a condition exists which has had, or is like}y to have, a material adverse effect on the financial condition or creditworthiness of Borrower or any Obligor, or on the ability of Borrower or any Obligor to perform its obligation evidenced by this Note; (j) if Borrower shall fail to remit promptly when due to the appropriate government agency or authorized depository, any amount ct~llected or withheld from an>' employee of Borrower for payroll taxed, Social Security payments or similar payroll deductions; (k) if any Obligor shall attempt to terminate or disclaim such Obligor's liability for the indebtedness evidenced by this Note; (I) if Company shall reasonably and in good faith determine and notify Borrower that any collateral this Note or for the indebtedness evidenced hereby is insufficient as to quality or quantity; (m) if Borrower shall fail to pay when due any material indebtedness for borrowed money other than to Company; of (n) if Borrower shall be notified of the failure of Borrower or any Obligor to provide financial and other information promptly when reasonably requested by Company. COMPANY'S REMEDIES - Upon the occurrence of one or more Events of Default, unless Company elects otherwise, the entire unpaid balance of this Note and all accrued interest shall be immediately due and payable without notice to Borrower or any Obligor, and Company may, immediately or at any time thereafter, exercise any or all of its rights and remedies hereunder or under any agreement or otherwise under applicable law against Borrower, any Obligor and any collateral. Company may exercise its rights and remedies in any order and may, at iu option, delay in or refrain from exercising some or all of its rights and remedies without prejudice thereto. If Borrower fails to make any payment when due hereunder, Borrower shall pay company a service charge of five percent (5%) of such delinquent amount plus interest thereon from the due dale thereof until paid at the rate set forth above. NOTICE TO BORROWER - Any notice required to be given by Company under the provisions of this Note shall be effective as to each Borrower and each Obligor when addressed to Borrower and deposited in the mail, postage prepaid, for delivery by first class mail at Borrower's mailing address as it appears on Company's records. PAYMEN'I'S - All payments due under this Note are to be made in immediately available funds. If Company accepts payment in any other form, such payment shall not be deemed to have been made until the funds comprising such payment have actually been received by or made available to Company. I,A't'MENT OF COSTS - In addition to the principal and interest payable hereunder, Borrower agrees fo pay Company, on demand, all costs and expenses (including reasonable attorney's fees and disbursements) which may be incurred by Company in the collection of this Note or the enforcement of Company's rights and remedied hereunder. REPRESENTATIONS BY BORROWER. If Borrower is a corporation or a general or limited partnership, Borrower represents and warrants that it is validly existing and in good standing in the jurisdiction under whose laws it was organized. If Borrower is a corporation, Borrower represents and warrants that the execution, delivery and performance of this Note are within Borrower's corporate powers, have been duly authorized by all necessary action by Borrower's Board of Directors, and are not in contravention of the terms of Borrower's charter, by-taws, or any resolution of its Board of Directors. If Borrower is a general or limited partnership, Borrower represents and warrants that the execution, delivery and performance of this Note have been duIy authorized and are not in conflict with any provision of Borrower's partnership agreement or certificate of limited partnership. Borrower further represents and warrants that this Note has been validly executed and is enforceable in accordance with its terms, that the execution, delivery and performance by Borrower of this Note are not in contravention of law and do not conflict with any indenture, agreement or undertaking to which Borrower is a party or is otherwise bound, and that no consent or approval of any governmentaI authority or any third party is required in connection with the execution, delivery and performance of this Note. WAIVER. ETC., - Borrower and each Obligor waive presentment, dishonor, notice of dishonor, protest and notice of protest. Neither the failure nor any delay on the part of Company to exercise any right, remedy, power or privilege hereunder shall operate as a waiver or modification thereof. No consent, waiver or modification of the terms of this · cumulative and concurrent and n; ~gle or partial exercise of any power or privileI all preclude any otker or further exercise of any right, power or privilege. MISCELLANEOUS - This Note is the unconditional obligation of Borrower. and Borrower agrees that Company shall not be required to exercise any of its rights or remedies against any collateral in which it holds a lien or security interest or against which it has a right of setoffor against any particular Obligor· All representation, warranties and agreements herein are made jointly and severally by each Borrower. If any provision of this Note shall be held invalid or unenforceable, such invalidity of unenforceabilily shall not affect any other provision hereof. To the extent that this Note represents a replacement, suhsthution, renewal or refinancing of a pre-existing note or other evidence of indebtedness, the indebtedness represented by such pre-existing note or other instrumenl shall not be deemed to have been extinguished hereby. This Note has been delivered in and shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania without regard to the law conflicts, This Note shall be binding upon each Borrower and each Obligor and upon their personal representatives, heirs, successors and assigns, and shall benefit Company and its successors and assigns. ASSIGNMENT BY COMPANY - Company may assign or transfer, and Borrower hereby consents to the assignment or transfer, of Company's interest in this Note without notice to Borrower. Borrower agrees that the liability of Borrower to any assignee of Company or any subsequent assignee of such assignee, shall be absolute and unconditional. CONSEN'F TO JURISDICTION AND VENUE. IN ANY LEGAL PROCEEDING INVOLVING, DIRECTLY OR INDIRECTLY, ANY MA~I'ER ARISING OUR OF OR RELATED TO Tills NOTE OR TIlE RELATIONSIIIP EVIDENCED IIEREBY, EACIt UNDERSIGNED PARTY HEREBy IRREVOCABLY SUBMITS TO TIlE NONEXCLUSIVE JURISDICTION OF ANY STATE OR FEDERAL COURT LOCATED IN ANY COUNTY OF TIlE COMMONWEALTIt OF PENNSYLVANIA B~IERE COMPANY MAINTAINS AN OFFICE AND AGI~EE$ NOT TO RAISE ANY OBJECTION TO SUCll JURISDICTION OR TO TIlE LAVING OR MAINTAINING OF TIIE VENUE OF ANY SUCII I'ROCEEDING IN SUCll COUNTY. EACIt UNDERSIGNED PARTY AGREES THAT SERVICE OF PROCESS IN ANY SUCIt PROCEEDING MAY BE DULY EFFECTED UPON IT BY MAILING A COPY TIIEREOF, BY REGISTERED MAIL, POSTAGE pREPAID, TO EACII UNDEP~IGNED PARTY. WAIVER OF JURY TRIAL. EACH UNDERSIGNED PARTY IIEREBY WAIVES AND COMPANY BY ITS ACCEPTANCE HEREOF THEREBY WAIVES, TRIAL BY JURY IN ANY LEGAL PROCEEDING INVOLVING, DIRECTLY OR INDIRECTLY, ANY MAWrER (~,~IETHER SOUNDING IN TORT, CoN'rRACT OR OTItERWISE) IN ANY WAY ARISING OUT OF OR RELATED TO Tills NOTE OR TItE RELATIONSIIIP EVIDENCED IIEREBY. Tills PROVISION IS A MATERIAL INDUCEMENT FOR COMPANY TO ENTER IN'TO, ACCEPT OR RELY UPON TItlS NOTE. IN WITNESS WHEREOF. Borrower, intending this to be a sealed instrument and intending to be legally bound hereby, has executed and delivered this Note as of the day and year first above written. Corporation or Partnership: By: (Print name and title) Ca~co, LLP. (Print name and title) Individuals: Witness Borrower X (Print name of Witness) (Print name of Borrower) (Print name of Witness) (Print name of Borrower) COMMERCIAL NOTE 15,713.89 Decemfi~r 1, 1999 FOR VALUE RECEIVED, each of the undersigned, jointly and severally if more than one {hereinafter collectively referred to as "Borrower"), promises to pay to the order of HARSCO CORPORATION (the "Company"), at its offices at 4718 Old Gettysburg Rd., Ste 300, P. O. Box 8316, Camp Hill, PA 1 ?001-8316, the principal amount of Fifteen Thousand Seven Hundred Thirteen and 89/I 00 DOLLARS, in lawful money of the United States, plus interest, to be paid as follows: said principal plus interest shall be payable in 59 consecutive equal monthly installments ofprinc/pal and interest, each in the amount of $330.02 commencing 30 days from date of shipment of Equipment and on the same day of the month each month thereafter, each of which installments shall be applied In'st to the payment of accrued and unpaid interest and then to the payment of principal and a final installment in an amoutu which is necessary to pay in full all of the outstanding principal plus accrued and unpaid interest on this Note on the date of the final payment. Interest shall accrue at the rate of 9.$0'Vo per annum. Payments will be applied as aforesaid on the date received. ADDITIONAL TERMS OF THIS NOTE - Each of the following provisions shall apply to this Note, to any extension or modification hereof and to the indebtedness evidenced hereby, except as otherwise expressly stated above or in a separate writing signed by Company and Borrower. INDEBTEDNESS - This Note evidences the indebtedness of Bon'ower in connection with the sale of Equipment sold by Company to Borrower. INTEREST - Interest shall be calculated on the basis ora 360-day year and shall be charged for the actual number of days elapsed. Accrued interest shall be payable monthly. Accmed interest shall also be payable when the entire principal balance of this Note becomes due and payable (whether by demand, stated maturity or acceleration) or, if earlier, when such principal balance is actually paid to Company. Interest shall accrue from the date shipment of Equipment is made by Company, provided, however, that to the extent this Note represent~ a replacement, substitution, renewal or refinancing of existing indebtedness, interest shall accrue from the date hereof. Interest shall accrue on the unpaid balance hereof at the rate provided for in this Note until the entire unpaid balance has been paid in full, not'withstanding the entry of any judgment against Borrower. PAYMENT - A prepayment of principal (including any principal repayment as a result of acceleration by Company of this Note) shalI require immediate payment to Company of a prepayment fee equal to the amount by which the aggregate present value of scheduled principal and interest payments eliminated by the prepayment exceeds the principal amount being prepaid. Said present value shall be calculated by application ora discount rate determined by Company, in its reasonable judgment, to be the yield-to-maturity plus 1.15% at the time of prepayment, on U.S. Treasury securities having a maturity which most closely approximates the final maturity date of the principal balance then outstanding. Whether or not a prepayment fee is required hereunder, prepayments shall be applied to scheduled installments of principal in the inverse order of their maturity, shall be accompanied by payment of accrued interest on the principal amount being prepaid and, unless this Note has been accelerated by Company shall not be permitled in an amount less than the scheduled principal installment prior to final maturity of the outstanding principal balance. Not~vithstanding, any provision contained herein, the maximum prepayment to be paid by Borrower under this Note shall not exceed the foregoing expressed as a percent of the outstanding principal balance being prepaid: Fully 1st 2nd 3rd 4th 5th Amortized Year Year Year Year Year 1 2.00% 2 2.50% 2.00% 3 3.50% 3.00% 2.00% 4 4.00% 3.50% 3.00% 2.00% 5 5.00% 4.00% 3.50% 3.00% 2.00% COLLATERAL - This Note and the indebtedness evidenced hereby shall be secured by any lien or security interest evidenced by a writing (whether now existing or hereafter executed) which contains a provision to the effect that such lien or security interest is intended to secure this Note or indebtedness evidenced hereby. EVENTS OF DEFAULT - Each of the following shall be an Event of Default hereunder: (a) the nonpayment when due of any amount payable under this Note or under any obligation or indebtedness to Company of Borrower or any person liable, either absolutely or contingently, for payment of any indebtedness evidenced hereby, including endorsers, guarantors and sureties (each such person is referred to as an "Obligor"); (b) if Borrower or any Obligor has failed to observe or perform any other existing or future agreement with Company of any nature whatsoever: (c) if any representation, warranty, certificate, financial statement or other information made or given by Borrower or insolvent oi- make an assignmer< ' ~ the benefit of creditors or if any petition shal~!. '--'filed by or against Bg, rrower.. or any Obligor under any bank:',., xy or insolvency law; (e) the entry of any judgi. ~'against Borrower or any Obligor which remains unsatisfied for 15 days or the issuance of any attachment, tax lien, levy or garmshment against any property of material value in which Borrower or any Obligor has an interest; (f') if any attachment, levy, garnishment or similar legal process is sen, ed upon Company as a result of any claim against Borrower or any Obligor or against any proper~ of Borrower or any Obligor; (g) the dissolution, merger, consolidation or change in control (as control is defined in Rule 12b12 under the Security Exchange Act of 1934), of any Borrower which is a corporation or partnership, or the sale or transfer of any substantial portion of any of Borrower's assets, or if any agreement for such dissolution, merger, or consolidation, change in control, sale or t~ansfer is entered into by Borrower, without the written consent of Company; (b) the death of any Borrower or Obligor who is a namraI person; (i) if Company determines reasonably and in good faith that an event has occurred or a condition exists which has had, or is likely to have, a material adverse effect on the financial condition or ereditworththess of Borrower or any Obligor, or on the ability of Borrower or any Obligor tn perform its obligation evidenced by this Note; (j) if Borrower shall fail to remit promptly when due to the appropriate government agency or authorized depository, any amount collected or withheld from any employee of Borrower for payroll taxed, Social Security payments or similar payroll deductions; (k) if any Obligor shall anempt to terminate or disclaim such Obligor's liability for the indebtedness evidenced by this Note; (1) if Company shall reasonably and in good faith determine and notify Borrower that any collateral for this Note or for the indebtedness evidenced hereby is insufficient as In quality or quantity; (m) if Borrower shall fail to pay when due any material indebtedness for borrowed money other than to Company; of (n) if Borrower shall be notified of the fail,.u'e of Borrower or any Obligor to provide financial and other information promptly when reasonably requested by Company. COMPANY'S REMEDIES - Upon the occurrence of one or more Events of Default, unless Company elects otherwise, the entii'e unpaid balance of this Note and all accrued interest shall be immediately due and payable without notice to Borrower or any Obligor, and Company may, immediately or at any time thereafter, exercise any or all of its rights and remedies hereunder or under any agreement or otherwise under applicable law against Borrower, any Obligor and any collateral. Company may exercise its rights and remedies in any order and may, at its option, delay in or refrain from exercising some or all of its rights and remedies without prejudice thereto. If Borrower fails to make any payment when due hereunder, Borrower shall pay company a service charge of five percent (5%) of such delinquent amount plus interest thereon from the due date thereof until paid at the rate set forth above. NOTICE TO BORROWER - Any notice required to be given by Company under the provisions of this Note shall be effective as to each Borrower and each Obligor when addressed to Borrower and deposited in the mail, postage prepaid, for delivery by £n'st class mail at Borrower's mailing address as it appears on Company's records. PAYMENTS - All payments due under this Note are to be made in unmediately available funds. If Company accepts payment in any other form, such payment shall not be deemed to have been made until the funds comprising such payment have actually been received by or made available to Company. PAYMENT OF COSTS * In addition to the principal and interest payable hereunder, Borrower agrees to pay Company, on demand, all costs and expenses (including reasonable attorney's fees and disbursements) which may be incurred by Company in the collection of this Note or the enforcement of Company's rights and remedied hereunder. REPRESENTATIONS BY BORROWER - If Borrower is a corporation or a general or limited pactnership, Borrower represents and wan'ants that it is validly existing and in good standing in the jurisdictinn under whose laws it was organized. If Borrower is a corporation, Borrower represents and warrants that the execution, delivery and performance of this Note are within Borrower's corporate powers, have been duly authorized by all necessary action by Borrower's Board of Directors, and are not in contravention of the terms of ]Borrower's charter, by-laws, or any resolution of its Board of Directors. If Borrower is a general or limited partnership, Borrower represents and warrants that the execution, delivery and performance of this Note have been duly authorized and are not in conflict with any provision of Borrower's parmership agreement or certificate of limited parmership. Borrower further represents and warrants that this Note has been validly executed and is enforceable in accordance with its terms, that the execution, delivery and performance by Borrower of this Note are not in cont~'avention of law and do not conflict with any indenture, agreement or undertaking to which Borrower is a paiD' or is otherwise bound, and that no consent or approval of any governmental authority or any third party is required in cormectinn with the execution, delivery and performance of this Note. WAIVER, ETC., - Borrower and each Obligor waive presentment, dishonor, notice of dishonor, protest and notice of protest. Neither the failure nor any delay on the part of Company to exercise any right, remedy, power or privilege hereunder shall operate as a waiver or modification thereof. No consent, waiver or modification of the terms of this Note shall be effective unless set forth in a writing signed by company. All rights and remedies of Company are cumulative and concurrent and no single or partial exercise of any power or privilege shall preclude any other or further exercise of any right, power or privilege. MISCELLANEOUS - This Note is the unconditional obligation of Borrower, and Borrower agrees that Company shall nm* h~- ,~.~ir,d ~o exercise any of its riehts or remedies against any collateral in which it holds a lien or securiry intgrest or against which it has a.~-"ht ofsetnffor against any particular Obligor· A~I.I representation, warranties and agreemen~ herein are made joii. .nd severally by each Borrower, If any provil ';f this Note shall be held invalid or unenforceable, such mvahdt~ ofunenforceab t7 shall not affec any o~ct proviston hereof· TO the extent that this Note represents a replacement, substitution, renewal or refmancing ora pre-existing note or other evidence of indebtedness, the indebtedness represented by such pre-ex/sting note or other instrument shall not be deemed to have been extinguished hereby. This Note has been delivered in and shall be governed by and construed in accordance with the laws of thc Commonwealth of Pennsylvania without regard to the law conflicts. This Note shall be binding upon each Borrower and each Obligor and upon their personaI representatives, heirs, successors and assigns, and shall benefit Company and its successors and assigns. ASSIGNMENT BY COMPANY - Company may assign or transfer, and Borrower hereby consents to the assignment or transfer, of Company's interest in this Note without notice to Borrower. Borrower agrees that the ]iabilivd of Borrower to any assignee of Company or any subsequent assignee of such assignee, shall be absolute and unconditional. CONSENT TO JURISDICTION AND VENUE - IN ANy LEGAL PROCEEDING INVOLVING. DIRECTLY OR INDIRECTLY, ANY MATTER ARISING OUR OF OR RELATED TO THIS NOTE OR THE RELATIONSHIP EVIDENCED HEREBY, EACH UNDERSIGNED PARTY HEREBY IRREVOCABLY SUBMITS TO THE NONEXCLUSIVE JURISDICTION OF ANY STATE OR FEDERAL COURT LOCATED IN ANy COUNTY OF THE COMMONWEALTH OF PENNSYLVANIA WHERE COMPANY MAINTAINS AN OFFICE AND AGREES NOT TO RAISE ANY OBJECTION TO SUCH JURISDICTION OR TO THE LAYING OR MAINTAINING OF THE VENUE OF ANY SUCH PROCEEDING IN SUCH COUNTY. EACH UNDERSIGNED PARTY AGREE~ THAT SERVICE OF PROCESS IN ANY SUCH PROCEEDING MAY BE DULY EFFECTED UPON IT BY MAILING A COPY THEREOF, BY REGISTERED MAIL, POSTAGE PREPAID, TO EACH UNDERSIGNED PARTY. WAIVER OF JURY TRIAL - EACH UNDERSIGNED PARTY HEREBY WAIVES AND COMPANy BY ITS ACCEPTANCE HEREOF THEREBY WAIVES, TRIAL BY JURY IN ANy LEGAL PROCEEDING INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER OVHETHER SOUNDING IN TORT, CONTRACT OR OTHERWISE) IN A.Ny WAY ARISING OUT OF OR RELATED TO THIS NOTE OR THE RELATIONSHIP EVIDENCED HEREBY, THIS PROVISION IS A MATERIAL INDUCEMENT FOR COMPANY TO ENTER INTO, ACCEPT OR RELY UPON THIS NOTE. IN WITNESS WHEREOF, Borrower, intending this to be a sealed instrument and intending to be legally bound hereby, has executed and delivered this Note as of the day and year tn'st above written. Corporation or Partnership: Cassco, LLP. By: By: Christopher W. Edeell, General Partner . (print name and title) (Print name and title) Individuals: Witness Borrower (Print name of Witness) (Print name of Borrower) (Print name of Wimess) (Print name of Borrower) VERIFICATION COMPANY NAME: HARSCO CORPORATION I verify that the statements made in the foregoing Complaint are true and correct. I understand that false statements herein are made subject to the penalties of 18 PA C.S. § 4904 relating to unsworn falsification to authorities. Dated: Title HARSCO GASSERV, VS. CASSCO, LLP, Plaintiff Defendant : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA : : NO. 04-4438 : : CIVIL ACTION - LAW ANSWER OF CASSCO, LLP (CASSCO) TO COMPLAINT And now comes Cassco, by its attorney, Norman M. Yoffe, Esquire, and makes its answers to the respective paragraphs of the complaint as follows: 1. Admitted. 2. Admitted. COUNT I 3. No answer required. 4. Admitted as to the execution of the note. 5. Admitted. 6. Admitted. 7. Denied. Cassco has a lack of knowledge and information as to the balance due on the note and the correct amount of credits due to it on account of several payments made by it to Harsco Gasserv (Harsco). This averment is therefore denied and proof of the proper balance owing (and the applicable credits) demanded at trial. 8. Admitted as to the execution of the note. 9. Admitted. 10. Admitted. 11. Denied. Cassco has a lack of knowledge and information as to the balance due on the note and the correct amount of credits due to it on account of several payments made by it tc Harsco Gasserv (Harsco). This averment is therefore denied and proof of the proper balance owing (and the applicable credits) demanded at trial. 12. Admitted as to the execution of the note. 13. Admitted. 14. Admitted. 15. Denied. Cassco has a lack of knowledge and information as to the balance due on the note and the correct amount of credits due to it on account of several payments made by it to Harsco Gasserv (Harsco). This averment is therefore denied and proof of the proper balance owing (and the applicable credits) demanded at trial. 16. Admitted as to the execution of the note. 17. Admitted. 18. Admitted. 19. Denied. Cassco has a lack of knowledge and information as to the balance due on the note and the correct amount of credits due to it on account of several payments made by it to Harsco Gasserv (Harsco). This averment is therefore denied and proof of the proper balance owing (and the applicable credits) demanded at trial. 20. Denied. Defendant lacks the knowledge and information necessary to form a belief as to the correct amount due on all the notes or on any of the particular hereinabove expressed. This averment thereof demanded at trial. notes, because of the reason is therefore denied and proof 21. Admitted in part and denied in part. It's admitted that pursuant to the terms of each note, Cassco is liable for the items of cost and expense as set forth. As to what costs and disbursement are included is a factual and/or legal conclusion, and the same is denied. 22. Admitted in part and denied in part. Admitted as to Harsco's demand for payment. It's denied that the ba[[ance demanded is correct. See New Matter pleaded. 23. No answer required. 24. Denied. Cassco COUNT II is without knowledge or information sufficient to form a belief as to the truth of this averment. The same is therefore denied and proof thereof demanded at trial, if relevant. 25. Denied. Cassco is without knowledge or information sufficient to form a belief as to the truth of this averment. The same is therefore denied and proof thereof demanded at trial, if relevant. 26. Denied. Cassco is without knowledge or information sufficient to form a belief as to the truth of this averment. The same is therefore denied and proof thereof demanded at trial, if relevant. 27. Admitted in part and denied in part. Admitted that Defendant made payments. See New Matter pleaded. As to what Defendant's payments were applied to and the propriety of such application, Defendant is without knowledge or informaticn sufficient to form a belief as to the truth of this averment. The same is therefore denied and proof thereof demanded at trial, if relevant. 28. Denied. Whether interest as averred continues on the buy- back amount is a matter of law and requires no further answer. As to the current buy-back balance, Defendant is without knowledge or information sufficient to form a belief as to the truth of this averment. The same is therefore denied and proof thereof demanded at trial, if relevant. 29. Admitted in part and denied in part. Admitted that Cassco is in default. Whether or not Cassco is liable for the buy-back amounts is averred. Cassco is without knowledge or information sufficient to form a belief as to the truth of this averment. The same is therefore denied and proof thereof demanded at trial, if relevant. NEW MATTER 30. Cassco has paid a total of $12,301.00 to Harsco which should have been applied by Harsco to one or more of the note balances. WHEREFORE, Cassco requests that the Court adjudicate the proper amount owing on the causes of action averred by Harscoo cassco\answer YOFFE & YOFFE, P.C. NORMAN M. YOFFE, ESQUIRE Attorney for Defendant 214 Senate Avenue, Suite 203 Camp Hill, PA 17011 (717) 975--1838 Attorney ID No. 07135 FILE )~k>. 587 10/27 '04 16:~ IB:YOFFE YOFFE PC 7179751912 PA~ $ ~ARSCO GASSE~ V, CASSCO, LLP, Plainti££ Defendant ~N T~E COURT OF C(k~ PLEA~ OF CUMBERLAND COUNTY, PENNSYLVANIA NO. 04-4438 CIVIL ACTION - LAW VERIFICATION I hero,by state that I am an adult individual who is autho$imed to make this %erification and that the facts set forth in the foregoing ;tnswer and ~ ew Matter are true to the best of my knowledge, information, and belief. I understand that fals~ statements herein are mado subject to t~e Penalties of 18 Pa. C.S. ~4904 ~etating to unsworn falsification :o authorities. Dated: CASSCO, LLP. Name: HARSCO GASSERV, VS. CASSCO, LLP, Plaintiff Defendant : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA : : NO. 04-4438 : : CIVIL ACTION - LAW CERTIFICATE OF SERVICE The undersigned certifies that on the day indicated below he served a true and correct copy of the foregoing Request for Production of Documents on the attorney for Harsco Gasserv. Service was accomplished by depositing the same in the United States Mail, first class, postage prepaid and addressed as follows: John W. Purcell, Jr., Esquire 1719 North Front Street Harrisburg, PA 17102 YOFFE & YC~, P.C. ~?~RM~. M.,YOFFE, ESQUIRE Attorney for Defendant 214 Senate Avenue, Suite 203 Camp Hill, PA 17011 (717) 975-1838 Attorney ID No. 07135 cassco\request for docs HARSCO GASSERV, Plaintiff : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA vs. CASSCO, LLP, : CIVIL ACTION-LAW : NO. 04-4438 CIVIL TERM Defendant AGREEMENT FOR JUDGMENT BY CONSENT AND NOW, comes the parties, Harsco GasServ, a division of Harsco Corporation, Plaintiff, and the Defendant Cassco, LLP, who enter into the following Agreement for the entry of an Judgment by Consent as follows: 1. On or about September 1, 2004, the Plaintiff instituted a law suit in the Court of Common Pleas of Cumberland County, Pennsylvania, to the above term and number. 2. Plaintiff Harsco GasServ is a division of Harsco Corporation and is a creditor of the Defendant Cassco, LLP, pursuant to a series of commercial notes as more specifically set forth in the Complaint, all of which were made the basis of the law suit and are incorporated herein by reference. 1 3. The Defendant Cassco, LLP is presently in default on its payments, and are indebted to the Plaintiff in a total amount of $42,419.84, which amount represents the unpaid balance on the notes, plus accrued interest, as of January 15, 2005, as more particularly set forth in the attached Exhibit "A". 4. Both parties agree that judgment in the full amount of $42,419.84, plus continuing interest at the contract rate from January 15, 2005, plus costs, shall be entered by the Court immediately, and that the sum agreEld upon does not exceed the amount of the Defendant's liability. 5. Defendant shall make payments on the judgment and amount due as set forth in the schedule attached as Exhibit "B". Provided that all payments are timely made, Plaintiff shall not exercise its rights to execution on the judgment. Plaintiff represents that it has bought back the notes from Wachovia Bank, and all payments made hereunder by Defendant shall be made directly to Plaintiff. Plaintiff may make prepayments on principal at any time without penalty. 6. The Defendant acknowledges and agrees to the entry of a judgment against it in the above amount, and that by doing so, it is waiving all rights to due process including further notice, and further hearing on the matter. ~ 2 7. Plaintiff acknowledges that it has consulted wlith counsel regarding the claim made by Plaintiff in the above captioned matter, the likelihood of success in defending the claim on the merits, the right of the Defendant to obtain judgment against the Defendant by consent, and the enforceability of the judgment in both Pennsylvania and California. 8. Defendant consents to both the subject matter and in personam jurisdiction of the Courts of the Commonwealth of Pennsylvania and further waives its right to a jury trial on the Plaintiff's claim. 9. This Agreement shall be interpreted under the laws of the Commonwealth of Pennsylvania, however, the Defendant agrees that should the Plaintiff need to seek enforcement of the judgment in the state of California, that the Defendant waives all objections to California jurisdiction for enforcement of the same under the Sister State and Foreign Money Judgments Act of 1974, and applicablE! California case law, and agrees that the state of California may give full faith and credit to the judgment entered in Pennsylvania as if it was obtained in California. 10. Both parties consent to the entry of the Judgment by the Court in the form attached to this agreement, and hereby stipulate to the saffil9. ," 3 IN WITNESS WHEREOF, the parties hereunto have set their hands and seals this W day of .:3~ \ .2005. WITNESS: JO{)ffl HA#: GASSERV . BY .Q7 _ J CA~O LLP BY _~t Wr~ G~V\~ f d 1e-l\ 4 Cassco Notes Due ..---..--..-....---------First Union Bank ..-..---- Balance Due Interest Net of Payments Note # Rate 1/1512005 Open $ 67 9.500% $ 2,778.42 83 B.5OO% $ 3,315.41 10B 10.250% $ 13,188.15 125 10.250% $ 7,778.52 Total $ 27,060.50 Note # Date 67 83 10B 125 Total Interest Rale 9.50% 9.50% 10.25% 10.25% Buytlacj($ 10/612002 . 2,747.00 . 3,419.00 $ 8,120.00 . 2,882.00 $17,168.00 Payment 1/20/2003 . 32.00 . 39.83 $ 94.59 . 33.57 $ 200.00 Interest . 75.79 . 94.33 . 241.71 . 85.79 . 497.62 Total as of 1/2012003 $ 2,790.79 . 3,473.50 $ 8,267.12 $ 2,934.22 $17 ,465.62 Payment 2/6/2003 . 31.96 $ 39.78 $ 94.67 . 33.60 . 200.00 Interest . 12.35 $ 15,37 $ 39.47 $ 14.01 . 81.20 ToIal as of 2/612003 $ 2,771.18 $ 3,449.09 $ 8,211.92 . 2,914.63 $17,346.82 Payment 2/2512003 . 31.95 $ 39.77 $ 94,68 . 33.60 . 200.00 Interest . 13.70 $ 17,06 . 43,82 $ 15.55 . 90.13 Total as of 2/25/2003 . 2,752.93 $ 3,426.39 $ 8,161,06 . 2,896.57 $17,236.95 Paymenl 2/27/2003 $ 31.94 $ 39.76 . 94.69 . 33.61 . 200.00 Interest . 1.43 $ 1.78 $ 4.58 $ 1.63 $ 9.42 Total as of 2/27/2003 $ 2,722.42 $ 3,388.41 $ 8,070,95 . 2,864.59 $17,048.37 Payment 3/18/2003 . 31.94 $ 39.76 . 94,69 . 33.61 $ 200.00 Interest . 13.46 $ 16.76 . 43.06 . 15.28 . 88.56 Total as of 311812003 . 2,703.94 $ 3,365.42 $ 8,019.31 $ 2,846.26 $16,934.93 Payment 4/15f2003 $ 63.87 $ 79.49 . 189.41 . 67.23 . 400.00 Interest . 19.71 $ 24.53 $ 63.06 . 22.38 $ 129.68 Total as of 4/15/2003 $ 2,659.78 $ 3,310.46 $ 7,892,96 $ 2,801.42 $16,664.61 Payment 516J2003 $ 31.92 $ 39.73 $ 94.73 $ 33.62 $ 200.00 Jnterest . 14,54 $ 18.09 $ 46.55 . 16.52 $ 95.70 Total as of 5/6/2003 $ 2,642.40 $ 3,288.82 $ 7,844.78 $ 2,784.31 $16,560.31 Payment 5/27/2003 $ 63.82 $ 79.44 $ 189.48 . 67.25 . 400.00 Interest . 14.44 $ 17.98 . 46.26 . 16.42 . 95.10 TotaJ as of 5/27/2003 . 2,593.01 . 3,227.36 $ 7,701.56 . 2,733.48 $16,255.41 Payment 7/25/2003 . 63.81 $ 79.42 . 189.51 . 67.26 . 400.00 Interest . 39.82 $ 49.56 . 127.60 . 45.29 . 262.27 Total as of 7125/2003 . 2,569.03 $ 3,197.50 $ 7,639.64 $ 2,711.51 $16,117.68 Payment 9/4/2003 . 31.88 $ 39.68 $ 94.80 . 33.65 . 200.00 Interest $ 27.41 $ 34,12 . 87.96 . 31.22 $ 180.71 Total as of 9/4/2003 . 2,564.56 . 3,191.94 $ 7,632.80 . 2,709.08 $16,098.39 Payment 9/1012003 . 31.86 $ 39.68 . 94.83 . 33.66 . 200.00 Interest . 4.00 $ 4.98 . 12.86 . 4,56 . 26.40 Tolal as of 9/10/2003 . 2,536.70 $ 3,157.27 $ 7,550.84 $ 2,679,99 $15,924.79 Payment 10/23/2003 . 31.86 $ 39.65 $ 94.83 . 33.66 . 200.00 Interest . 28.39 $ 35.34 $ 91.18 $ 32_36 . 167.27 Tota' as of 10/23/2003 . 2,533.23 . 3,152.96 $ 7,547,19 . 2,678,69 $15,912.06 Payment 10/2312003 . 63.68 . 79.26 . 189.72 . 67,34 . 400.00 Interest . $ . . . Total as of 1012312003 . 2,469.55 . 3,073.70 $ 7,357.46 . 2.611,35 $15,512.06 Payment 11/25(2003 . 31.84 . 39.63 . 94.86 . 33.67 . 200.00 Interest . 21.21 $ 26.40 . 68.t8 . 24,20 . 139,99 Total as of 11/25/2003 . 2,458.92 . 3,060.47 $ 7,330.78 . 2,601,88 $15,452.05 Payment 121412003 $ 15.91 $ 19.81 . 47.44 . 16.84 . 100.00 Interest . 5.76 . 7.17 . 18.53 . 6.58 . 38.04 Total as 01 12/4/2003 $ 2,448.77 . 3,047.83 $ 7,301.87 . 2,591.62 $15,390.09 Payment 1/29/2004 . 63.65 $ 79.22 . 169.78 . 67.36 $ 400.00 Interest . 35.69 . 44.42 . 114.83 . 40.76 . 235.70 Total as of 1/29(2004 . 2,420.81 . 3,013.04 $ 7,226.92 . 2,565.02 $15,225.79 Payment 3/212004 . 63.60 . 79.16 . 189.86 . 67.39 . 400,00 Interest $ 20.79 $ 25.88 . 68.97 . 23.77 . 137.41 TQtalascf 31212004 . 2,378.00 . 2,959.76 $ 7,104.03 . 2,521.41 $14,963.20 Payment 4f29/2004- . 63.57 . 79.12 . 189.91 . 67.40 $ 400.00 'nterest . 35.90 $ 44.68 . 115.71 . 41.07 . 237.36 TotaJ as of 4/2912004 . 2,350.33 . 2,925.32 $ 7,029.63 . 2,495.08 $14,800.56 Payment 611412004 . 79.40 . 98.82 . 237.49 . 84.29 . 500.00 Interest . 28.14 $ 35.02 . 90.81 . 32.23 . 186.20 TOlalas of 6/14/2004 $ 2,299.07 . 2,861.51 $ 6,883.16 . 2,443.02 $14,486.76 Payment 8/15/2004 . $ . . . Interest $ 37.10 . 46.18 $ 119.84 . 42.54 . 245.66 Total as of 8f1512004 . 2,336.17 . 2,907.69 . 7,003.00 $ 2,485.56 $14,732.42 Payment 9/15/2004 . $ . . $ Interest . 18.85 . 23.46 . 60.9<\ . 21.64 . 124.91 Total as of 9115/2004 . 2,355.02 . 2,931.15 $ 7,063.96 . 2,507.20 $14,857.33 Payment 10/15(2004 . . . . . Interest . 18.39 . 22.89 . 59.51 . 21.12 . 121.91 Total as of 10/15/2004 . 2,373.41 . 2,954.04 . 7,123.47 . 2,528.32 $14,979.24 Payment 1111512004 . . $ . . Interest . 19.15 . 23,83 . 62.01 . 22.01 $ 127.00 Total as of 11/1512004 $ 2,392.56 . 2,977,87 . 7,185.48 . 2,550.33 $15,106.24 Payment 12/15/2004 $ . . $ $ Interest $ 18.68 . 23.25 . 60.54 . 21.49 . 123.96 TotaJ as of 12115/2004 $ 2,411.24 . 3,001.12 $ 7,246.02 . 2,571.82 $15,230.20 Payment 1/15/2005 $ . . . . lnlerest . 19.46 . 24.21 . 63.08 . 22.39 . 129.14 Total as c-f 1115/2005 $ 2,430.70 . 3,025.33 . 7,309.10 . 2,594.21 $15,359.34 Balance Due as of 1/15/05 $ 5,209.12 . 6,340.74 $20.497.25 . 10,372.73 $42,419.84 :: ('--\" ,\) , \ A' Cassco Notes Due Note # Date 67 83 109 125 Total Interest Rate 9.50% 9.50% 10.25% 10.25% Beginning Balance 1/1512005 $ 5,209.12 $ 6,340.74 $20,497.25 $ 10,372.73 $42,419.84 Payment 1/15/2005 $ 184.20 $ 224.21 $ 724.80 $ 366.79 $ 1,500.00 Interest $ $ $ $ $ T alai as of 1/15/2005 $ 5,024.92 $ 6,116.53 $19,772.45 $ 10,005.94 $40,919.84 Payment 2/15/2005 $ 184.20 $ 224.21 $ 724.80 $ 366.79 $ 1,500.00 Interest $ 40.54 $ 49,35 $ 172.13 $ 87,11 $ 349,13 Total as of 2/15/2005 $ 4,881.26 $ 5,941,66 $19,219.78 $ 9,726.26 $39,768,97 Payment 3/15/2005 $ 184,11 $ 224,11 $ 724,93 $ 366,85 $ 1,500,00 Interest $ 35,57 $ 43,30 $ 151,13 $ 76.48 $ 306.48 Total as of 3/15/2005 $ 4,732,72 $ 5,760,86 $18,645.98 $ 9,435,89 $ 38,575.45 Payment 4115/2005 $ 184.03 $ 224.01 $ 725,05 $ 366,91 $ 1,500.00 Interest $ 38,19 $ 46.48 $ 162,32 $ 82,14 $ 329,13 T alai as of 4/1512005 $ 4,586.88 $ 5,583.33 $18,083.26 $ 9,151,12 $37,404,58 Payment 511512005 $ 183,94 $ 223,90 $ 725,18 $ 366,98 $ 1,500.00 Interest $ 35,82 $ 43,60 $ 152,35 $ 77.10 $ 308,87 Total as of 5/15/2005 $ 4,438.76 $ 5,403,02 $17,510.43 $ 8,861,24 $ 36,213.45 Payment 611512005 $ 183,86 $ 223.80 $ 725,30 $ 367,04 $ 1,500,00 interest $ 35,81 $ 43,59 $ 152.44 $ 77.14 $ 308,98 Total as of 6/15/2005 $ 4,290.71 $ 5,222,81 $16,:137,57 $ 8,571,34 $35,022.43 Payment 711512005 $ 183,77 $ 223,69 $ ',725.43 $ 367.11 $ 1,500.00 Interest $ 33.50 $ 40.78 $ '142,69 $ 72.21 $ 289,18 Total as of 711512005 $ 4,140.44 $ 5,039,90 $16,354.83 $ 8,276.44 $33,811.61 Payment 811512005 $ 183,68 $ 223,59 $ 725,56 $ 367,17 $ 1,500,00 Interest $ 33,41 $ 40.66 $ 142,38 $ 72,05 $ 288,50 Total as of 811512005 $ 3,990,17 $ 4,856,98 $15,771.65 $ 7,981.32 $ 32,600, 11 Payment 9/1512005 $ 183.60 $ 223.48 $ 725.69 $ 367.24 $ 1,500,00 Interest $ 32.19 $ 39,19 $ 137,30 $ 69.48 $ 278,16 Total as of 911512005 $ 3,838,76 $ 4,672.69 $15,183.27 $ 7,683,56 $ 31 ,378.27 Payment 1011512005 $ 183,51 $ 223,37 $ 725.82 $ 367.30 $ 1,500,00 Interest $ 29.97 $ 36,49 $ 127,91 $ 64,73 $ 259.10 Total as of 1011512005 $ 3,685,22 $ 4,485.80 $14,585,36 $ 7,380,99 $30,137,37 Payment 11/15/2005 $ 183.42 $ 223.27 $ 725.94 $ 367.37 $ 1,500,00 Interest $ 29,73 $ 36.19 $ 12:6,97 $ 64.26 $ 257,15 Total as of 1111512005 $ 3,531,53 $ 4,298,73 $13,986,38 $ 7,077,88 $ 28,894,52 Payment 1211512005 $ 183.33 $ 223,16 $ 726,07 $ 367.43 $ 1,500.00 Interest $ 27,57 $ 33,57 $ 117,83 $ 59,63 $ 238,60 Total as of 12/1512005 $ 3,375,77 $ 4,109,14 $13,378,14 $ 6,770,08 $27,633,12 Payment 1/15/2006 $ 183.25 $ 223,05 $ 7215,20 $ 367,50 $ 1,500,00 Interest $ 27.24 $ 33,15 $ 116.46 $ 58,94 $ 235,79 Total as of 1/1512006 $ 3,219.76 $ 3,919,23 $12,7611.40 $ 6,461.52 $26,368,91 Payment 211512006 $ 183.16 $ 222,95 $ 726,33 $ 367.56 $ 1,500,00 Interest $ 25,98 $ 31,62 $ 111.16 $ 56.25 $ 225,01 Total as of 211512006 $ 3,062,59 $ 3,727,90 $12,153,,23 $ 6,150.20 $25,093,92 Payment 3/15/2006 $ 18307 $ 222,84 $ 726.46 $ 367,63 $ 1,500,00 Interest $ 22,32 $ 27.17 $ 95,56 $ 48.36 $ 193.41 Total as of 3/15/2006 $ 2,901.84 $ 3,532.24 $11,522,32 $ 5,830,93 $ 23,787,33 Payment 411512006 $ 182,99 $ 222,74 $ 726.58 $ 367,69 $ 1,500.00 Interest $ 23.41 $ 28,50 $ 100.31 $ 50,76 $ 202,98 T alai as of 4/15/2006 $ 2,742.26 $ 3,338.00 $10,896,05 $ 5,514,00 $22,490.31 Payment 511512006 $ 182,90 $ 222,63 $ 726.72 $ 367,76 $ 1,500,00 Interest $ 21.41 $ 26.06 $ 91,80 $ 46.45 $ 185,72 Total as of 511512006 $ 2,580,78 $ 3,141.43 $10,261.13 $ 5,192,69 $21,176,03 Payment 611512006 $ 182,81 $ 222.52 $ 726,85 $ 367,82 $ 1,500.00 Interest $ 20.82 $ 25,35 $ 89.:13 $ 45.20 $ 180,70 Total as of 6/15/2006 $ 2,418,79 $ 2,944.26 $ 9,623,62 $ 4,870,07 $19,856,73 Page 1 of2 S)(\-\ \; A' B' Cassco Notes Due Note # Date 67 83 109 125 Total Interest Rate 9.50% 9.50% 10.25% 10.25% Payment 7/15/2006 $ 182.72 $ 222.41 $ 726.98 $ 367.89 $ 1,500.00 Interest $ 18.89 $ 22.99 $ 81.08 $ 41.03 $ 163.99 Total as of 7/15/2006 $ 2,254.96 $ 2,744.83 $ 8,977.72 $ 4,543.21 $18,520.72 Payment 8/15/2006 $ 182.63 $ 222.31 $ 727.11 $ 367.96 $ 1,500.00 Interest $ 18.19 $ 22.15 $ 78.16 $ 3955 $ 158.05 Total as of 8/1512006 $ 2,090.52 $ 2,544.68 $ 8,328.77 $ 4,214.80 $17,178.77 Payment 9/1512006 $ 182.54 $ 222.19 $ 727.24 $ 368.02 $ 1,500.00 Interest $ 16.87 $ 2053 $ 72.51 $ 36.69 $ 146.60 T olal as of 9115/2006 $ 1,924.85 $ 2,343.02 $ "1,674.03 $ 3,883.47 $15,825.37 Payment 10/15/2006 $ 182.45 $ 222.08 $ "127.38 $ 368.09 $ 1,SOO.00 Interest $ 15.03 $ 18.29 $ 64.65 $ 32.72 $ 130.69 Total as of 1 0/15/2006 $ 1,757.44 $ 2,139.22 $ 7,011.31 $ 3,548.10 $14,456.06 Payment 11/15/2006 $ 182.36 $ 221.97 $ "127.51 $ 368.16 $ 1,500.00 Interest $ 14.18 $ 17.26 $ 61.04 $ 30.89 $ 123.37 Total as of 11/15/2006 $ 1,589.26 $ 1,934.51 $ 6,344.83 $ 3,210.83 $13,079.43 Payment 12/15/2006 $ 182.26 $ 221.86 $ "127.65 $ 368.23 $ 1,500.00 Interest $ 12.41 $ 15.11 $ 53.45 $ 27.05 $ 108.02 Total as of 12115/2006 $ 1,419.41 $ 1,727.76 $ 5,670.63 $ 2,869.65 $11,687.45 Payment 1/15/2007 $ 182.17 $ 221.75 $ 727.78 $ 368.30 $ 1,500.00 Interest $ 11.45 $ 13.94 $ 49.37 $ 24.98 $ 99.74 Total as of 1/15/2007 $ 1,248.69 $ 1,519.96 $ 4,992.22 $ 2,526.33 $10,287.19 Payment 2/15/2007 $ 182.Q7 $ 221.63 $ "127.93 $ 368.37 $ 1,500.00 Interest $ 10.08 $ 12.26 $ 43.46 $ 21.99 $ 87.79 Total as of 2/15/2007 $ 1,076.69 $ 1,310.59 $ 4,307.75 $ 2,179.95 $ 8,874.98 Payment 3/15/2007 $ 181.98 $ 221.51 $ "728.07 $ 368.44 $ 1,500.00 Interest $ 7.85 $ 9.55 $ 33.87 $ 17.14 $ 68.41 Total as of 3115/2007 $ 902.57 $ 1,098.63 $ 3,1l13.55 $ 1,828.64 $ 7,443.39 Payment 4/1512007 $ 181.89 $ 221.40 $ 728.21 $ 368.51 $ 1,500.00 Interest $ 7.28 $ 8.86 $ 31.46 $ 15.92 $ 63.52 Total as of 4/15/2007 $ 727.96 $ 886.09 $ 2,916.80 $ 1,476.05 $ 6,006.91 Payment 5/15/2007 $ 181.78 $ 221.27 $ 728.36 $ 368.59 $ 1,500.00 Interest $ 5.68 $ 6.92 $ 24.57 $ 12.44 $ 49.61 Total as of 5/15/2007 $ 551.86 $ 671.75 $ 2,213.01 $ 1,11991 $ 4,556.52 Payment 6/15/2007 $ 181.67 $ 221.14 $ 728.52 $ 368.67 $ 1,500.00 Interest $ 4.45 $ 5.42 $ 19.27 $ 9.75 $ 38.89 Total as of 6/1512007 $ 374.64 $ 456.03 $ 1,503.76 $ 760.98 $ 3,095.41 Payment 8/15/2007 $ 181.55 $ 220.99 $ 728.71 $ 368.76 $ 1,500.00 Interest $ 5.95 $ 7.24 $ 25.76 $ 13.04 $ 51.99 T olal as of 8115/2007 $ 199.04 $ 242.28 $ 800.82 $ 405.26 $ 1,647.40 Payment 9/15/2007 $ 181.23 $ 220.60 $ 729.16 $ 369.00 $ 1,500.00 Interest $ 1.61 $ 1.95 $ 6.97 $ 3.53 $ 14.06 Total as of 9/15/2007 $ 19.42 $ 23.63 $ 78.62 $ 39.79 $ 161.46 Payment 10/15/2007 $ 19.58 $ 23.82 $ 79.27 $ 40.12 $ 162.79 Interest $ 0.15 $ 0.18 $ 0.66 $ 0.34 $ 1.33 Total as of 10/15/2007 $ (0.01) $ (0.01) $ 0.01 $ 0.01 $ (0.00) NOTE: Payments received after the due date will increase the interest cost over the life of the loan and payments made before the due dates will reduce the interest cost over the life of the loan. Page 2 of 2 COMMONWEALTH OF PENNSYLVANIA COUNTY OF Q,-,-,~b~\"--,,,J- ) ) ) ss: On this, the ::i. '-1l,\" day of S", n.. n ~ 'l ' 2005, b€:fore me, a Notary Public the ~ders~ned officer, personally appeared ;:)qu-c...... t:::, (I \: n< ~ ,the 'V,c.",~~~;,^'t-"'4- ,,~,~ r-n \ \.., v of Harsco GasselV, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument and acknowledged that he/she executed the same for the purposes therein contained. IN WITNESS WHEREOF, I have hereunto set my hand and official seal. c~~Cl~~~~ Notary Public Nolanal Seal Karen A. Mahoney, Notary Public Mechanicsburg Bora, Cumbenand County My Commission Expires May 28. 2006 Membw Ppnnsvlv;'1ni", A",o;m3tirm Of Notaries STATE OF CALIFORNIA COUNTY OF 5/?'f,;--{P2- On this, the.;;JJ day of :J~ ' 200~ before me, a Notary Public, the un<tersigned officer, personally appeared ? w- IN. I~.k( , the ~~ ' of Cassco, LLP, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument and acknowledged that he/she executed the same for the purposes therein contained. ss: IN WITNESS WHEREOF, I have hereunto set my hand and official seal. C' o G- " /( " otary Public 5 CERTIFICATE OF SERVICE I, Carol Masich secretary to John W. Purcell, Jr., Attorney for the Plaintiff, hereby certify that a true and correct copy of the Agreement for Judgment by Consent was served on the Defendant by forwarding said copy to its attorneys of record at the following addresses, by first class U.S. Mail on January 26, 2005: Miles J. Dolinger, Esquire 149 Josephine Street, Suite A Santa Cruz, CA 95060 Norman M. Yaffe, Esquire Yaffe & Yaffe, P.C. 215 Senate Avnue, Suite 203 Camp Hill, PA 17011 C~~~ Carol Masich, ecretary to JOHN W. PURCELL, JR. LD. NO. 29955 1".,.) C:) t'..:';. C.)-l c_ ~,' .. p") --, r'~ C, -'1"1 --, ~_.!_,: --n rl1(',~ :'.L1 1..--..- > C> ......j "11 (') I-n r"-' CJ HARSCO GASSERV, Plaintiff vs. : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA : CIVIL ACTION-LAW : NO. 04-4438 CIVIL TERM CASSCO, LLP, Defendant AGREEMENT FOR JUDGMENT BY CONSENT AND NOW, comes the parties, Harsco GasServ, a division of Harsco Corporation, Plaintiff, and the Defendant Cassco, LLP, who enter into the following Agreement for the entry of an Judgment by Consent as follows: 1. On or about September 1, 2004, the Plaintiff instituted a law suit in the Court of Common Pleas of Cumberland County, Pennsylvania, to the above term and number. 2. Plaintiff Harsco GasServ is a division of Harsco Corporation and is a creditor of the Defendant Cassco, LLP, pursuant to a series of commercial notes as more specifically set forth in the Complaint, all of which were made the basis of the law suit and are incorporated herein by reference. ,p 1 3. The Defendant Cassco, LLP is presently in default on its payments, and are indebted to the Plaintiff in a total amount of $42,419.84, which amount represents the unpaid balance on the notes, plus accrued interest, as of January 15, 2005, as more particularly set forth in the attached Exhibit "A". 4. Both parties agree that judgment in the full amount of $42,419.84, plus continuing interest at the contract rate from January 15, 2005, plus costs, shall be entered by the Court immediately, and that the sum agreed upon does not exceed the amount of the Defendant's liability. 5. Defendant shall make payments on the judgment and amount due as set forth in the schedule attached as Exhibit "B". Provided that all payments are timely made, Plaintiff shall not exercise its rights to execution on the judgment. Plaintiff represents that it has bought back the notes from Wachovia Bank, and all payments made hereunder by Defendant shall be made directly to Plaintiff. Plaintiff may make prepayments on principal at any time without penalty. 6. The Defendant acknowledges and agrees to the entry of a judgment against it in the above amount, and that by doing so, it is waiving all rights to due process including further notice, and further hearing on the matter. ~ 2 7. Plaintiff acknowledges that it has consulted with counsel regarding the claim made by Plaintiff in the above captioned matter, the likelihood of success in defending the claim on the merits, the right of the Defendant to obtain judgment against the Defendant by consent, and the enforceability of the judgment in both Pennsylvania and California. 8. Defendant consents to both the subject matter and in personam jurisdiction of the Courts of the Commonwealth of Pennsylvania and further waives its right to a jury trial on the Plaintiff's claim. 9. This Agreement shall be interpreted under the laws of the Commonwealth of Pennsylvania, however, the Defendant agrees that should the Plaintiff need to seek enforcement of the judgment in the state of California, that the Defendant waives all objections to California jurisdiction for enforcement of the same under the Sister State and Foreign Money Judgments Act of 1974, and applicable California case law, and agrees that the state of California may give full faith and credit to the judgment entered in Pennsylvania as if it was obtained in California. 10. Both parties consent to the entry of the Judgment by the Court in the form attached to this agreement, and hereby stipulate to the same. 3 IN WITNESS WHEREOF, the parties hereunto have set their hands and seals this &v day of .::s ~ \ .2005. WITNESS: JOUffl HA~GASSERV . BY .Q7 _ .J CA~O LLP BY ~~ Wr c- ',,-, f dl<~ 4 Cassco Notes Due First Union Bank--....-_ Balance Due Interest Net of Payments Note # Rate 1/15/2005 Open $ 67 9.500% $ 2,778.42 83 9.500% $ 3,315.41 109 10.250% $ 13,188.15 125 10.250% $ 7,778.52 Total $ 27,060.50 Note # Oa\e 67 83 109 125 Tolal Interest Rate 9.50% 9.50% 10.25% 10.25% Buyback $ 1 0/6/2002 $ 2,747.00 $ 3,419.00 $ 8,120.00 $ 2,882.00 $17,168.00 Payment 1/20/2003 $ 32.00 $ 39.83 $ 94.59 $ 33.57 $ 200.00 Inlerest $ 75.79 $ 94.33 $ 241.71 $ 85.79 $ 497.62 Total as of 1/20/2003 $ 2,790.79 $ 3.473.50 $ 8,267.12 $ 2,934.22 $17,465.62 Payment 2/6/2003 $ 31.96 $ 39.78 $ 94.67 $ 33.60 $ 200.00 Interest $ 12.35 $ 15.37 $ 39.47 $ 14.01 $ 81.20 Total as of 2/612003 $ 2,771.18 $ 3,449.09 $ 8,211.92 $ 2,914.63 $17,346.82 Payment 2/25/2003 $ 31.95 $ 39.77 $ "50 $ 33.60 $ 200.00 Interest $ 13.70 $ 17.06 $ 43.82 $ 15.55 $ 90.13 Total as of 2/25/2003 $ 2,752.93 $ 3,426.39 $ 8,161.06 $ 2,896.57 $17,236.95 Payment 2/27/2003 $ 31.94- $ 39.76 $ 94.69 $ 33.61 $ 200.00 Interest $ 1.43 $ 1.78 $ 4.58 $ 1.63 $ 9.42 Total as of 2/27/2003 $ 2,722.42 $ 3,388.41 $ 8,070.95 $ 2,864.59 $17,046.37 Payment 311812003 $ 31.94 $ 39.76 $ 94.69 $ 33.61 $ 200.00 Interest $ 13.46 $ 16.76 $ 43.06 $ 15.28 $ 88.56 T alai as of 3/18/2003 $ 2,703.94 $ 3,365.42 $ 8,019.31 $ 2,846.26 $16,934.93 Payment 4/15/2003 $ 63.87 $ 79.49 $ 189.41 $ 67.23 $ 400.00 Interest $ 19.71 $ 24.53 $ 63.06 $ 22.38 $ 129.68 Total as of 4/15/2Q03 $ 2,659.78 $ 3,310.46 $ 7,892.96 $ 2,801.42 $16,664.61 Payment 5/6/2003 $ 31.92 $ 39.73 $ 94.73 $ 33.62 $ 200.00 Inlerest $ 14.54 $ 18.09 $ 46.55 $ 16.52 $ 95.70 Total as of 5/6/2003 $ 2,642.40 $ 3,288.82 $ 7,844.78 $ 2,784.31 $16,560.31 Payment 5/27/2003 $ 63.82 $ 79.44 $ 189.48 $ 67.25 $ 400.00 Interest $ 14.44 $ 17.98 $ 46.26 $ 16.42 $ 95.10 Total as of 5/27/2003 $ 2,593.01 $ 3,227.36 $ 7,701.56 $ 2.733.48 $16,255.41 Payment 7/25/2003 $ 63.81 $ 79.42 $ 189.51 $ 67.26 $ 400.00 Interest $ 39.62 $ 49.56 $ 127.60 $ 45.29 $ 262.27 Tolalas of 7/25/2003 $ 2,569.03 $ 3,197.50 $ 7,639.64 $ 2,711.51 $16,117.66 Payment 9/4/2003 $ 31.88 $ 39.68 $ 94.80 $ 33.65 $ 200.00 Interest $ 27.41 $ 34.12 $ 87.96 $ 31.22 $ 180.71 Total as of 9/4/2003 $ 2,564.56 $ 3,191.94 $ 7,632.80 $ 2,709,08 $16,098.39 Payment 9/10/2003 $ 31.86 $ 39.66 $ 94.83 $ 33.66 $ 200.00 Interest $ 4.00 $ 4.98 $ 12.86 $ 456 $ 26.40 Total as of 9/10/2003 $ 2,536.70 $ 3,157.27 $ 7,550.84 $ 2,679,99 $15,924,79 Payment 10/23f2oo3 $ 31.86 $ 39.65 $ 94.83 $ 33.66 $ 200.00 Interest $ 28.39 $ 35.34 $ 91.18 $ 32.36 $ 187.27 Total as of 10/23/2003 $ 2,533.23 $ 3,152.96 $ 7,547.19 $ 2,678,69 $15,912.06 Payment 1012312003 $ 63.68 $ 79.26 $ 189.72 $ 67.34 $ 400.00 Interest $ $ $ $ $ Total as of 10/23/2003 $ 2,469.55 $ 3,073.70 $ 7,357.46 $ 2,611.35 $15,512.06 Payment 11/25/2003 $ 31.84 $ 39.63 $ 94.86 $ 33,67 $ 200.00 Interest $ 21.21 $ 26.40 $ 68.18 $ 24,20 $ 139.99 Total as of 11/25/2003 $ 2,458.92 $ 3,060.47 $ 7,330.78 $ 2,601,88 $15,452.05 Payment 12/4/2003 $ 15.91 $ 19.81 $ 47.44 $ 16,84 $ 100.00 Interest $ 5,76 $ 7.17 $ 18.53 $ 6.58 $ 38.04 T ota\ as of 1214/2003 $ 2,448.77 $ 3,047.83 $ 7,301.87 $ 2,591,62 $15,390.09 Payment 1/29/2004 $ 63.65 $ 79.22 $ 189.78 $ 67.36 $ 400.00 Interest $ 35.69 $ 44.42 $ 114.83 $ 40,76 $ 235.70 Total as of 1/29/2004 $ 2,420.81 $ 3,013.04 $ 7,226.92 $ 2,565.02 $15,225.79 Payment 3/2/2004 $ 63.60 $ 79.16 $ 189.86 $ 67.39 $ 400.00 Interest $ 20.79 $ 25.88 $ 66.97 $ 23.77 $ 137.41 Tota[ as of 3/2/2004 $ 2,378.00 $ 2,959.76 $ 7,104.03 $ 2,521.41 $14,963.20 Payment 4/29/2004 $ 63.57 $ 79,12 $ 189.91 $ 67.40 $ 400.00 Interest $ 35.90 $ 4460 $ 115.71 $ 41.07 $ 237.36 Tota[asof 4/29/2004 $ 2,350.33 $ 2,925.32 $ 7,029,83 $ 2,495.08 $14,800.56 Payment 6/14/2004 $ 79.40 $ 98.82 $ 237.49 $ S4.29 $ 500.00 Interest $ 28.14 $ 35.02 $ 90.81 $ 32.23 $ 186.20 TotaJ as of 6/14/2004 $ 2,299.07 $ 2,861.51 $ 6,883.16 $ 2,443.02 $14,486.76 Payment 8115f2004 $ $ $ $ $ Interest $ 37.10 $ 46.18 $ 119.84 $ 42,54 $ 245.66 Total as of 8115f2004 $ 2,336.17 $ 2,907.69 $ 7,003.00 $ 2,485.56 $14.732,42 Payment 911S12004 $ $ $ $ $ Interest $ 18.85 $ 23.46 $ 60.96 $ 21.64 $ 124.91 Total as of 9/15/2004 $ 2,355.02 $ 2,931.15 $ 7,06'3.96 $ 2,507.20 $14,857.33 Payment 10/15/2004 $ $ $ $ $ Interest $ 18.39 $ 22.89 $ 59.51 $ 21.12 $ 121.91 Totat as of 1011512004 $ 2,'37'3.41 $ 2,954_04 $ 7,123.47 $ 2,528.32 $14,979.24 Payment 11/15/2004 $ $ $ $ $ Interest $ 19.15 $ 23.83 $ 62.01 $ 22.01 $ 127.00 Totalaso-f 11/15/2004 $ 2,392.56 $ 2,977.87 $ 7,185.48 $ 2,550.33 $15,106.24 Payment 12/15/2004 $ $ $ $ $ Interest $ 18.68 $ 23.25 $ 60,54 $ 21.49 $ 123.96 "Total as of 12/15/2004 $ 2,411.24 $ 3,001.12 $ 7,246.02 $ 2,571.82 $15,230.20 Payment 1/15/2005 $ $ $ $ $ Interest $ 19A6 $ 24.21 $ 63.08 $ 22.39 $ 129.14 Tota[asof 1/15/2005 $ 2,430.70 $ 3,025.33 $ 7,309.10 $ 2,594,21 $15,359,34 Ba[ance Due as of 1/15(05 $ 5,209.12 $ 6,340.74 $20,497.25 $ 10,372.73 $42,419.84 :: ('-\, ,\:J', \- A' Cassco Notes Due Note # Date 67 83 109 125 Total Interest Rate 9.50% 9.50% 10.25% 10.25% Beginning Balance 1/15/2005 $ 5,209.12 $ 6,340.74 $20,497.25 $ 10,372.73 $42,419.84 Payment 1/15/2005 $ 184.20 $ 224.21 $ 724.80 $ 366.79 $ 1,500.00 Interest $ $ $ $ $ Total as of 1/15/2005 $ 5,024.92 $ 6,116.53 $19,772.45 $ 10,005.94 $40,919.84 Payment 2/15/2005 $ 184.20 $ 224.21 $ 724.80 $ 366.79 $ 1,500.00 Interest $ 40.54 $ 49.35 $ 172.13 $ 87.11 $ 349.13 Total as of 2/15/2005 $ 4,881.26 $ 5,941.66 $19,219.78 $ 9,726.26 $39,768.97 Payment 3/15/2005 $ 184.11 $ 224.11 $ 724.93 $ 366.85 $ 1,500.00 Interest $ 35.57 $ 43.30 $ 151.13 $ 76.48 $ 306.48 Total as of 3/15/2005 $ 4,732.72 $ 5,760.86 $18,645.98 $ 9,435.89 $ 38,575.45 Payment 4/15/2005 $ 184.03 $ 224.01 $ 725.05 $ 366.91 $ 1,500.00 Interest $ 38.19 $ 46.48 $ 162.32 $ 82.14 $ 329.13 Total as of 4/15/2005 $ 4,586.88 $ 5,583.33 $18,083.26 $ 9,151.12 $ 37,404.58 Payment 5/15/2005 $ 183.94 $ 223.90 $ 725.18 $ 366.98 $ 1,500.00 Interest $ 35.82 $ 43.60 $ 152.35 $ 77.10 $ 308.87 Total as of 5/15/2005 $ 4,438.76 $ 5,403.02 $17,510.43 $ 8,861.24 $ 36,213.45 Payment 6/15/2005 $ 183.86 $ 223.80 $ 725.30 $ 367.04 $ 1,500.00 Interest $ 35.81 $ 43.59 $ 152.44 $ 77.14 $ 308.98 Total as of 6/15/2005 $ 4,290.71 $ 5,222.81 $16,937.57 $ 8,571.34 $35,022.43 Payment 7/15/2005 $ 183.77 $ 223.69 $ 725.43 $ 367.11 $ 1,500.00 Interest $ 33.50 $ 40.78 $ 142.69 $ 72.21 $ 289.18 Total as of 7/15/2005 $ 4,140.44 $ 5,039.90 $16,354.83 $ 8,276.44 $33,811.61 Payment 8/15/2005 $ 183.68 $ 223.59 $ 725.56 $ 367.17 $ 1,500.00 Interest $ 33.41 $ 40.66 $ 142.38 $ 72.05 $ 288.50 Total as of 8/15/2005 $ 3,990.17 $ 4,856.98 $15,771.65 $ 7,981.32 $32,600.11 Payment 9/15/2005 $ 183.60 $ 223.48 $ 725.69 $ 367.24 $ 1,500.00 Interest $ 32.19 $ 39.19 $ 137.30 $ 69.48 $ 278.16 Total as of 9/15/2005 $ 3,838.76 $ 4,672.69 $15,183.27 $ 7,683.56 $31,378.27 Payment 10/15/2005 $ 183.51 $ 223.37 $ 725.82 $ 367.30 $ 1,500.00 Interest $ 29.97 $ 36.49 $ 127.91 $ 64.73 $ 259.10 Total as of 10/15/2005 $ 3,685.22 $ 4,485.80 $14,585.36 $ 7,380.99 $ 30, 137.37 Payment 11/15/2005 $ 183.42 $ 223.27 $ 725.94 $ 367.37 $ 1,500.00 Interest $ 29.73 $ 36.19 $ 126.97 $ 64.26 $ 257.15 Total as of 11/15/2005 $ 3,531.53 $ 4,298.73 $13,986.38 $ 7,077.88 $28,894.52 Payment 12/15/2005 $ 183.33 $ 223.16 $ 726.07 $ 367.43 $ 1,500.00 Interest $ 27.57 $ 33.57 $ 117.83 $ 59.63 $ 238.60 Total as of 12/15/2005 $ 3,375.77 $ 4,109.14 $13,378.14 $ 6,770.08 $27,633.12 Payment 1/15/2006 $ 183.25 $ 223.05 $ 726.20 $ 367.50 $ 1,500.00 Interest $ 27.24 $ 33.15 $ 116.46 $ 58.94 $ 235.79 Total as of 1/15/2006 $ 3,219.76 $ 3,919.23 $12,768.40 $ 6,461.52 $26,368.91 Payment 2/15/2006 $ 183.16 $ 222.95 $ 726.33 $ 367.56 $ 1,500.00 Interest $ 25.98 $ 31.62 $ 111.16 $ 56.25 $ 225.01 Total as of 2/15/2006 $ 3,062.59 $ 3,727.90 $12,153.23 $ 6,150.20 $25,093.92 Payment 3/15/2006 $ 183.07 $ 222.84 $ 726.46 $ 367.63 $ 1,500.00 Interest $ 22.32 $ 27.17 $ 95.56 $ 48.36 $ 193.41 Total as of 3/15/2006 $ 2,901.84 $ 3,532.24 $11,522.32 $ 5,830.93 $23,787.33 Payment 4/15/2006 $ 182.99 $ 222.74 $ 726.58 $ 367.69 $ 1,500.00 Interest $ 23.41 $ 28.50 $ 100.31 $ 50.76 $ 202.98 Total as of 4/15/2006 $ 2,742.26 $ 3,338.00 $10,896.05 $ 5,514.00 $22,490.31 Payment 5/15/2006 $ 182.90 $ 222.63 $ 726.72 $ 367.76 $ 1,500.00 Interest $ 21.41 $ 26.06 $ 91.80 $ 46.45 $ 185.72 Total as of 5/15/2006 $ 2,580.78 $ 3,141.43 $10,261.13 $ 5,192.69 $21,176.03 Payment 6/15/2006 $ 182.81 $ 222.52 $ 726.85 $ 367.82 $ 1,500.00 Interest $ 20.82 $ 25.35 $ 89.33 $ 45.20 $ 180.70 Total as of 611512006 $ 2,418.79 $ 2,944.26 $ 9,623.62 $ 4,870.07 $19,856.73 ,- (. Page 1 of2 SXYl~) ,1 ~ Cassco Notes Due Note # Date 67 83 109 125 Total Interest Rate 9.50% 9.50% 10.25% 10.25% Payment 7/15/2006 $ 182.72 $ 222.41 $ 726.98 $ 367.89 $ 1,500.00 Interest $ 18.89 $ 22.99 $ 81.08 $ 41.03 $ 163.99 Total as of 7/15/2006 $ 2,254.96 $ 2,744.83 $ 8,977.72 $ 4,543.21 $18,520.72 Payment 8/15/2006 $ 182.63 $ 222.31 $ 727.11 $ 367.96 $ 1,500.00 Interest $ 18.19 $ 22.15 $ 78.16 $ 39.55 $ 158.05 Total as of 8/15/2006 $ 2,090.52 $ 2,544.68 $ 8,328.77 $ 4,214.80 $17,178.77 Payment 9/15/2006 $ 182.54 $ 222.19 $ 727.24 $ 368.02 $ 1,500.00 Interest $ 16.87 $ 20.53 $ 72.51 $ 36.69 $ 146.60 Total as of 9/15/2006 $ 1,924.85 $ 2,343.02 $ 7,674.03 $ 3,883.47 $15,825.37 Payment 10/15/2006 $ 182.45 $ 222.08 $ 727.38 $ 368.09 $ 1,500.00 Interest $ 15.03 $ 18.29 $ 64.65 $ 32.72 $ 130.69 Total as of 10/15/2006 $ 1,757.44 $ 2,139.22 $ 7,011.31 $ 3,548.10 $14,456.06 Payment 11/15/2006 $ 182.36 $ 221.97 $ 727.51 $ 368.16 $ 1,500.00 Interest $ 14.18 $ 17.26 $ 61.04 $ 30.89 $ 123.37 Total as of 11/15/2006 $ 1,58926 $ 1,934.51 $ 6,344.83 $ 3,210.83 $13,079.43 Payment 12/15/2006 $ 182.26 $ 221.86 $ 727.65 $ 368.23 $ 1,500.00 Interest $ 12.41 $ 15.11 $ 53.45 $ 27.05 $ 108.02 Total as of 12/15/2006 $ 1,419.41 $ 1,727.76 $ 5,670.63 $ 2,869.65 $11,687.45 Payment 1/15/2007 $ 182.17 $ 221.75 $ 727.78 $ 368.30 $ 1,500.00 Interest $ 11.45 $ 13.94 $ 49.37 $ 24.98 $ 99.74 Total as of 1/15/2007 $ 1,248.69 $ 1,519.96 $ 4,992.22 $ 2,526.33 $10,287.19 Payment 2/15/2007 $ 182.07 $ 221.63 $ 727.93 $ 368.37 $ 1,500.00 Interest $ 10.08 $ 12.26 $ 43.46 $ 21.99 $ 87.79 Total as of 2/15/2007 $ 1,076.69 $ 1,310.59 $ 4,307.75 $ 2,179.95 $ 8,874.98 Payment 3/15/2007 $ 181.98 $ 221.51 $ 728.07 $ 368.44 $ 1,500.00 Interest $ 7.85 $ 9.55 $ 33.87 $ 17.14 $ 68.41 Total as of 3/15/2007 $ 902.57 $ 1,098.63 $ 3,613.55 $ 1,828.64 $ 7,443.39 Payment 4/15/2007 $ 181.89 $ 221.40 $ 728.21 $ 368.51 $ 1,500.00 Interest $ 7.28 $ 8.86 $ 31.46 $ 15.92 $ 63.52 Total as of 4/15/2007 $ 727.96 $ 886.09 $ 2,916.80 $ 1,476.05 $ 6,006.91 Payment 5/15/2007 $ 181.78 $ 221.27 $ 728.36 $ 368.59 $ 1,500.00 Interest $ 5.68 $ 6.92 $ 24.57 $ 12.44 $ 49.61 Total as of 5/15/2007 $ 551.86 $ 671.75 $ 2,213.01 $ 1,119.91 $ 4,556.52 Payment 6/15/2007 $ 181.67 $ 221.14 $ 728.52 $ 368.67 $ 1,500.00 Interest $ 4.45 $ 5.42 $ 1927 $ 9.75 $ 38.89 Total as of 6/15/2007 $ 374.64 $ 456.03 $ 1,503.76 $ 760.98 $ 3,095.41 Payment 8/15/2007 $ 181.55 $ 220.99 $ 728.71 $ 368.76 $ 1,500.00 Interest $ 5.95 $ 7.24 $ 25.76 $ 13.04 $ 51.99 Total as of 8/15/2007 $ 199.04 $ 242.28 $ 800.82 $ 405.26 $ 1,647.40 Payment 9/15/2007 $ 18123 $ 220.60 $ 729.16 $ 369.00 $ 1,500.00 Interest $ 1.61 $ 1.95 $ 6.97 $ 3.53 $ 14.06 Total as of 9/1512007 $ 19.42 $ 23.63 $ 78.62 $ 39.79 $ 161.46 Payment 10/1512007 $ 19.58 $ 23.82 $ 79.27 $ 40.12 $ 162.79 Interest $ 0.15 $ 0.18 $ 0.66 $ 0.34 $ 1.33 Total as of 10/15/2007 $ (0.01) $ (0.01) $ 0.01 $ 0.01 $ (0.00) NOTE: Payments received after the due date will increase the interest cost over the life of the loan and payments made before the due dates will reduce the interest cost over the life of the loan. Page 2 of 2 COMMONWEALTH OF PENNSYLVANIA COUNTY OF Q,-,-,~b",--,""\(,.X',J, ss: .on this, the ::l.L\\\"'dayof:\" ~'^ c, .)' ,2005, before me, a Notary Public the . (fders'Ened officer, personally appeared ;-l """~... t;:. C' \, ~.~ ,the V, L<.-7",-,< \cA"-"..( - ,"~ l-n \ \.., -r of Harsco Gasserv, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument and acknowledged that he/she executed the same for the purposes therein contained. IN WITNESS WHEREOF, I have hereunto set my hand and official seal. ~~u.~~~~ Notary Public Notarial Seal Karen A. Mahoney, Notary PlIblK: Mechanicsburg Bora. Cumberland County My Commission Expires May 28, 2006 MembAr Ppnno:;vlv;cmi", Ass('lri::;tilln Of Notaries STATE OF CALIFORNIA COUNTY OF 5./J'1lr(}t2- On this, the.:JJ day of :::)(MA.~ ,2005, before me, a Notary Public, the unctersigned officer, personally appeared ~ f. L..r w. ~...t1 , the ~~ . of Cassco, LLP, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument and acknowledged that he/she executed the same for the purposes therein contained. ss: IN WITNESS WHEREOF, I have hereunto set my hand and official seal. ~' '. < c:-.- otary Public , ~ ;:~ - - - ~ _ ~........ ~ o~_v,-,.: 'i.('i,\!~~~. TAEHOON KIM ; Uf~'1~-h~'{' COMM. # 149?Gl!O :~: (")~'i~'f1I>':;\~.:~~:-.':.-" NOTARY PUB UC-CAI.i'-C!R.;,qJ"\~." ~ <~~..j'?f1~ SJ\NTA CRUZ COi.!:':TY r ~'-B:.*~ COMM. DP, Mo\Y 4, 2C!)8 -'. ~..........-_~-__~~....,.-.::;rJ; 5 CERTIFICATE OF SERVICE I, Carol Masich secretary to John W. Purcell, Jr., Attorney for the Plaintiff, hereby certify that a true and correct copy of the Agreement for Judgment by Consent was served on the Defendant by forwarding said copy to its attorneys of record at the following addresses, by first class U.S. Mail on January 26, 2005: Miles J. Dolinger, Esquire 149 Josephine Street, Suite A Santa Cruz, CA 95060 Norman M. Yoffe, Esquire Yoffe & Yoffe, P.C. 215 Senate Avnue, Suite 203 Camp Hill, PA 17011 C~ ry)~~ Carol Masich, ecretary to JOHN W. PURCELL, JR. I.D. NO. 29955 I'y .1f,N ;' e 2==:;f John W. Purcell, Jr. I.D.29955 Purcell, Krug & Haller 1 71 9 North Front Street Harrisburg, PA 17102 (717) 234-4178 jpurcell\a)pkh.com Plaintiff : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYLVANIA HARSCO GASSEV, vs. CASSCO, LLP, : CIVIL ACTION-LAW : NO. 04-4438 CIVIL TERM Defendant ORDER OF COURT AND NOW, this ~ day of Fe.b. , 2005, upon consideration of the foregoing Agreement for Judgment by Consent, Judgment is hereby entered in favor of the Plaintiff and against the Defendant in the amount of $42,419.84, plus continuing interest at the contract rate from January 15,2005, and cost of suit. BY THE COURT, ~u~ r