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Home My WebLink About12-6825 FI lzY L',,. A ' 3 I .A METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) lizkelly@mette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE BANK/HARRISBURG, N.A. Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. II^c l : DOCKET NO. WILLIAM H. GOODLING and KELLY J. GOODLING, Defendants CONFESSION OF JUDGMENT Pursuant to the authority contained in the warrants of attorney, the original or a copy of which is attached to the Complaint filed in this action, I appear for the Defendants and confess judgment in favor of Plaintiff and against Defendants as follows: Principal: $2,660.84 Interest through 11/1/12: $12.92 Attorneys' Commission: 500.00 TOTAL $3,173.76 Ll?'c6o 0 * Only reasonable attorney's fees will be collected by the attorney. 1(3 U No u Interest, attorney fees and costs of this action continue to accrue. Respectfully submitted, Heather Z. Kell f, squire I.D No. 86291 Appearing herein for Defendants Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Date: November 6, 2012 'l r fV .. ± f _ . 1II METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly camette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE BANK/HARRISBURG, N.A. Plaintiff V. IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO. 149 - Lo Was & 1, 1 WILLIAM H. GOODLING and KELLY J. GOODLING, Defendants COMPLAINT IN CONFESSION OF JUDGMENT NOW COMES, Plaintiff, Metro Bank, f/k/a Commerce Bank/Harrisburg, N.A. ("Plaintiff'), by its attorneys files the following Complaint in Confession of Judgment: 1. Plaintiff is a Pennsylvania state chartered bank with an address at 3801 Paxton Street, Harrisburg, PA 17111. 2. Defendants are William H. Goodling and Kelly J. Goodling, adult individuals who reside at 395 Allison Avenue, Mechanicsburg, PA, Cumberland County, 17055. 3. On June 27, 2003, Defendants executed a Promissory Note in favor of Plaintiff in the original principal amount of Thirty Thousand Dollars ($30,000.00), the terms of which were modified by three separate Change in Terms Agreements dated March 3, 2005, and September 19, 2008. True and correct copies of the Promissory Note and referenced Change in Terms Agreements are attached hereto as Exhibit "A," and referred to collectively as the "Note." 4. Defendants payment and performance obligations under the Note are secured by a Mortgage and an Assignment of Rents, both also dated June 27, 2003 encumbering property located at 127, 129, 131 and 133 North 21St Street, Camp Hill, Cumberland County, Pennsylvania and recorded in the Cumberland County Recorder of Deeds Office. Defendants have defaulted under the Note by failing to make payments when due and failing to make payment on demand. 6. The Note was executed in connection with a commercial transaction. 7. Judgment is not being entered by confession against a natural person in connection with a consumer credit transaction. 8. The Note has not been assigned. 9. Judgment has not been entered on the Note in any jurisdiction. 10. The warrants of attorney contained in the Note are less than twenty (20) years old. 11. The entire remaining indebtedness evidenced by the Note is due and payable, and Defendants' total indebtedness to Plaintiff as of November 1, 2012 is $3,173.76 computed as follows: Principal: $2,660.84 Interest through 11/ 1 / 12: $12.92 Attorneys' Commission: 500.00 TOTAL $3,173.76 * Only reasonable attorney's fees will be collected by the attorney. Interest, fees and costs continue to accrue. WHEREFORE, on the basis of the confession of judgment provisions contained in the Note, Plaintiff demands judgment in its favor and against Defendants in the amount of $3,173.76, plus continuing interest, fees and costs. Respectfully submitted, &'I 1?1 'a. ?.A/ Heather Z. Kelly, Esquire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorney for Plaintiff Date: November 6, 2012 VERIFICATION I, David M. Chajkowski, Assistant Vice President/Asset Recovery Officer at Plaintiff Metro Bank f/k/a Commerce Bank/Harrisburg, N.A., have read the foregoing Complaint in Confession of Judgment and verify that the facts set forth therein are true and correct according to the best of my knowledge, information and belief, and that as an Assistant Vice President/Asset Recovery Officer I am authorized to execute this Verification on behalf of the Plaintiff. I understand that any false statement made herein is subject to the penalties of 18 Pa. C.S.A. §4904, relating to unswom falsification to authorities. David M. Chajkowski Assistant Vice President/ Asset Recovery Officer Dated: PAGE 493595v1 PROMISSORY NOTE References In the shaded area are for Lender's use only and do not n the all ly of Zoo ument io any particular loan or item, Any item above containing NKII has been ornltted due to tend Ie? Iimitations. Borrower: Wlgiam H. Goodling (SSN: 167-64-2b8) Lender. COMMERCE BANWHARRISBURG NJL Kelly J. Goodlinp (SSN: 178 56-0OM 100 SENATE AVENUE 895 Allison Avenue P.O. BOX 6599 Mechanicsburg, PA 170.55 CAIN HILL, PA 17011 CM7) 9755830 Principal Amount: $30,000.00 Date of Note: June 27, 2003 PROMISE TO PAY. Wfilim H. Goodling and Kelly J. Goodling ('Borrower") jointly and severally promise to pay to COMMERCE BANK/HARRISBURG N.A. ("Lender"), or order, in lawful money of the United States of Amerk i, the principal amount of Thirty Thousand d, OW100 Dollars ($30,000.Oh), together with Interest on the unpaid principal balance from June 27,2W3, until paid in full. PAYMENT. Subject to any payment changes resulting from changes In the Index, Borrower will pay this loan in accordance with the following payment schedule: 60 monthly consecutive principal and Interest payments In the initial amount of tg38.26 each, beginning July 27, 2003, with Interest calculated on the unpaid principal balances at an interest rate of 6.250% per smear; 59 monthly consecutive principal and Interest payments In the Initial amount of $322.06 each, beginning July 27,200% with interest calculated on the unpaid principal balances at an interest rats based on the Prime Rata w published In the Money Fite Section of the Wag Street Journal. If a range of raise is published, the highest will be used (currently 4.250%), resulting In on Initial interest mete of 42M and one principal and Intwast payment of $322.13 on June 27, 2018, with btfieest calculated on the unpaid principal balances at an interest raft based at the Prime Rabe as published In the Matey Rate Section of the Wall Street Journal. If a range of rates Is published, the highest will be used. (currently 4.250%1 resulting In an Initial Interest rate of 4.?8M This estimsted final payment Is based on the assumption that all payments will be made exactly as scheduled and that the Index does not change; the actual final payment wig be for all principal and accrued Interest not yet paid, together with any other unpaid. amounts under this Nots6 Unless otherwise igreext or required by applicable law, psymerhts will be applied first m any accrued unpaid interest; then to principal; then to any unpaid collection costs; and then to arty fats drergm. The annual interest rate for this Note is computed on a 3651360 basis; that Is, by applying the ratio of the annual Interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance Is outstanding. Borrower will pay Lender at Lenders address shown above oast such other place as Lender may designate In writing. VARIABLE INTEREST RATE The Interest rate on this Note Is subject to change from time to time based on changes in an independent ndec which is the Pane Rate as published in the Money Be* Section of the Wall Street Journal. If a range of rates is published, the highest will be used. (the "Index"). The ktdox is riot necessarily the lowest rate charged by Lender on its loans. If ft Index becomes unavailable during the term of this loan, Lender may designate a substitute index after notice to Borrower. Lender will tell Borrower the current Index rate upon Borrower's request. The interest rate charge w9 not occur more often than each day. Borrower understands that Lender may make bans based on other rates as well. The index currently Is 4.WA% par annum The Interest rats or rates to be applied to the unpaid principal balance of this Nuts wig be the rate or rates let forth herein In On -PaymeW section. Notwithstanding any other provision of this Note, after the first payment sbrearn, the Interest rats for min su sequant payment stream will be effective as of the last payment data of to Just-endIng payment stream. NOTICE: Under no circumstances will •the Interest rate on this Note be more than the maximum rate allowed by applicable law. Whenever increases ooar in the interest rate, Lander, at Its option, may do one or rrnate of the following: (A) Increase Borrowers payments to ensure Borrowers loan will pay cif by its original final matin ly data, (B) Increase Borrower's payments to cover accruing Interest, (C) Increase the number of Borrower's payments, and (D) con Borrower's payments at the same amount and incrase Borrowers final payment PREPAYMENT PENALTY. Borrower agrees that all ban fees and other are earned fully charges as of the date of the khan and will not be subject to refund upon earlypayment (whether voluntary or as a result of default), except as otherwise required by law. 1111111=11 W this - ,rte OF 41 P~ 0100 0-011- -'-- GodlecJbw It 1- diwL Early payments; principal ir balance elieve Bo due rro and ws may Borr result in obligation to continue to make payments under the payment schedui Rather, early payments w? reduceft In lt in Borrowers mekktg fewer payments. Borrower agrees not to send Lender payments meiced 'ptfd In full', "without recourse", or similar language. 0 Borrower sends such a payment, Lender may accept it without losing any of Lender's dghla under this Note, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, Including any check or other payment instrument that Indicates tlhat the payrnent constitutes 'payment In fist' of the amount owed or that is tendered with other conditions or lirrfmtforo or as full ssiisfactlon of it disputed amount must be mated or delivered t r COMMERCE BANKIHARRISBURG NA., 100 SENATE AVENUE, P.O. BOX 8568, CAMP HILL, PA 17011. LATE CHARGE if a payment Is 15 days or more isms, Borrower wig be charged 5.000% of the regularly scheduled payment. INTEREST AFTER DEFAULT. Upon default, Including falure to pay upon final maturity, the total scan due under this Note will bear interest from the date of acceleration or maturity at the variable Interest rateon this Note. The interest rate will not exceed the maximum rate pemtitted by applicable law. DEFAULT. Each of the following stag constitute an evert of default ('Event of Defeult) under this Note: Payment Default. Borrower falls to make any payment when due under this Note. Other Defaults. Borrower falls to comply with or to perform any other term, obligation, covenant or condition contained in this Note or in any of the related docunherns or to oornply with or to perform any term, obligation, covenant or condition contained in any other agreement between Lender and Borrower. Default In Favor of Third Parties. Borrower or any Grantor defaults under any ban, extension of credit, security agreament, purchase or sales agreement, or any other agreement, in tevor of any other creditor or person that may materially affect any of Borrower's property or Borrowers ability to repay this Note or perform Borrowers obligations under this Note or any of the related documents. Fain Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or of Borrowers behalf under this Note or the related documents is false or misleading It any material rasped, either now or st the time made or furnished or becomes falso or misleading at any *no inter titer. Death or Insolvency. The death of Borrower or the dissolution or termination of Borrowers existence as a going business. the insolvency of Borrower. the appointment of a receiver for any part of Borrowers property, arry assignment for the benefit of creditors, any type of creditor workout, or the commencement of arty proceeding under any bankruptcy or Insolvency taws by or against Borrower. PROMISSORY NOTE (Continued) Page 2 Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help, repossession or any other method, by any creditor of Borrower or by any governments! agency against any collateral securing the loan. This includes a garnishment of arty of Borrower's accounts, Including deposit accounts, with Lender, However, this Event of Default shall rot apply If there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or forfeiture proceeding and lt Borrower gives Lender written notice of the creditor or forietture proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute. Events Affecting Guarantor. Any of the preceding events occurs with respect to any guarantor, endorser, surety, or accommodation party of any of the Indebtedness or any guarantor, endorser, surety, or accommodation party dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any guaranty of the Indfebledness evidenced by this Note. In the event of a death, Leader, at its option, may, but shall not be required to, permit the guarantor's estate to assume unconditionally the obligations arising under the guaranty In a manner satisfactory to Lender, and, In doing so, cure any Event of Default Adverse Change. A materiel adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or performance of this Note Is Impaired. Insecurity. Lander In good faith believes itself Insecure. Cure Provisions. If any default, other than a default In payment Is curable and If Borrower has not been given a notice of a breach of the same provision of this Note within the preceding twelve (12) months, it may be cured (and no event of default will have occurred) 9 Borrower, after receiving written notice from Lender demanding cure of such default (1) cures the default within fifteen (15) days; or (2) if the cure requires more than fifteen (15) days, Immediately Initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical. LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicable law, declare the entire unpaid principal balance on this Note and all accrued unpaid Interest Immediately due, and then Borrower will pay that amount ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone else to help collect this Note 0 Borrower does not pay. Borrower will pay Lender that amount This includes, subject to any Emits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, Including attorneys' fees, expenses for bankruptcy proceedings (including efforts to modify or vacate any auk=& stay or irjunctison), and appeals. It not prohibited by applicable law, Borrower also will pay any court costs, In addition to all other sums provided by taw. GOVERNING LAW. This Note will be governed by, construed and anfamed in accordance with federal law and the laws of the Commonwealth of Pennsylvania This Note has been accepted by Lander in the Commonwealth of Pennsyhrania. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Larder (whether checking, savkV% or some other account). This includes all amounts Borrower holds jointly with someone also and all accounts Borrower may open in the future. However, this does not Include any IRA or Keogh accounts, or any trust accounts.for which setoff would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any and all such accounts. COLLATERAL Borrower adcrwrtledges this Note is secured by Second lien mortgage on 127, 129, 131 and 133 North 21st Street, Camp Hill, PA 17011. OPTION TO DECLARE LOAN DUE Although the repayment of the loan evidenced by this Instrument has been designed as if It were to extend for the term established in the 'Payment" section, hereiabove outIkW, Borrower understands that Lender expressly reserves the right and option, exercisable at its discretion, to declare the entire unpaid pxinoipai.balanoe3 under this Promissory Note together•with all interest which shall.have accrued thereon to be due and payable on the fifth (5th) anniversary d the date of this Promissory Note and on each succeeding Fwo(5) year anniversary of that date during the tern hereof, hereinafter referred to as "Loan Call Date". In the event that Lender desires to exercise its option to declare the Loan due, it shah deliver written notice thereof by regular first class mail to Borrower's last known address 90 days prior to the Loan Call Data. In the event that Lender desires to exercise Its option to declare the Loan due, it shall deliver written notice thereof by hand delivery, nationally recognized overnight courier or regular first class mail to Borrower's last known address at least 90 days prior tp the Loan Cad Date. Borrower shah, on or before the Loan Call Data immediately following such notice, repay the entire principal balance due under the Promissory Note together with all unpaid Interest which shall have accrued thereon as well as any other sums which may then be due under the Promissory Note or any other document constituting a part of the within loan transaction. Notice provided by first class mail to Borrower's last known address shall be deemed to have been delivered when deposited in the mall, POST CLOSING COMPLIANCE Borrower agrees to execute, re-execute, cause a Guarantor(s) or other third party(les) involved In the ban transaction to execute and/or re-execute and to deliver to Lander or its legal counsel, as may be deemed appropriate, any docu merd or instrument signed in connection whir the Loan which was incorrectly drafted and/or signed, as well as any document or instrument which should have been signed at or prior to the dosing of the Loan, but which was not so signed and delivered. Borrower agrees to comply with any written request by Lender within ten (10) days after receipt by Borrower of such request Failure to Borrower to so comply shall, at the option of Lender, upon notice to Borrower, constitute an event of default under the Loan. COMMITMENT LETTER COMPLIANCE. This loan is contingerd upon Borrower's compliance with all of the tortes and conditions in the commitment letter issued by Lender to Borrower on or about June 13, 2003. Upon breach of any tern of condition therein Lender shall have the right to declare this loan In default and demand payment In full of the principal balance remaining unpaid, together with all Interest, which shall have accrued thereon. . SUCCESSOR INTERESTS. The temps of this Note shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Larder and its successors and assigns. NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. Please notify us If we report any inaccurate information about your account(s) to a gunner reporting agency. Your written notice describing the specific Ineooumoy(ies) should be sent to us at the following address: COMMERCE BANKIHARRISBURG NA, 100 SENATE AVENUE, P.O. BOX 8599, CAMP HILL, PA 17011 GENERAL PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Each Borrower understands and agrees that, with or without notice to Borrower, Lender may with respect to any other Borrower (a) make one or more additional secured or unsecured loans or otherwise extend additional credit; (b) attar, compromise, renew, extend, accelerate, or otherwise change one or more times the ulna for payment or other terms any indebUxiness, Including Increases and decreases of the rate of Interest on the indebtedness; (c) exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any security, with or witiout the substitution of new collateral; (d) apply such security and direct the order or manner of sale thereof, including without limitation, any raa judlclal sale permitted by the terms of the controlling security agreements, as Lender In Its discretion may determine; (e) release, substitute, agree not to sue, or deal with any one or more of Borrower's sureties, endorsers, or other guarantors on any terms or in any manner Lander may choose; and ft deternine how, when and what application of payments and credits shall be made on any other Indebtedness owing by such other Borrower. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for ^Paanent, and notice of dishonor. Upon any change In the terns of this Note, and unless ?wise expressly stated in writing, no party who v this Nate, whether as maker, guarantor, acconm9dation maker or endorser, shall be role., A from liability. All such parties agree that Lender renew or extend (repeatedly and for any PROMISSORY NOTE (Continued) Page 3 length of tine) this loan or release any party or guarantor or collateral; or Impair, fail to realize upon or perfect Lendees security interest In the collateral; and take any other action deemed necessary by LwxW without the consent of or notlos to anyone. AN such parties also agree that Lender may modify thts loan without the consent of or notice to anyone other than the party with whom the modification Is made. The obligations under this Note are joint and several. If any portion of this Note is for any reason determined to be unenforceable, it will not affect the enforceability of any other provisions of this Note. CONFESMON OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED 13Y AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE BORROWER HEREBY WANES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL PRIOR TO SIGNING THIS NOTE, EACH BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. EACH BORROWER AGREES TO THE TERMS OF THE NOTE BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY BOR ng, I ually K J. valet W?-. L4M PAO L--ft Yr. cal= OWL IYiWF-" Y/a. Yn "K, SM M ft" ft--d . M M OMB T0.7M P0.19 DISCLOSbr- E FOR CONFESSION OF JLJGMENT fireq ? H3c?t4 - References In the shaded area we for Lm Ws use only and do not ih k the applicabllroy of this document to any pear men or roam. Any item above cortminUtg " ' has been ornitted ue to text length limitations. Borrower: wimon H. Goodiing (SSN: 16744-2me) Kelly J. Goodling (SSN: 175-584073) 3955 Allison Avenue Mechanicsburg, PA 17055 Affiant: Mullen H. Goodling (SSN: 157.64-2858) 395 Allison Avenue Mechanicsburg, PA 17056 Lender: COMMERCE BANKINARRISBURG NJL 100 SENATE AVENUE P.O. BOX 8598 CAMP HILL, PA 17011 (717) 9756530 DISCLOSURE FOR CONFESSION OF JUDGMENT I AM EXECUTING, THIS. rA_ DAY OF -SUU 20-&5, A PROMISSORY NOTE FOR $30,000.00 OBLIGATING ME TO REPAY THAT AMOUNT. A. I UNDERSTAND THAT THE NOTE CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE NOTE, WITHOUT ADVANCE NOTICE TO ME AND WITHOUT OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE NOTE, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST ME UNDER THE NOTE, I AM KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND 1 EXPRESSLY AGREE AND CONSENT TO LENDER'S ENTERING JUDGMENT AGAINST ME,BX CONRMWN AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION. INITIALS: . S. I FURTHER UNDERSTAND THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST ME WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE ALSO CONTAINS LANGUAGE THAT WOULD PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE JUDGMENT BY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE NOTE, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, I AM KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING THESE RIGHTS, AND 1 EXPRESSLY AGREE AND CONSENT TO LENDER'S IMMEDIATELY EXECUTING ON THE JUDGMENT, IN ANY MANNER PE By-APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING ME ANY ADVANCE NOTICE INITIALS: 0. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, AND BY PLACING MY INITIALS NEXT TO EACH STATEMENT WHICH APPLIES, 1 REPRESENT THAT: INITIALS 1. 1 WAS REPRESENTED BY MY OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE NOTE 2 A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE TO MY ATTENTION. D. 1 CERTIFY THAT MY ANNUAL INCOME EXCEEDS $10,000; THAT THE BLANKS IN THIS DISCLOSURE WERE FILLED IN WHEN I INITIALED AND SIGNED IT; AND THATI RECEIVED A COPY AT THE TIME OF SIGNING. AFFIANT: W In-g-, dlvidua Loin Pfi UmtQ we. Law= Cart Mob" rwrr b"mmk OF& m, m m qm M-.. .L . M ,arxawm0Wmcmpmmm 7wm mis DISCLOSUriE FOR CONFESSION OF JWGMENT , =, any particular loan or item. References in the shaded area are for Lender's use only and do not IirnR the aappppl?icabAfty of this document to ' due to text IlMtations. Any item above containhg •"'''• has been omitDed Borrower: William H. (Noodling (SSN: 167.642868) Kelly J. Goodling (SSN: 17668.0079) 965 Allison Avenue Mechanicsburg, PA 17055 Lender: COMMERCE BANKIHARRISBURG NA. 100 SENATE AVENUE P.O. BOX 0599 CAMP HILL, PA 17011 m7n Atftant: Kelly J. Gooding (SSN: 17668.0073) 395 Allison Avenue Mechanicsburg, PA 17055 DISCLOSURE FOR CONFESSION OF JUDGMENT 1 ?` 1 AM EXECUTING, THIS c 7 DAY OF._ : U0 , 20/? ?- 3 A PROMISSORY NOTE FOR 11MOD&W OBLIGATING ME TO REPAY THAT AMOUNT. A. I UNDERSTAND THAT THE NOTE CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE NOTE, WITHOUT ADVANCE NOTICE TO ME AND WITHOUT OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE NOTE, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT LENDER MAY ASSERT AGAINST ME UNDER THE NOTE,1 AM KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE RIGHTS, INCLUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND 1 EXPRESSLY AGREE AND CONSENT TO LENDER'S ENTERING JUDGMENT AGAINST CONFESSION AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION. INr11AL.S: + B. I FURTH UNDERSTAND THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST ME WITHOUT ADVANCE NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE ALSO CONTAINS LANGUAGE THAT WOULD PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE JUDGMENT BY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY, IN FULL OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE NOTE, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, I AM KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY WAIVING TH IGHTS, AND 1 EXPRESSLY AGREE AND CONSENT TO LENDER'S IMMEDIATELY EXECUTING ON THE JUDGMENT, IN ANY MANNERVERWI-ED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING ME ANY ADVANCE NOTICE INITIALS. C. AFTER VING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, AND BY PLACING MY INITIALS NEXT TO EACH STATEMENT WHICH APPLIES, 1 REPRESENT THAT. INITIALS 1. 1 WAS REPRESENTED BY MY OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE NOTE 2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE NOTE TO MY ATTENTION. 0. 1 CERTIFY THAT MY ANNUAL INCOME EXCEEDS $10,000; THAT THE BLANKS IN THIS DISCLOSURE WERE FILLED IN WHEN I INITIALED AND SIGNED IT; AND THAT i RECEIVED A COPY AT THE TIME OF SIGNING. AFFIANT: J. (??ur!) LUM MID lamp, Va. 42LKM Cp. Na7ad M..W SAMM Nn 1W. I= NI MpW ftwift . M KWffA"ft WnWUKMFC 7*1 MN IANGE IN TERMS AGREEME -t? i # ? .? can-E ou T a wn s References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "* * * " has been omitted due to text length limitations. Borrower: William H. Goodling (SSN: 167-54-2858) Kelly J. Goodling (SSN: 176-58-0073) 395 Allison Avenue Mechanicsburg, PA 17055 Lender: COMMERCE BANK/HARRISBURG N.A. LOAN SERVICING 100 SENATE AVENUE P.O. BOX 8599 CAMP HILL, PA 17011 (888) 937-4004 Principal Amount: 830,000.00 Date of Agreement: March 3, 2005 DESCRIPTION OF CHANGE IN TERMS. Change payment due date day from the 27th day of each month to the 5th of each month effective with the April 5, 2005 payment. Also, payments will be automatically debited from the operating checking account 53626521 B. PROMISE TO PAY. William H. Goodling and Kelly J. Goodling ("Borrower") jo"artty and severally promise to pay to COMMERCE BANK/HARRISBURG N.A. ("Lender"), or order. In lawful money of the United States of America, the principal amount of Thirty Thousand & 001100 Dollars ($30,000.00), together with interest on the unpaid principal balance from February 27, 2005, until paid In full. PAYMENT. Subject to any payment changes resulting from changes in the index, Borrower will pay this loan in accordance with the following payment schedule: 40 monthly consecutive principal and interest payments in the initial amount of $387.44 each, beginning April 5, 2005, with interest calculated on the unpaid principal balances at an interest rate of 6.250% per annum; 59 monthly consecutive principal and Interest payments in the Initial amount of $380.41 each, beginning August 5, 2008, with Interest calculated on the unpaid principal balances at an interest rate based on the Prime Rate as published In the Money Rate Section of the Well Street Journal. If a range of rates is published, the highest wilt be used. (currently 5.500%), resulting in an initial Interest rate of 5.500%; and one principal and Interest payment of $379.80 on June 27, 2013, with interest calculated on the unpaid principal balances at an interest rate based on the Prime Rate as published in the Money Rate Section of the Wall Street Journal. If a range of rates is published, the highest will be used. Icurrently 5.500%), resulting in an initial interest rate of 5.50096. This estimated final payment is based on the assumption that all payments will be made exactly as scheduled and that the Index does not change; the actual final payment will be for all principal and accrued interest not yet paid, together with any other unpaid amounts under this Agreement. Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid interest; then to principal; then to any unpaid collection costs; and then to any late charges. Interest on this Agreement is computed on a 365/360 simple interest basis; that Is, by applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance Is outstanding. Borrower will pay Lender at Lender's address shown above or at such other place as Lender may designate in writing. VARIABLE INTEREST RATE. The interest rate on this Agreement is subject to change from time to time based on changes in an independent index which is the Prime Rate as published in the Money Rate Section of the Wall Street Journal. If a range of rates is published, the highest will be used. (the "Index"). The Index is not necessarily the lowest rate charged by Lender on its loans. If the Index becomes unavailable during the term of this loan, Lender may designate a substitute index after notice to Borrower. Lender will tell Borrower the current Index rate upon Borrower's request. The interest rate change will not occur more often then each day. Borrower understands that Lender may make loans based on other rages as well. The Index currently Is 5.500% per annum. The Interest rate or rafts to be applied to the unpaid principal balance of the Note wI1 be the rate or rates set forth herein In the "Payment" section. Notwithstanding any other provision of this Agreement, after the first payment stream, the Interest rate for each subsequent payment stream will be effective as of the last payment date of the just-ending payment stream. NOTICE: Under no circumstances will the interest rate on the Note be more than the maximum rate allowed by applicable law. Whenever increases occur in the interest rate, Lender, at its option, may do one or more of the following: (A) increase Borrower's payments to ensure Borrower's loan will pay off by its original final maturity date, (B) increase Borrower's payments to cover accruing interest, IC) increase the number of Borrower's payments, and (O) continue Borrower's payments at the same amount and increase Borrower's final payment. PREPAYMENT PENALTY. Borrower agrees that all loan fees and other prepaid finance charges are earned fully as of the date of the loan and will not be subject to refund upon early payment (whether voluntary or as a result of default), except as otherwise required by law. Upon prepayment of this Agreement, Lender is entitled to the following prepayment penalty: Prepayment of any amount of the principal sum shall be subject to a penalty charge of 5% during the first year of amortization and declining 1% per year thereafter to par. Except for the foregoing. Borrower may pay all or a portion of the amount owed earlier than It is due. Early payments will not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule. Rather, early payments will reduce the principal balance due and may result in Borrower's making fewer payments. Borrower agrees not to send Lender payments marked "paid in full", "without recourse", or similar language. If Borrower sends such a payment, Lender may accept it without losing any of Lender's rights under this Agreement, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, including any check or other payment instrument that Indicates that the payment constitutes "payment in full" of the amount owed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: COMMERCE BANK/HARRISBURG N.A., LOAN SERVICING, 100 SENATE AVENUE, P.O. BOX 8599, CAMP HILL, PA 17011. LATE CHARGE. If a payment is 15 days or more late, Borrower will be charged 5.000% of the regularly scheduled payment. INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the total sum due under this Agreement will bear interest from the date of acceleration or maturity at the variable interest rate on this Agreement. The interest rate will not exceed the maximum rate permitted by applicable law. If judgmant is entered in connection with this Agreement, interest will continue to accrue on this Agreement after judgment at the interest rate applicable to this Agreement at the time judgment is entered. DEFAULT. Each of the following shall constitute an Event of Default under this Agreement: Payment Default. Borrower fails to make any payment when due under the Indebtedness. Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Agreement or in any of the Related Documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement between Lender and Borrower. Default M Favor of Third Parties. Borrower defaults under any loan, extension of credk, security agreement, purchase or sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Borrower's property or Borrower's ability to perform Borrower's obligations under this Agreement or any of the Related Documents. False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this CHANGE IN TERMS AGREEMENT Loan No: 3055850 (Continued) Page 2 Agreement or the Related Documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false or misleading at any time thereafter. Death or Insolvency. The death of Borrower or the dissolution or termination of Borrower's existence as a going business, the insolvency of Borrower, the appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower. Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help, repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the Indebtedness. This includes a garnishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default shall not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute. Everts Affecting Guarantor. Any of the preceding events occurs with respect to any guarantor, endorser, surety, or accommodation party of any of the indebtedness or any guarantor, endorser, surety, or accommodation party dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any Guaranty of the Indebtedness evidenced by this Note. In the event of a death, Lender, at its option, may, but shall not be required to, permit the guarantor's estate to assume unconditionally the obligations arising under the guaranty in a manner satisfactory to Lender, and, in doing so, cure any Event of Default. Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or performance of the Indebtedness is impaired. Insecurity. Lender in good faith believes itself insecure. Cure Provisions. If any default, other than a default in payment is curable and if Borrower has not been given a notice of a breach of the same provision of this Agreement within the preceding twelve (12) months, it may be cured if Borrower, after receiving written notice from Lender demanding cure of such default: (1) cures the default within fifteen (15) days; or (2) if the cure requires more than fifteen (15) days, immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical. LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicable law, declare the entire unpaid principal balance on this Agreement and all accrued unpaid interest immediately due, and then Borrower will pay that amount. ATTORNEYS' FEES: EXPENSES. Lender may hire or pay someone else to help collect this Agreement if Borrower does not pay. Borrower will pay Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including attorneys' fees, expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by taw. GOVERNING LAW. This Agreement will be govemed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. This Agreement has been accepted by Lender in the Commonwealth of Pennsylvania. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any and all such accounts. COLLATERAL. Borrower acknowledges this Agreement is secured by Second lien mortgage an 127, 129, 131 and 133 North 21st Street, Camp Hill, PA 17011. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by Lender to this Agreement does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s)- It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligationis), including accommodation parties, unless a party is expressly released by Lender in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then ali persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by it. This waiver applies not only to any initial extension, modification or release, but also to all such subsequent actions. SUCCESSOR INTERESTS. The terms of this Agreement shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors, and assigns, and shall be enforceable by Lender and its successors and assigns. NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. Please notify us if we report any inaccurate information about your account(s) to a consumer reporting agency. Your written notice describing the specific inaccuracy(ies) should be sent to us at the following address: COMMERCE BANK/HARRISBURG N.A.. LOAN SERVICING 100 SENATE AVENUE CAMP HILL, PA 17011. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Each Borrower understands and agrees that, with or without notice to Borrower, Lender may with respect to any other Borrower (a) make one or more additional secured or unsecured loans or otherwise extend additional credit; (b) alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for payment or other terms of any indebtedness, including increases and decreases of the rate of interest on the indebtedness; (c) exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any security, with or without the substitution of new collateral; (d) apply such security and direct the order or manner of sale thereof, including without limitation, any non-judicial sale permitted by the terms of the controlling security agreements, as Lender in its discretion may determine; (e) release, substitute, agree not to sue, or deal with any one or more of Borrower's sureties, endorsers, or other guarantors on any terms or in any manner Lender may choose; and If) determine how, when and what application of payments and credits shall be made on any other indebtedness owing by such other Borrower. Borrower and any other person who signs, guarantees or endorses this Agreement, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to 'ize upon or perfect Lender's security interest in., , collateral; and take any other action deemed necessary by Lender without the conse or notice to anyone. All such parties also ag` nat Lender may modify this loan without the CHANGE IN TERMS AGREEMEN'. Loan No: 3055850 (Continued) Page 3 consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Agreement are joint and several. If any portion of this Agreement is for any reason determined to be unenforceable, it will not affect the enforceability of any other provisions of this Agreement. CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS AGREEMENT AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS AGREEMENT AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE INDEBTEDNESS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS AGREEMENT OR A COPY OF THIS AGREEMENT VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS AGREEMENT TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS AGREEMENT. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. PRIOR TO SIGNING THIS AGREEMENT, EACH BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. EACH BORROWER AGREES TO THE TERMS OF THE AGREEMENT. THIS AGREEMENT IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS AGREEMENT IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: X (Seal) William H. GoodBng X (Seat) Kelly J. G in 1ALE11 MIO VdM. Vim. b.]b.bo.om qp, MMwE E•„w?Y Ni„?na. inc. Im, awl, N HIbFp 11wr,:,b. • M n;1w?EA1R3YlIM111?CEp{lblpjpC,(C 7W7#W NI.15 r Cr )I1GE IN TERMS AGREEMEN"i Lx arl c t On n :w - 21 References In the shaded area are for Lender's use only and do not limit the applicablitty of this document to any particular loan or item. Any item above containing '"• has been omitted due to text length limitations. Borrower: Wiliam H. Goodilng (SSN: 167-5426581 Lender: COMMERCE BANK/HARRISBURG N.A. Kelly J. Gooding (SSN: 176-58-0073) LOAN SERVICING 395 A15son Avenue 100 SENATE AVENUE Mechanicsburg. PA 17055 P.O. BOX 8599 CAMP HILL, PA 17011 (888) 937-0004 Principal Amount: $25,645.24 Date of Agreement: April 7, 2005 DESCRIPTION OF CHANGE IN TERMS. To correct error in original documentation. Add Cross Collateral/Cross Default provision as more fully described below. . PROMISE TO PAY. William H. Goodling and Kelly J. Goodling ("Borrower") jointly and severally promise to pay to COMMERCE BANK/HARRISBURG N.A. ("Lander"), or order, In lawful money of the United States of America, the principal amount of Twenty-five Thousand Six Hundred Forty-five & 24/100 Dollars ($25,645.24). together with Interest on the unpaid principal balance from April 5, 2005, until paid in full. PAYMENT. Subject to any payment changes resulting from changes In the Index, Borrower wit pay this loan. in accordance with the following payment schedule: 39 monthly consecutive principal and interest payments In the Initial amount of 0387.44 each, beginning May 5, 2005, with Interest calculated on the unpaid princi el balances et an interest rate of 6.250% per annum; 59 monthly consecutive principal and Interest payments in the Initial amount of $291.36 each, booming August 5, 2006, with interest calculated on the unpaid principal balances at an interest rate based on the Prime Rate as published in the Money Rate Section of the Wag Street Journal. If a range of rates Is published, the highest will be used. (currently 5.750%), plus a margin of 1.000 percentage points, resulting In an initial interest rate of 6.760%; and one principal and Interest payment of $290.92 on June 27, 2013, with Interest calculated on the unpaid principal balances at an interest rate based on the PrIms Rate as published in the Money Rats Section of.the Wall Street Journal. If a range of rates Is published, the highest will be used. (currently 5.760%), plus a margin of 1.000 percentage points, resulting in an Initial Interest rata of 6.750%. This estimated find payment is based on the assumption that all payments wilt be mode exactly as scheduled and that the Index does not change; the actual final payment will be for all principal and accrued Interest not yet paid, together with any other unpaid amounts under this Agreement. Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid interest: then to principal; then to any unpaid collection costs; and then to any late charges. Interest on this Agreement is computed on a 3651360 shnple Interest basis; that Is, by applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstanding. Borrower will pay Lender at Lender's address shown above or at such other place as Lender may designate In writing. VARIABLE INTEREST RATE. The interest rate on this Agreement is subject to change from time to time based on changes in an independent index which It the Prime Rate as published in the Money Rati Section of the Wall Street Journal. If a range of rates is published, the highest will be used. (the "Index"). The Index Is not necessarily the lowest rate charged by Lender on its loans. If the Index becomes unavailable during the term of this loan, Lender may designate a substitute index after notice to Borrower. Lender will tell Borrower the current Index rate upon Borrower's request. The interest rate change will not occur more often than each day. Borrower understands that Lender may make loans based on other rates as well. The Index currently is 5.750% per annum. The Interest rate or rates to be applied to the unpaid principal balance of the Note will be the rate or rates set forth herein in the "Payment" section. Notwithstanding any other provision of this Agreement, after the first payment stream, the Interest rate for each subsequent payment stream will be effective as of the last payment date of the just-ending payment stream. NOTICE: Under no circumstances will the interest rate on the Note be more than the maximum rate allowed by applicable law. Whenever increases occur in the interest rate, Lender, at its option, may do one or more of the following: (A) increase Borrower's payments to ensure Borrower's loan will pay off by its original final maturity date, (B) Increase Borrower's payments to cover accruing interest, (C) increase the number of Borrower's payments, and (D) continue Borrower's payments at the same amount and increase Borrower's final payment. PREPAYMENT PENALTY. Borrower agrees that all loan fees and other prepaid finance charges are earned fully as of the date of the loan and will not be subject to refund upon early payment (whether voluntary or as a result of default), except as otherwise required by law. Upon prepaynnont of this Agreement, Lender Is entitled to the following prepayment penalty: Prepayment of any amount of the principal sum shall be subject to a penalty charge of 5% during the first year of amortization and declining 1% per year thereafter to par. Except for the foregoing, Borrower may pay all or a portion of the amount owed earlier than It is due. Early payments will not, unless agreed to by Lender In writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule. Rather, early payments will reduce the principal balance due and may result In Borrower's making fewer payments. Borrower agrees not to send Lender payments marked "paid In full", "without recourse or similar language. If Borrower sends such a payment, Lender may accept it without losing any of Lender's rights under this Agreement, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitutes 'payment in full' of the amount owed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: COMMERCE BANK/HARRISBURG N.A., LOAN SERVICING, 100 SENATE AVENUE, P.O. BOX 8599, CAMP HILL, PA 17011. LATE CHARGE. If a payment is 15 days or more late, Borrower will be charged 5.000% of the regularly scheduled payment. INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the total sum due under this Agreement will bear interest from the date of acceleration or maturity at the variable interest rate an this Agreement. The interest rate will not exceed the maximum rate permitted by applicable law. If judgment is entered in connection with this Agreement, interest will continue to accrue an this Agreement after judgment at the interest rate applicable to this Agreement at the time judgment is entered. DEFAULT. Each of the following shall constitute an Event of Default under this Agreement: Payment Default. Borrower fails to make any payment when due under the Indebtedness. Other Dsfeults. Borrower falls to comply with or to perform any other term, obligation, covenant or condition contained in this Agreement or in any of the Related Documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement between Lender and Borrower. Default In Favor of Third Parties. Borrower defaults under any loan, extension of credit, security agreement, purchase or sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Borrower's property or Borrower's ability CHANGE IN TERMS AGREEMENT Loan No: 3055850 (Continued) Page 2 to perform Borrower's obligations under this Agreement or any of the Related Documents. False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this Agreement or the Related Documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false or misleading at any time thereafter. Death or Insolvency. The death of Borrower or the dissolution or termination of Borrower's existence as a going business, the insolvency of Borrower, the appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower. Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help, repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the Indebtedness. This includes a garnishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default shall not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute. Events Affecting Guarantor. Any of the preceding events occurs with respect to any guarantor, endorser, surety, or accommodation party of any of the Indebtedness or any guarantor, endorser, surety, or accommodation party dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any Guaranty of the Indebtedness evidenced by this Note. In the event of a death, Lender, at its option, may, but shall not be required to, permit the guarantor's estate to assume unconditionally the obligations arising under the guaranty in a manner satisfactory to Lender, and, in doing so, cure any Event of Default. Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or performance of the Indebtedness is impaired. Insecurity. Lender in good faith believes itself insecure. Cure Provisions. If any default, other than a default in payment is curable and if Borrower has not been given a notice of a breach of the same provision of this Agreement within the preceding twelve (12) months, It may be cured if Borrower, after receiving written notice from Lender demanding cure of such default: (1) cures the default within fifteen (161 days; or (2) if the cure requires more than fifteen (15) days, immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical. LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicable law, declare the entire unpaid principal balance on this Agreement and all accrued unpaid interest immediately due, and then Borrower will pay that amount. ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone else to help collect this Agreement if Borrower does not pay. Borrower will pay Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including attorneys' fees, expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by law. GOVERNING LAW. This Agreement will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. This Agreement has been accepted by Lender in the Commonwealth of Pennsylvania. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open In the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any and all such accounts. COLLATERAL. Borrower acknowledges this Agreement is secured by First lien mortgage on the real estate and all improvements theron commonly known as 127, 129, 131 and 133 North 21st Street, Borough of Camp Hill, Cumberland County, PA. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by Lender to this Agreement does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It Is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s), including accommodation parties, unless a party is expressly released by Lender in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by it. This waiver applies not only to any initial extension, modification or release, but also to all such subsequent actions. COLLATERALIZED/CROSS DEFAULTED. This loan is Cross Collateralized/Cross Defaulted with other loans for Borrower. SUCCESSOR INTERESTS. The terms of this Agreement shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors, and assigns, and shall be enforceable by Lender and its successors and assigns. NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. Please notify us if we report any inaccurate information about your account(s) to a consumer reporting agency. Your written notice describing the specific inaccuracy(ies) should be sent to us at the following address: COMMERCE BANK/HARRISBURG N.A. LOAN SERVICING 100 SENATE AVENUE CAMP HILL, PA 17011. MISCELLANEOUS PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Each Borrower understands and agrees that, with or without notice to Borrower, Lender may with respect to any other Borrower (a) make one or more additional secured or unsecured loans or otherwise extend additional credit, (b) alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for payment or other terms of any Indebtedness, including increases and decreases of the rate of interest on the indebtedness; (e) exchange, enforce, waive, subordinate, fall or decide not to perfect, and release any security, with or without the substitution of new collateral; (d) apply such security and direct the order or manner of sale thereof, including without limitation, any non-jdd,-,al sale permitted by the terms of the controlling security agreements, as Lender in its discretion may determine; (e) release, substitute, agree not t6 °5us, or deal with any one or mo f Borrower's sureties, endorsers, or other guarani' _ on any terms or in any manner Lender may choose; and (f) determine how, when and,, !t application of payments and credits shall be r., =on any other indebtedness owing by such other Borrower. Borrower and any other parson who signs, guarantees or endorses this Agre-ient, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly 3 ANGE IN TERMS AGREEMENT Loan Nz.? 3655850 (Continued) Page 3 stated in writing, no party who signs this Agreement, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Agreement are joint and several. If any portion of this Agreement is for any reason determined to be unenforceable, it will not effect the enforceability of any other provisions of this Agreement. CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS AGREEMENT AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS AGREEMENT AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE INDEBTEDNESS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS (8500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS AGREEMENT OR A COPY OF THIS AGREEMENT VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS AGREEMENT TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS AGREEMENT. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES' THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. PRIOR TO SIGNING THIS AGREEMENT, EACH BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. EACH BORROWER AGREES TO THE TERMS OF THE AGREEMENT. THIS AGREEMENT IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS AGREEMENT IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRU ENT ACCORDING TO LAW. BORRO ER: X :.: ::. .. assail (Seal) m H. ood&ng ells J. Go WMM R10 tedq, V- 42l.260M r M . W,bei fb.." ).Wh- L- 1"7. 200L AM "Wk. ft? - VA 1lMMWaPP ~NFRU t1D2oc.m 1 7- ".2C MANGE N TERMS AGREEM' V Principal Loan Deft matuft Loam No Call / Cox Account . ces initials $ 94,157.69 106-27-2003 136-27-2013 30558so I 2112 References in the boxes above are for Lender's use only and do not limp the applicability of this document to any particular loan or item. d... Any item above containing '***' has been omitted due to text length limitations. i Borrower: %jiliram H. GoodAng Lender: COMAIERCE SANXIHARRSBURG N.A. Kerr J. Goodling LOAN SERVICWG 395 Alton Avenue 3801 PAXTON STREET Mechanicsburg, PA 17066 HARRISBURG, PA 17111 (888) 937-004 Principal Amount! $14,157.58 Date of Agreemant: September 19, 2008 DEBCRf1*iM OF CiiAN-SE V4 TER1110. Effective September 5, 2008 the variable interest rate of New York Prime plus 1.00% shail be changed to a rate of interest fixed at 5.50% through maturity. The repayment details are set forth below. PAYMENT. Borrower wid pay this loan In accwdancs with the farting payment schedule: 57 monthly consecutive principal and Interest payments In the initial amount of $285.89 each, beginning October 5, 2006, with Interest calculated on the unpaid principal beianoss at an lowest raft of 6.500% par annum: and one prirw4 i and Interest payment of $285.12 on June 27, 2015, with interest calculated on the unpakf prncipal behinces at an Interest rats of x.600% per annum. This estimated fkW payment Is based on the oeaumption that as payrnoruis wiff be made exactly as scheduled and that the Indax does not change: the actual find payment w3 be for off prkw *ml and accrued 6tierest not yet paid, together with any other unpaid amounts on this loan. VARIABLE INTEREST RATE. The interest rate on this loan is subject to change from time to time based on changes in an independent index which Is the Prime Rata as published in the Money Rata Section of the Well Street Journal (the "Index"). The Index is not necessarily the lowest rate charged by Lender on its loans. If the index becomes unavailable during the term of this loan, Lender may designate a substitute index after notifying Borrower. Lender will tell Borrower the current Index rate upon Borrower's request. The interest rats change will not occur more often than each daily. Borrower understands that Lender may make loans based on other rates as well. The Index currently Is 5.000% per annum. The interest rate or rates to be applied to the unpaid principal balance during this loan will be the rate or rates set forth herein in the 'Payment" section. Notwithstanding any other provision of this Agreement, after the first payment stream, the interest rate for each subsequent payment stream will be effective as of the last payment date of the just-ending payment stream. NOTICE: Under no circumstances will the interest rate on this loan be more than the maximum rate allowed by applicable law. Whenever increases occur in the interest rate, Lender, at its option, may do one or more of the following: (A) increase Borrower's payments to ensure Borrower's loan will payoff by its original final maturity date, (B) increaso Borrower's payments to cover accruing interest, (C) increase the number of Borrower's psymsnts, and (0) continue Borrower's payments at the some amount and increase Borrower's final payment. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by Lender to this Agreement does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s), Including accommodation parties, unless a party is expressly released by Lender in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by It. Thls waiver applies not only to any initial extension, modification or release, but also to all such subsequent actions. COLLATERJUIZ15DJCROSS DEFAULTED. This loan is Cross Collateralized/Cross (Defaulted with other loans for Borrowdr. THIS AGREEMENT IS QMW LMDER 6EA L AND R IS INTMOED THAT THIP AGREEMEFIT` IS AND SHALT. COfflM rJTE AND HAVE THE EFFECT OF A SEALED NOSTW)MENT ACCORDING TO LAW. PFIOR TO SIGNM THUS AGREEMENT, EACH BORROWER READ AND U NDERSTOCO ALL THE PROVISIONS OF THIS AGREEMENT, INCLUDING THE VAMABLE I11iTI T RATE PROVIS110M. EACH BORROWER AGE TO THE TERMS OF VE AG#1EEMMr. 130 ?' X 7/4 tseal) m H. Goodling X ? (Ssaq Kelly J. !!qfqiV- U, MW FM L-AM H". ¦AMM= CW- --W A—" 9".M M. 1W. MW M MOM 11ww. -1 - M VCRARVA OM m-?W qFD BUSINESS ENTERPRISE AFFIDA.4T Laasln gitl Can References In the shaded am are for Landers use only and do rat limit the apolcabiity of this document m arty particular loan or Item. Any Item above containing " - has been omitted ue to text length Ilmiffirions. Borrower: William H. Goodling (SSN: 167-"2868) Lender: COMMERCE SANIUHARRISBURG NJL Kelly J. Goodling (SSN: 176-56.0173) 100 SENATE AVENUE 395 Allison Avenue P.O. BOX 6699 Mechanicsburg, PA 17055 CAMP HILL, PA 17011 (717) 975-5631 AFFIDAVIT COUNTY OF & M laka ) SS COMMONWEALTH OF PENNSYLVANIA) Borrowers, William H. Goodiing and Kelly J. Goodling, have entered Into a credit agreement with COMMERCE NA. dated June 27, 2003. Borrowers hereby certify that the proceeds of this extension of credit are to be utilized In the conduct of a business enterprise engaged In the business of 05A -6- LLL66LaPd1En?7- (the 'business anterWise'). The undersigned exercise actual control over the managerial decisions of the business uprise. Subscribed and sworn to by borrowers, under penalty of perjury, this a 7?ay of 2003 . Sworn to a subscribed before me this 4:2 7-k7 day of tJ tt yt . 20 63 .U &W-4 Notary Public Notarial Seal Susan G. Brown, Notary Public East Penrabom Tvrp., Crunberlarrd County W f arrrniseion E*im NoV.12. 2W6 Member. Pwm*arrie Association Of Notaries LAM PW L M&% Kr. L=M= Dir. H~ r-Vid fir; k IW. ML M R" F.W" • PA K%VAWPP/LPMMLCRVA DILPD T&7N MIN k JSINESS LOAN AGREEMEi- ra f cast ..? is OU 11-11 References in the shaded area are for Larders use drily and do notiimit the ?p ability of ttds doorrnent to any particular loan or Item. Any item above oontaFilng •"'• has been om(tted due to text length IUrdtations Borrower: William H. Gooding (SON: 167-544W Lender. COMMERCE RANKMARRISBURG NJL Kelly A Goodling (SSN: 176484WM 100 SENATE AVENUE 30 Allison Avenue P.O. BOX am Misr hartMburg, PA 17066 CAMP HILL, PA 17011 ('717) g76-5690 THIS BUSINESS LOAN AGREEMNT dated Juns 27, 2M3, is made and amaded between William H. Goodling and Kelly J. Goodiing ("Bomowrr') and COLVAERCE BANKMARRiSIBURG N.A. (`Lender') on the foilowri ng terms and canditlons. Borrower has received prior commercial loans from Lehr or has applied to Lender for a cominerdal loan or loans or other financial accommodations, Including those which may be described on any exhibit or sdmxkdo attached to this Agreement ('Loan'). Borrower undwstarnb and agrees am* (A) in grw ttng, renewing, or extending any Loan, Lender is relying upon Borrower's repressniatiorte, wammtles, and agreements as set forth in this Agrawne nC (B) the granting, mmwing, or extending of any Loan by Lender at all times shall be subject to Lender's sole judgment and discretion; and (C) all such Loans shall be and rennin subject to the terms and carndRions of this Agreement. TERM. This Agreement shall be effective as of June 27, 2003, and shall continue in full force and effect until such time as all of Borrowers Loans in favor of Lender have been paid In full, Including principal, Interest, costs, expenses, attorneys' teas, and other fees and charges, or until such tints as the parties may agree in writing to terminate this Agreement. CONDITIONS PRECEDENT TO EACH ADVANCE Lenders obligation to make the initial Advance • and each subsequent Advance under this Agreement shall be eubject to the fulfillment to Lenders satlefection of all of the condition ad forth in this Agreement and In the Related Documents. Loan Doaanents. Borrower shall provide to Lender the following documents for the Loan: (1) the Note; (2) SecurityAgreements grantlg to Lender security kftrests in the Cdiatsral; (3) financing statements and all other documents perfecting Lender's Security Interests; (4) eviderms of insurance as required below; (5) together with all such Related Documents as Lender may require for the Loan; all inform and substance satiafaotory to Lender and Lenders counsel. Payment of Fees and Expenses. Borrower shall have paid to tender all fees, charges, and other expenses which are then due and payable as specified In this Agreement or any Related Document. Reprauntatlons and Waeramtias. The representations and warranties set forth hails Agreement, in the Related Documents, and in any document or certificate delivered to Lender under this Agreement are true and correct No Event of Default. There shall not exist at the time of any Advance a condition which would constitute an Event of Default under this Agreenherht or under any Related Docurnernt REPRESENTATIONS AND WARRANTIES. Borrower represents and warrants to Lender, as of the date of this Agreement, as of the date of each disbursement of loan proceeds, as of the date of any renewal, extenelon or modification of any Loan, and at all tines any Indebtedness exists: Organkedom William H. Gooding mektains an office at 395 Alison Avenue, Mechanicab urg, PA 17055. Unless Willem H. Goodling has designated otherwise In writing, the principal office Is the office at which William H. Goodling keeps its books and records Including Its records concerning the Collateral. Wiliam H. Goodling will notify Fender prior to any change In the location of William H. Goodilrg's principal office address or any derange In William H. GocdMg's name. William H. Gooding shall do all thkW necessary to preserve and keep in full force and effect its existence, rights and privileges, and shall comply with all regulations, rules, ordinances, statutes, orders and decrees of any governmental or quasFgovammertal authority or court app Ncable to William H. Gooding and William H. Goodling's business activities. Kelly J. Goading maintains an office at 395 Alison Avenue, Mechanicsburg, PA 17055. Unless Kelly J. Gooding has designated otherwise in writing, the principal office is the office at which Kelly J. Gooding keeps Its books and records including Its records concerning the Collateral. Kelly J. Gooding will notify Lander prix tD wry change in the location of Kelly J. GoodilrVe principal office address or any change in Kelly J. Goodit s name. Kelly J. Gooding shell do all things necessary to preserve and keep in tug force and effect its existence, rights and privileges, and shall comply with all orders and decrees of any governmental or quasiw governmental authority or court applicable to Kelly J. regulations, ruin, am. Good!, statutes, b , GoodNng and Kelly J Assumed Busines : Names. Borrower has filed or recorded all documents or filings required by law relating to all assumed business names used by Borrower. Excluding the name of Borrower, the following Is a complete list of ell assumed business names under which Borrower does business: Noes. Authorbatiom Bon were execution, delivery, and perfomxance of this Agreement and all the Related Documents have been duly authorized by all necessary, action by Borrower and do not conflict with, result In a violation of, or constitute a default under (1) any provision of any agreement or other I1stniment binding upon Borrower or (2) any law, governmental regulation, court decree, or order applicable to Borrower or to Borrower's properties. Financial Information. Each of Borrowers financial statements supplied to Larder Inily and compietety disclosed Borrower's financial condition as of the date of the statement, and there has been no material adverse change In Borrower's financial condition subsequent to the date of the most recent financial statement supplied to Lender. Borrower has no material contingent obligations except as disclosed In such financial statement& Lego[ Effad. This Agreement constitutes, and any instrument or agreement Borrower is required to give under this Agreement when delivered will constitute lapel, valid, and binding obilgatkone of Borrower enforceable against Borrow In accordance with their respective terns. Properties. Except as wrtemplated by this Agreement or as previously disclosed In Borrower's financial statements or in writing to tender and as accepted by tender, and except for property tax liens for taxes not presently due and payable, Borrower owns and has good titre tD all of Borrowers properties free and dear of all Security Infantsta, and has not executed any security documents or financing statemerts relating io such pmpKtlsL Ali of rsproperties sesarreetitled In Borrower's legal name, and Borrower has not used or filed a financing statement under any other rwne for at least last On (6) Hazardous SnthetanceL Except as disclosed to and acknowledged by Lender In writing, Borrower represents and warrants that (1) During the period of BonOwe's ownership of Borrowers C llatensi, there has been no use, generation, manufacture, storage, treatment, disposal, release or threatened release of any Hazardous Substance by any person on, under, about or from any of the Collateral. (2) Borrower has no lahowledge of, or reason to believe that there has been (a) any breech or violation of any Environmental Laws;, (b) any use, generation, me?nilacture, storage, treatment, disposal, release or threatened release of any Hazardous Substance on, under, about or from the Collateral by any prior owners or BUSINESS LOAN AGREEMENT (Continued) Page 2 occupants of any of the Collateral; or (c) any actual or threatened litigation or claims of any kind by any person relating to such matters. (3) Neither Borrower nor any tenant, contractor, agent or other authorized user of any of the Collateral shall use, generate, manufacture, store, treat, dispose of or release any Hazardous Substance on, under, about or from any of the Collateral; and any such activity shag be conducted in compliance with all applicable federal, state, and local laws, regulations, and ordinances, including without limitation all Environmental Laws. Borrower authorizes Lender and its agents to enter upon the Collateral to make such inspections and tests as Lender may deem appropriate to determine oompiierice of the Collateral with this section of the Agreement. Any Inspections or tests made by Lender shag be at Borrower's expense and for Lender's purposes only and shag not be construed to create any responsibility or Ilabgity on the part of Lander'to Borrower or to any other person. The representations and warranties contained herein are based on Borrower's due diligence in Investigating the Collateral for hazardous waste and Hazardous Substances. Borrower hereby (1) releases and wahres any future claims against Larder for Indemnity or contribution in the event Borrower becomes liable for cleanup or other costs under any such laws, and (2) agrees to Indemnify and hold harmless Lender against any and all claims, losses, liabilities, damages, penalties, and expenses which Lender may directly or Indirectly sustain or suffer resulting from a breach of this section of the Agreement or as a consequence of any use, generation, manufacture, storage, disposal, reiease or threatened release of a hazardous waste or substance on the Collateral. The provisions of this section of the Agreement, including the oblotlon to hndemngy, shell survive the payment of the Indebtedness and the temdnation, expiration or satisfaction of this Agreement and stall not be affected by Lender's acquisition of any Interest in any of the Collateral, whether by foreclosure or otherwise. Litigation and Claims. No litigation, claim, Investigation, administrative proceeding or similar action (Including those for unpaid taxes) against Borrower is pending or threatened, and no other event has occurred which may materially adversely affect Borrower's financial condition or properties, otter than litigation, claims, or other events, If any, that have been disclosed to and acknowledged by Lender in writing. Taxes. To the best of Borrower's knowledge, all of Borrower's tax returns and reports that are or were required to be filed, have been filed, and all taxes, assessments and other govemmental charges have been paid in fug, except those presently being or to be contested by Borrower in good faith In the ordinary course of business and for which adequate reserves have been provided. Lien Priority. Unless otherwise previously disclosed to Lender in writing, Borrower has not entered into or granted any Security Agreements, or permitted the Ring or attachment of arty Security Interests on or affecting any of the Collateral directly or indirectly securing repayment of Borrowers Loan and Note, that would be prior or that may in any way be superior to Landers Security Interests and rights in and to such collateral. Binding Effect This Agreement, the Note, all Security Agreements (if any), and all Related Documents are binding upon the signers thereof, as well as upon their successors, representatives and assigns, and are legally enforceable In accordance with their respective terns. AFFIRMATIVE COVENANTS. Borrower covenants and agrees with Lender that, so long as this Agreement remains in effect, Borrower w1t: Notloes of Claims and Litigation. Promptly inform Larder in writing of (1) all material adverse changes In Borrowers financial condition, and (2) all existing and all threatened litigation, claims, Investigations, administrative proceedings or similar.actione affecting Borrower or any Guarantor which could materially affect the financial condition of Borrower or the financial condition of any Guarantor. Financial Records. Maintain b books and records In accordance with GAAP, applied on a consistent basis, and permit Lender to examine and audit Borrower's books and records at all reasonable times. Financial Statements. Fumish Lander with the following: Annual Statements. As soon as available, but in no event labs than sixty (60) days after the and of each fiscal year, Borrower's balance sheet and Income statement for the year ended, prepared by Borrower In form satisfactory to Lender. Tax Returns. As own as available, but in no event-later than sixty (60) days after the applicable filing date for the tax reporting period ended, Federal and other governmental tax returns, prepared by"s tax professional satisfactory to Lender. All financial reports required to be provided under this Agreement shall be prepared In accordance with GAAP, applied on a consistent basis, and certified by Borrower as being trus and correct. Additional Information. Furnish such additional information and statements, as Lender may request from time to time. Insurance. Maintain fire and other risk Insurance, public Ilabillty Insurance, and such other insurance as Larder may require with respect to Borrower's properties -arid operations, In form, amounts, coverages and with Insurance companies acceptable to Lender. Borrower, upon request of Lender, will deliver to Larder from time to time time policies or certificates of insurance In form satisfactory to Lender, Including stipulations that coverages wig not be cancelled or diminished without at least tan (10) days prior written notice to Lander. Each insurance policy also shush Include an endorsement providing that coverage In favor of Lender will not be Impaired in any way by any act, omisslon or default of Borrower or any other person. In connection with all policies covering assets in which Lender holds or is offered a security interest for the Loans, Borrower will provide Lender with such lender's loss payable or other endorsements as Larder may require. Insurance Reports. Furnish to Lender, upon request of Lender, reports on each existing Insurance policy showing such Information as Lender may reasonably request, Including without limitation the following: (1) the name of the Insurer; (2) the risks Insured; (3) the amount of the policy; (4) the properties Insured; (5) the then current property values on the basis of which Insurance has been obtained, and the mariner of determining those values; and (6) the expiration date of the policy. In addition, upon request of Lender (however not more often than annually), Borrower will have an independent appraiser satisfactory to Larder datermins, as applicable, the actual cash value or replacement cost of any Collateral. The cost of such appraisal shall be paid by Borrower. Other Agreements. Comply with all terns and conditions of all other agreements, whether now or hereafter existing, between Borrower and any other party and notify Lender immediately In writing of any default In connection with any other such agreements. Loan Proceeds. Use all Loan proceeds solely for Borrower's business operations, unless specifically consented to the contrary by Lender In writing. Taxer, Charges and Liens. Pay and discharge when due all of Its Indebtedness and obligations, Including without Ihntiation all assessments, taxes, govern mental charges, levies. and ions, of every kid and nature, imposed upon Borrower or he properties, Income, or profits, prior to the date on which penalties would attach, and all lawful claims that, If unpaid, might become a lion or charge upon arty of Borrowers properties, Income, or profits. Performance. Perform and comply, In a timely manner, with all terms, oonditom, and provisions sat forth in this Agreement, In the Related Documents, and in all other Instruments and agreements between Borrower and Lender. Borrower shag notify Lender immediately in writing of any default in connection with arri agreement Operations. Maintain executive and management personnel with substantially the same qualifications and experience as the present executive and management personnel; provide written notice to Larder of any change in executive and marnaclement personnel; conduct b business affairs in a reasonable and prudent manner. ai BUSINESS LOAN AGREEMENT (Continued) Page 3 Environmental Studies. Promptly conduct and complete, at Borrower's expense, all such Investigations, studies, samplings and tuastings as may be requested by Lender or any governmental authority relative to arty substance, or any waste or by-product of any substance defied as toxic or a hazardous substance under applicable federal, state, or local law, rye, regulation, order or directive, at or affecting any property or any facility owned, leased or used by Borrower. Camplhnoe with Gownmmental Regtriremernts. Comply with all laws, ordinances, and regulations, now or hereafter in effect, of all governmertW authorities applicable to the conduct of Borrowere properties, businesses and operations, and to the use or am4nnoy of the Collateral, including without limitation, the Americans With Disabilities Act. Borrower may contest In good faith any such law, ordnance, or regulation and withhold compilanoe during any prooseding, Including appropriate appeals, so long as Borrower has notified Lender in writing prior to doing so and so long as, in Lender's acne opinion. Landers Interests In the Collateral are not jeopardized. Lender may require Borrower to post adequate security or a surety bond, reasonably satisfactory to Lender, to protect Lenders nteree[ Insi3ection. Permit employees or agents of Lender at any reasonable time to inspect any and all Collateral for the Loan or Loans and Borrowers other properties and to examine or audit Borrower's books, accounts, and records and to make copies and memoranda of Borrower's books, accounts, and records. If Borrower now or at any time hereafter mahtans any records (ndudng without limitation computer generated records and computer software programs for the generation of such records) In the possession of a third party, Borrower, upon request of Lender, shall stilly such party to permit Lender tree access to such records at all reasonable tines and to provide Lender with copies of any records it may request, all at Borrowers expense. Enviroronentsi Compliance and Reports. Borrower shall comply n all respects with any and all Environmental Laws; not cause or permit to exist, as a result of an intentional or unintentional action or omission on Borrowers part or on the part of any third party, on property owned and/or 0001 by carrmpllarmlBarorr w r, iin conditions environmentall ll nctlvlty where damage may result to the emrkonmeM unless such environmental activity Is pursuant to and in permit issued by the appropriate federal, slate or local governmental authorities; shall furnish to Lender promptly and In any event within thirty (31) days after receipt thereof a copy of any notice, summons, lien, citation, directive, letter or other communication from any governments! agency or nstrumenteft c oncemkv any lr tional or uNrrtentionei action or omission an Borrower's part In emuoctiam with any environmental activity whether or not there Is damage to the art and/or other natural resources. Additional Assurances. Make, execute and deliver to Lender such promissory notes, mortgages, deeds of trust, security agreements, assignments, finaullcing statements, Instruments, documents and other agreements as Lender or Its attorneys may reasonably request ID evidence and secure the Loans and to perfect all Security interests. LENDER'S EXPENDITURES. If any action or proceeding Is commenced that would materially affect Lender's Interest In the Collateral or M Borrower fells to comply with. any provision of this Agreement or any Related Documents, including but not limited to Borrower's failure to discharge or pay when due any amo unW Borrower is required to discharge or pay under this Agreement or any Related Documents, Lender on Borrower's behalf may (but shall not be obll8ettid to) take any action that Lender deems appropriate, Including but not WrOad to discharging or paying all taxes, lens, security interests, encumbrances and other clams, at any time levied or placed on any Collateral and paying al costs for insuring, mairtainng and preserving any Collateral. Al such expenditures Incurred or paid by Lender for such purposes will then beer Interest at the rate charged under the Note from the date Incurred or paid by Lander to the data of repayment by Borrower. All such expenses will become a part of the Indebtedness and, at Larders option, will (A) be payable on demand; (B) be added to the balance of the Note and be apportioned among and be payable with any instalment applicabl bballo nnppaymebecome rt which hw wll beeddue amend (ipayable at?the Notes maturritye Insurance policy; or (2) the remaining term of the Note; or (C) be treated as a NEGATIVE COVENANTS. Borrower covenants and agrees with Lender that while this Agreemerd Is In effect, Borrower shall not, without the prior written consent of Lender. Indebtedness and Liens. (1) Except for trade debt Incurred in the normal course of business and Indebtedness to Lender contemplated by this Agreement, create, Incur or assume indebtedness for borrowed money, Including capital leases, (2) sell, transfer, mortgage, assign, pledge, Isere, grant.a security iterest In or encumber any of Borrowers assets (except as allowed as Permitted Liens), or (3) sell with recourse any of Borrowers accounts, except to Lender. Condwity of Operations. (1) Engage in any business activities substantially different than those in which Borrower Is presently engaged, or (2) cases operations, liquidate, merge, transfer, acquire or consolidate with any other entity, change ownership, dissolve or transfer or sell Collateral out of the ordinary course of business. Loans, Acquisitions and Guaranties. (1) Loan, Invest In or advance money or assets to any other person, enterprise or entity, (2) purchase, create or acquire any Interest In any other enterprise or entity, or (3) incur any obligation as surety or guarantor other then in the ordinary course of business. containing agrownert any provlslona witch would be violated or breached by the pertorrrance of AW*omwft Borrower will not enter Into Borodlgations under this Agreemert or any In connection herewith. CESSATION OF ADVANCES. If Larder has made any corrrnkment to make any Loan to Borrower, whether under this Agreement or under any other agreement, Lender shell have no obligation to make Loan Advances or to disburse Loan proceeds M (A) Borrower or any Guarantor le In default under the tamts of this Agreement or any of the Related Documents or any other agreerriert that Borrower or any Guarantor has with Lender; (B) Borrower or ary Guarantor dies, becomes Incompetent or becomes. insolvent, flee a petition In beNvupicy or similar proceedings, or is adjudged a bankrupt; (C) two occurs a materiel adverse change in Borrowers financial concittlon, In the *wxM condition of any Guarantor, or in the value of any Ccilataraf searing any Loan; or (0) any Guarantor seeks, claims or otherwise attempts to limit, modify or revoke such Guarantor's guaranty of the Loan or any other ban with Lender, or (E) Lender in good faith deems Itself Insecure, even though no Event of Default shall have occurred. RIGHT OF SETOFF. To the extent permRied by applicable law, Lender reserves a right of setoff in all Borrowers accounts with Lender (whether cheokkU savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open in the fu urs. However, this does riot include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the Indebtedness against any and all such accounts. DEFAULT. Each of the following shall constitute an Evert of Default under this Agreement Payment Default. Sommer falls to make any payment when due under the Loan. Other DdmbL Borrower tale to comply with or to perform any other term, obligation, covenant or condition contained In this Apasrnent or in any of the Related Documents or to comply with or to perform any term, obligation, covenant or condition contained in any other egreernent between Leander and Borrower. Default In Favor of Third Parties. Borrower or any Grartor defaults under any loan, extension of credit, security agreement, purchase or sales agreement or or any y Grantors ability In favor of any ity to repay the Lother creditor or person that oans operform their respective materially affect obligations under any er this Agreemrennt oany r anyG??s property or Related of the Documents. BUSINESS LOAN AGREEMENT (Continued) Page 4 False Statements. Any warranty, representation or statement made or fumished to Lender by Borrower or on Borrower's behalf under this Agreement or the Related Documents is Use or misleading in any material respect, either now or at the time made or fumished or becomes false or misleading at any time thereafter. Death or Insohrency. The death of Borrower or the dissolution or termination of Bomowees existence as a going business, the insolvency of Borrower, the appointment of a receiver for any part of Borrower's property, arty assignment for the benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower. Detective Collateraifzatlon. This Agreement or any of the Related Documents ceases to be in full force and effect (including failure of any collateral document to create a valid and perfected security Interest or lien) at any time and for any reason. Creditor or Forfeiture Proceedings. Cornmerxement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help, repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the Loan. This includes a garnishment of any of Borrower's accounts, Including deposit accounts, with Lender. However, this Event of Default shall not apply If there is a good faith dispute by Borrower as to the validity or reasonabla s of the claim which Is the basis of the creditor or forfeiture proceeding and If Borrow gives Larder written notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surely bond for the creditor or forfeiture prodding, In an amount determined by Lender, in Its sole discretion, as being an adequate reserve or bond for the dispute. Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the Indebtedness or any Guarantor dies or becomes incompetent, or revokes or disputes the validity of, or Ifablity, under, any Guaranty of the Indebtedness. In the event of a death, Lender, at ft option, may, but shall not be required to, permit the Guarantor's estate to assume unconditionally the obligations arising under the guaranty in a manner satisfactory to Lender, and, in doing so, cure any Event of Default Adverse Change. A material adverse change occurs in Borrow ees financial condition, or Lender believes the prospect of payment or performance of the Loan is impaired. Insecurity. Lander in good faith believes itself insecure. Right to Cure. If any default, other than a default on Indebtedness, is curable and If Borrower or Grantor, as the case may be, has not been given a notice of a similar default within the preceding twelve (12) months, it may be cured (and no Event of Default will have occurred) If Borrower or Grantor, as the case may be, after receiving written notice from Lender demanding cure of such default (1) cure the default within fifteen (15) days; or (2) if the cure requires more than fifteen (15) days, immediately initiate steps which Lander deems In Lender's sole discretion to be sufficient to cure the default and thereafter continue and complete all reasonable and necessary steps sutficlerd to produce compliance as soon as reasonably practical. EFFECT OF AN EVENT OF DEFAULT. If any Event of Default shall occur, except where otherwise provided in this Agreement or the Related Documents, all commitments and obligations of Lander under this Agreement or the Related Documents or any other agreement immediately will terminate (including any obligation to make further Loan Advances or disbursements), and, at Lender's option, all Indebtedness Immediately will become due and payable, of without notice of any kind to Borrower, except that In the case of an Event of Default of the type described in the 'Insolvency' subsection above, such acceleration shall be automatic and not optional. In addition, Lender shall have all the rights and remedies provided In the Related Documents or available at law, in equity, or otherwise. Exoept as may be prohibited by applicable law, all of Larder's rights and remedies shell be cumulative and may be exercised singularly or concurrently. Election by Lender to pursue any remedy shat not exclude pursult of any other remedy, and an. election to make. expenditures or to. take action to perform an obligation of Borrower or of. any Grantor shall not affect Lender's right to declare a default and to exercise Its rights and remedies. OPTION TO. DECLARE LOAN DUE Although the repayment of the loan evidenced by this instrument has been designed as N It were to extend for the term established in the 'Paymen r section, hereinabove outlined, Borrower understands that Lender expressly reserves the right and option, exercisable at Its discretion, to declare the entire unpaid principal balance under this Promissory Note together with all interest which shall have accrued thereon to be due and payable on the fifth (5th) anniversary of the date of this Promissory Note and on each succeeding Fhre(5) year anniversary of that date during the term hereof, hereinafter referred to as 'Loan Cal Date". In the event that Lender desires to exercise Its option to declare the Loan due, it shall deliver written notice thereof by regular fist class mat to Borrower's lost known address 90 days prior to the Loan Cal Date. In the event that Lender desres to exercise its option to declare the Loan due, It shall deliver written notice thereof by hard delivery, nationally recognized overnight oourler or regular fist class mail to Borrower's last known address at least 90 days prior to the Loan Cal Date. Borrower shall, an or before the Loan Call Date mmediately following such notice, repay the entire principal balance due under the Promissory Note together with all unpaid Interest which shall have accrued thereon as well as arty other sums which may then be due under the Promissory Note or any other document constituting a part of the within ben transaction. Notice provided by first class mall to Borrower's last known address shall be deemed to have been delivered when deposited In the msg. POST CLOSING COMPLIANCE Borrower agrees to execute. re-execute, cause a Guarantor(s) or other third party(les) Involved In the loan transaction to execute and/or re-execute and to deliver to Lender or Its legal counsel, as may be deemed appropriate, arty document or instrument signed In connection with the Loan which was incorrectly drafted andlor signed, as well as any document or Instrument which should have been signed at or prior to the closing of the Loan, but which was not so signed and delivered. Borrower agrees to comply with any, written request by Lander within ten (10) days after receipt by Borrower of such request Failure to Borrower to so comply shall, at the option of Lander, upon notice to Borrower, constitute an event of default under the Loan. COMMITIIIIENT LETTER COMPLIANCE- This loan Is contingent upon Borrower's oompilance with all of the terms and conditions in the commitrnent letter issued by Lender to Borrower on or about June 13, 2003. Upon breach of any tern of condition thereon Lander shall have the right to declare this loan In default and demand payment In full of the principal balance remaining unpaid, together with all Interest, which shall have accrued thereon. . MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Agreement: Amendments. This Agreement, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth In this Agreement No alteration of or amendment to this Agreement shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Attorneys' Fees; Expenses. Borrower agrees to pay upon demand all of Lender's coats and expenses, Including Lender's attorneys' fees and Lenders legal expenses, incurred in connection with the enforcement of this Agreement Lender may hire or pay sorneone else to help enforce this Agreement, and Borrower shag pay the costs and expenses of such enforcement. Costs and expenses Include Lender's attorneys' fees and legal expenses whether or not there is a lawsult, including attorneys' fees and legal experees for bankruptcy proceedings (Including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated postiudgment colecdon services. Borrower also shall pay all court costs and such additional fees as may be directed by the court Caption Headings. Caption headings in this Agreement are for convenience purposes only and are rot to be used to interpret or define the provisions of this Agreement. Consent to Loan Participation. Borrow green and consents to Lenders sate or transfer, ? sr now or later, of one or more participation BUSINESS LOAN AGREEMENT (Continued) Page 5 interests in the Loan to one or more purchasers, whetter related or unrelated to Lender. Lender may provide, without any limitation w halsoever, to ary one or more purchasers, or potential purchasers, any information or knowledpo Lander may have about Borrower or about any other matter relating to the Loan, and Borrower hereby waives any rights to privacy Borrower may have with respect to such matters. Borrower additionally waives any and all notices of sale of participation Interests, as well as all notices of any repurchase of such participation interests. Borrower also agrees that the purchasers of any such participation interests will be oonsidered as the absolute owners of such interests in the Loan and will have all the rights granted under the participation agreement or agreernents goveMig the eels of such participation interests. Borrower further waives all rights of offset or cowrtervlalm that it may have now or later against Lender or against any purchaser d such a participation interest and unconclitlonally agrees that elther Lander or such purchaser may a *xw Borrower's obligation under the Loan Irrespective d the falhrre or Insolvency of any holder of arty interest In the Loan. Borrower further agrees that the purchaser of any such participation Interests may enforce b Interests Irrespective of any personal claims or defenses that Borrower may have against Larder. Goveming Law. This Agreement will be governed by, oonstrued and enfamed In accordance with federal law and the laws of the Cornmonweelth of Pennsylvania. This Agreement has been accepted by Lender In the Commonwealth of Pennsylvania. Joint and Several Llabllity. All obligations of Borrower under this Agreement shall be Joint and several, and alt references tD Borrower shall mean each and every Borrower. This means that each Borrower signing below is responsible for all obligations in this Agreement. No Wainer by Lender. Lender stall not be deemed to have waived any rights under this Agreement unless such waiver Is given In writing and signed by Lender. No delay or omission on the part of Lender In exercising any right shat operate as a waiver of such right or any other right A waterer by Lander of a provision of this Agreement shall not prejudice or constitute a waiver of Lender's right otherwise to demand strict complance with that provision or any other provision of this Agreement. No prior waterer by Lender, nor any course d dealing between Lender and Borrower, or between Lender and ary Grantor, shall constitute a waiver d any d Lender's rights or of any of Borrower's or any Grantor's abMBetloras as to any future transactions. Whsnsvsr the corwent d Lander is required under this Agreement, the granting of such consent by Lender in any instance shall not constitute oorfinudrg consent to subsequent Instances where such consent Is required and in aI uses such consent may be granted or withheld In the sole dkwmtbn d Lender. Notices.- Unless otherwise provided by applicable law, any notice required to be given under this Agreement shall be given in writing, and shall be effective when, actually delivered, when actually received by telstaoshile (uress otherwise required by law), when deposited with a rationally rooogn zed ovremigM coculer, or, If mailed, when deposited in the United States mall, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Agreement. Any party may change Its address for notices under file Agreement by glvlg formal written notice to the o1 her parties, specifying that the purpose of the notloe Is to change the party's address. For notice purposes, Borrower agrees to keep Lender informed at all tins of Borrower's current address. Unless otherwise provided by applicable taw, I tiers is more than one Borrower, any notice given by Larder to any Borrower is deemed to be notice given to atl Borrowers. 3svarabllity.,lf acourt of cxxrmpeternt Jurisdiction flats arty provision of this Agreement to be ?, Invalid, or unerforreable as to any person or cranrrathnce, that Molng shat not make the olFermcNrg provision illegal, nvalid, or unerrforoeeble as to any_other persorn or crcurrretence. ff feastilo, the oiFenuilrg provision shat be considered modified so that It becomes legal. valid and enforceable. tf the offending provision cannot be . so rnodfied,:?? shell toe oonstdsred deleted from rile Agreement. Unless otihervvlse required by-law, tie illegality, invafidlty, or unentoroeabAity of ery proviebr%of th? Agreement shat not affect the legalfiy, validity or enforceabptty of any other provision of thb Agreement. '. sueaswors'a and Assigns. AN covenants and agroanants by or an behaff of Borrower contained in this Agreement or any Related Documents shall bind Borrower's successors and assigns and shat Inure to the benefit of Lender and Its success= and assigns. Borrower shall not, however, have the right to assign Borrowers rights under this Agreement or any interest therel?, without the prior written consent of Lender. surviwl of iAPasentatfons and Wann alts. Borrower understands and agrees that In raking the Loan, Lender Is relying on all represermb e. warranties, and covenants made by Borrower in this Agreement or in any certificate or other I atrument delivered by Borrower to Lender under this Agreement or the Related Documents. Borrower further agrees that regardless d arty investigation made by Lender, at such representations, warranties and covenants will survive the making of the Loan and delivery to Lender of the Related Documents, shall be continuing in nature, and shat remain It full force and effect and such time as Borrower's Indebtedness shall be paid In full, or urd this Agreement shall be terminated In the manner provided above, whichever Is the last to occur. Time Is of the Essence. Time is of the essence in the performance d this Agreement DEFINITIONS. The forowing capitalized words and terms shat have the following meanings when used in this Agreement Unless specifically stated m the contrary, all references to doter amounts shall mean amounts In lawful money of the United States of America. Words and terms used in the singular shall include the plural, and the plural shat Include the singular, as the oontezt may require. Words and terns not otherwise defired in this Agreement aW have the meanings attributed tD such terms in the Uniform Commercial Code. Accounting words and terms not otherwise donned in this Agreement shall have the meanings assigned to them in accordance with generally accepted accounting principles as in effect an the daft of this Agreement Advance. The word 'Advance' means a disbursement of Loan funds made, or to be made, to Borrower or on Borrowers behalf on a line of credit or multiple advance basis under the terms and conditions of this Agreement. Ag esrtartL The word "Agreernenr means this Business Loan Agreement, as this Business Loan Agreement may be amended or modified from One to time, together with at exhibits and schedules attached to this Business Loan Agreement from time to time. Borrower. The word "Borrower" means Wham H. Gooding and Kelly J. Gooding and Includes all co-signers and co-makers signing the Note. Collateral. The word 'Collateral' means all property and assets granted as collateral secuafty for a Loan, whether real or personsi property, Whethar granted directly or Indirectly, whether Warded now or in the future, and whether granted In the form of a security Lftrest, mortgage, collateral mortgage, deed of trust, assignrnerf, pledge, crop pledge, chattel mortgage, collateral chattel mortgage, chattel trust, factors tlen, equipment trust, conditional sale, trust receipt, tern, charge, lien or title retention Contract, lease or consignment intended as a security dwAce, or any other security or lien interest whatsoever, whether created by law, contract, or otherwise. Emdronrnsnnt Laws. The words "Environments! Laws' mean any and all state, federal and local statutes, regulations and ordinances relating to the protection of human health or the environment; nCludnp without limitation the Comprehensive Ernrirornentai Response, Compensation, and Liability Act of 1980, as amended, 42 U.S.C. Section ti801, at seq. ("CERCLA'), the Supedund Amendments and Reauthorization Act of 1988, Pub. L No. 86489 ('SARA7, the Hazardous Materiels Transportation Act, 49 U.S.C. Section 1801, at seq., the Resource Conservation and Recovery Act, 42 U.S.C. Section 69M, at seq., or other applicable state or federal laws, rules, or repulstlons adopted pursuant thereto. Event at Default The words "Event of DefatW now any of the events of default set forth In this Agreement in the default section of this AgreenteM GAAP. The word "GAAP" means generally accepted aCCCUmtlng principles. Grantor. The word "Grarrnr' means each and all of the persons or entitles granting a Security Interest in any Collateral for the Loan, Including without bnitation at Borrowers granting such a Security Interest. BUSINESS LOAN AGREEMENT (Continued) Page 6 Guarantor. The word 'Guarantor' means any gUarantor, surety, or accommodation party of any or all of the Loan. Guaranty. The word 'Guaranty" means the guaranty from Guarantor to Lender, including without limitation a guaranty of all or part of the Note. Hazardous Substances. The words 'Hazardous Substances' mean materials that, because of their quantity, oonoentration or physical, chemical or Infectious characteristics, may cause or pose a present or potential hazard to human health or the environment when improperly used, treated, stoned, disposed of, generated, manullactursd, transported or otherwise handled. The words 'Hazardous Substances' are used in their very broadest sense and include without limitation any and all hazardous or toxic substances, materials or waste as defined by or listed under the Environmental Laws. The term "Hazardous Substances' also includes, without limitation, petroleum and petroleum by-products or any traction thereof and asbestos. indebtednsss. The word 'Indebtedness" means the Indebtedness evidenced by the Note or Related Documents, Including all principal and interest together with all other indebtedness and costs and expenses for which Borrower is responsible under this Agreement or under any of the Related Documents. Lander. The word 'Lender' means COMMERCE BANKIHARRISBURG N.A., its successors and assigns. Loan. The word "Loan" means any and all bans and financial accommodations from Lender to Borrower whether now or hereafter existing, and however evidenced, including without limitation those loans and financial aocomModations described herein or described on any exhibit or schedule attached to this Agreement from time to time. Notes The word 'Note' means the Note executed by William H. Gooding and Kelly J. Gooding in the principal amount of $30,000.00 dated June 27, 2003, together with all renewals of, extensions of, modifications of, refinancings of, consolidations of, and substitutions for the note or credit agreement Permitted Liens. The words "Permitted Liens' mean (1) liens and security Interests securing indebtedness owed by Borrower to Lender, (2) liens for taxes, assessments, or similar charges either rot yet due or being contested in good faith; (3) liars of materialmen, mechanics, warehousemen, or carriers, or other Ike liens arising in the ordinary course of business and securing obligations which are not yet delinquent; (4) purchase money [tens or purchase money security interests upon or in arry property acquired or held by Borrower In the ordinary course of business to secure indebtedness outstanding on the date of this Agreement or permitted to be Incurred under the paragraph of this Agreement titled "Indebtedness and Liens"; (5) liens and security Interests which, as of the date of this Agreement; have been disclosed to and approved by the Lender in writing; and (B) those liens and security Interests which In the aggregate constitute an immaterial and Insignificant monetary amount with respect to the net value of Borrower's assets. Related Documents. The words "Related Documents' mean all prom Wory notes, credit agreements, ban agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Loan. Security Agreernent. The words 'Security Agreement' mean and include without in>hatlon any agreements, promises, covenants, arrangements, understandings or other agreements, whether created by law, contract, or otherwise, evidencing, governing, repnaserift or creating a Security Interest Security Interest The words 'Security Interest" mean, without limitation, any and all types of collateral security, present and future, whether in the form of a lien, charge, encumbrance, mortgage, deed of trust, security deed, assignment, pledge, crop pledge, chattel mortgage, collateral chattel mortgage, chattel trust, factor's lien, equipment trust, conditional sale, trust receipt, lien or title retention contract, tease or consignment intended as a security device, or any other security or lien Interest whatsoever whether created by law, contract, or otherwise. BORROWER ACKNOWLEDGES HAVING READ ALL THE. PROVISIONS OF THIS BUSINESS LOAN AGREEMENT AND BORROWER AGREES TO ITS TERMS. THIS BUSINESS LOAN AGREEMENT IS DATED JUNE 27, 2003. BOR WER: X X ng, nd ualty lly J. ell LENDER: COMMERCE BANKIHARRISBURG N.A. By: METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly@mette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE BANK/HARRISBURG, N.A. Plaintiff V. WILLIAM H. GOODLING and KELLY J. GOODLING, Defendants i? _ o 1 , 1 . 1; ° • t ? U F L A li U SYLV ',t A IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO. AFFIDAVIT OF NON-MILITARY SERVICE I am the attorney for Metro Bank, f/k/a Commerce Bank/Harrisburg, N.A., and according to the best of my information and belief, the Defendants are adult individuals and are not in the United States Military Service. William H. Goodling Kelly J. Goodling 395 Allison Avenue 395 Allison Avenue Mechanicsburg, PA 17055 Mechanicsburg, PA 17055 Respectfully submitted, Heather Z. Kel , Esquire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorney for Plaintiff Date: November 6, 2012 METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly@mette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE BANK/HARRISBURG, N.A. Plaintiff V. WILLIAM H. GOODLING and KELLY J. GOODLING, Defendants i '1 f IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA 1 DOCKET NO. 19 - wo) S ?-v l Certificate of Address I hereby certify that the Defendants maintain a residential address at: William H. Goodling 395 Allison Avenue Mechanicsburg, PA 17055 Date: November 6, 2012 Kelly J. Goodling 395 Allison Avenue Mechanicsburg, PA 17055 Respectfully submitted, Heather Z. Kelly, Esquire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorney for Plaintiff e ' .F , METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkell a,mette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE IN THE COURT OF COMMON PLEAS OF BANK/HARRISBURG, N.A. CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff V. Qvi DOCKET NO. 1 a- 6g S I WILLIAM H. GOODLING and KELLY J. GOODLING, Defendants Notice Under Pa R.C.P. 2958.1 Of Judgment And Execution Thereon Notice of Defendant's Rights TO: William H. Goodling 395 Allison Avenue Mechanicsburg, PA 1.7055 A judgment in the amount of $3,173.76 has been entered against you in favor of the plaintiff without any prior notice or hearing, based on a confession of judgment contained in a written agreement or other paper allegedly signed by you. The sheriff may take your money or other property to pay the judgment at any time after thirty (30) days after the date on which this notice is served on you. You may have legal rights to defeat the judgment or to prevent your money or property from being taken. YOU MUST FILE A PETITION SEEKING RELIEF FROM THE JUDGMENT AND PRESENT IT TO A JUDGE WITHIN THIRTY (30) DAYS AFTER THE DATE ON WHICH THIS NOTICE IS SERVED ON YOU OR YOU MAY LOSE YOUR RIGHTS. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. Cumberland County Lawyer Referral Service Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA 17013 (717) 249-3166 1-800-990-9108 Respectfully submitted, Heather Z. Kell , squire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorney for Plaintiff Date: November 6, 2012 METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly@mette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE BANK/HARRISBURG, N.A. Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. DOCKET NO. WILLIAM H. GOODLING and KELLY b J. GOODLING, Defendants Notice Under Pa R.C.P. 2958.1 Of Judgment And Execution Thereon Notice of Defendant's Rights TO: Kelly J. Goodling 395 Allison Avenue Mechanicsburg, PA 17055 A judgment in the amount of $3,173.76 has been entered against you in favor of the plaintiff without any prior notice or hearing, based on a confession of judgment contained in a written agreement or other paper allegedly signed by you. The sheriff may take your money or other property to pay the judgment at any time after thirty (30) days after the date on which this notice is served on you. You may have legal rights to defeat the judgment or to prevent your money or property from being taken. YOU MUST FILE A PETITION SEEKING RELIEF FROM THE JUDGMENT AND PRESENT IT TO A JUDGE WITHIN THIRTY (30) DAYS AFTER THE DATE ON WHICH THIS NOTICE IS SERVED ON YOU OR YOU MAY LOSE YOUR RIGHTS. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. Cumberland County Lawyer Referral Service Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA 17013 (717) 249-3166 1-800-990-9108 Respectfully submitted, Heather Z. Kelly, Esquire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorney for Plaintiff Date: November 6, 2012 yy . t (j 1l t.-?: r-iiA METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkell @mette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE BANK/HARRISBURG, N.A. Plaintiff V. WILLIAM H. GOODLING and KELLY J. GOODLING, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA : DOCKET NO. I ?-'- NOTICE UNDER 42 Pa. C.S.A. 2737.1 OF RIGHT TO RECOVER ATTORNEY FEES AND COSTS AND PROCEDURE TO FOLLOW TO STRIKE OFF OR OPEN A CONFESSED JUDGMENT TO: William H. Goodling 395 Allison Avenue Mechanicsburg, PA 17055 Pursuant to 42 Pa.C.S.A. 2737. 1, you are hereby notified that a debtor who has been incorrectly identified and had a confession of judgment entered against him shall be entitled to costs and reasonable attorney fees as determined by the court. Pursuant to 42 Pa.C.S.A. § 2737.1, you are hereby notified of the instructions regarding the procedure to follow to strike off or open a confessed judgment under Pennsylvania Rule of Civil Procedure 2959, which is reproduced in full, on the following page. Respectfully submitted, Heather Z. Kell , squire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorney for Plaintiff Date: November 6, 2012 PENNSYLVANIA RULE OF CIVIL PROCEDURE 2959 STRIKING OFF OR OPENING JUDGMENT; PLEADINGS AND PROCEDURE (a)(1) Relief from a judgment by confession shall besought by petition. Except as provided in subparagraph (2), all grounds for relief whether to strike off the judgment or to open it must be asserted in a single petition. The petition may be filed in the county in which the judgment was originally entered, in any county to which the judgment has been transferred or in any other county in which the sheriff has received a writ of execution directed to the sheriff to enforce the judgment (2) The ground that the waiver of the due process rights of notice and hearing was not voluntary, intelligent and knowing shall be raised only (i) in support of a further request for a stay of execution where the court has not stayed execution despite the timely filing of a petition for relief from the judgment and the presentation of prima facie evidence of a defense; and (ii) as provided by Rule 2958.3 or Rule 2973.3. (3) If written notice is served upon the petitioner pursuant to Rule 2956.1(c)(2) or Rule 2973.1(c), the petition shall be filed within thirty days after such service. Unless the defendant can demonstrate that there were compelling reasons for the delay, a petition not timely filed shall be denied. (b) If the petition states prima facie grounds for relief the court shall issue a rule to show cause and may grant a stay of proceedings. After being served with a copy of the petition the plaintiff shall file an answer on before the return day of the rule. The return day of the rule shall be fixed by the court by local rule or special order. (c) A party waives all defenses and objections which are not included in the petition or answer. (d) The petition and the rule to show cause and the answer shall be served as provided in Rule 440. (e) The court shall dispose of the rule on petition and answer, and on any testimony, depositions, admissions and other evidence. The court for cause shown may stay proceedings on the petition insofar as it seeks to open the judgment pending disposition of the application to strike off the judgment. If evidence is produced which in a jury trial would require the issues to be submitted to the jury, the court shall open the judgment. (f) The lien of the judgment or of any levy or attachment shall be preserved while the proceedings to strike off or open the judgment are pending. (g) (1) A judgment shall not be stricken or opened because of a creditor's failure to provide a debtor with instructions imposed by an existing statute, if any, regarding procedures to follow to strike a judgment or regarding any rights available to an incorrectly identified debtor. (2) Subdivision (g)(1) shall apply to (1) judgment entered prior to the effective date of a subdivision (g) which have not been stricken or opened as of the effective date and (2) judgment entered on or after the effective date. METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly@mette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE BANK/HARRISBURG, N.A. Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO. ?o - Q a?S I/ I WILLIAM H. GOODLING and KELLY J. GOODLING, : Defendants NOTICE UNDER 42 Pa. C.S.A. 2737.1 OF RIGHT TO RECOVER ATTORNEY FEES AND COSTS AND PROCEDURE TO FOLLOW TO STRIKE OFF OR OPEN A CONFESSED JUDGMENT TO: Kelly J. Goodling 395 Allison Avenue Mechanicsburg, PA 17055 Pursuant to 42 Pa.C.S.A. 2737.1, you are hereby notified that a debtor who has been incorrectly identified and had a confession of judgment entered against him shall be entitled to costs and reasonable attorney fees as determined by the court. Pursuant to 42 Pa.C.S.A. § 273 you are hereby notified of the instructions regarding the procedure to follow to strike off or open a confessed judgment under Pennsylvania Rule of Civil Procedure 2959, which is reproduced in full, on the following page. Respectfully submitted, Bather Z. Kel y, Esquire I.D. No. 86291 Mette, Evans & Woodside 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 Telephone: (717) 232-5000 Attorney for Plaintiff Date: November 6, 2012 PENNSYLVANIA RULE OF CIVIL PROCEDURE 2959 STRIKING OFF OR OPENING JUDGMENT; PLEADINGS AND PROCEDURE (a)(1) Relief from a judgment by confession shall besought by petition. Except as provided in subparagraph (2), all grounds for relief whether to strike off the judgment or to open it must be asserted in a single petition. The petition may be filed in the county in which the judgment was originally entered, in any county to which the judgment has been transferred or in any other county in which the sheriff has received a writ of execution directed to the sheriff to enforce the judgment (2) The ground that the waiver of the due process rights of notice and hearing was not voluntary, intelligent and knowing shall be raised only (i) in support of a further request for a stay of execution where the court has not stayed execution despite the timely filing of a petition for relief from the judgment and the presentation of prima facie evidence of a defense; and (ii) as provided by Rule 2958.3 or Rule 2973.3. (3) If written notice is served upon the petitioner pursuant to Rule 2956.1(c)(2) or Rule 2973.1(c), the petition shall be filed within thirty days after such service. Unless the defendant can demonstrate that there were compelling reasons for the delay, a petition not timely filed shall be denied. (b) If the petition states prima facie grounds for relief the court shall issue a rule to show cause and may grant a stay of proceedings. After being served with a copy of the petition the plaintiff shall file an answer on before the return day of the rule. The return day of the rule shall be fixed by the court by local rule or special order. (c) A party waives all defenses and objections which are not included in the petition or answer. (d) The petition and the rule to show cause and the answer shall be served as provided in Rule 440. (e) The court shall dispose of the rule on petition and answer, and on any testimony, depositions, admissions and other evidence. The court for cause shown may stay proceedings on the petition insofar as it seeks to open the judgment pending disposition of the application to strike off the judgment. If evidence is produced which in a jury trial would require the issues to be submitted to the jury, the court shall open the judgment. (f) The lien of the judgment or of any levy or attachment shall be preserved while the proceedings to strike off or open the judgment are pending. (g) (1) A judgment shall not be stricken or opened because of a creditor's failure to provide a debtor with instructions imposed by an existing statute, if any, regarding procedures to follow to strike a judgment or regarding any rights available to an incorrectly identified debtor. (2) Subdivision (g)(1) shall apply to (1) judgment entered prior to the effective date of a subdivision (g) which have not been stricken or opened as of the effective date and (2) judgment entered on or after the effective date. 603873v1 METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly2mette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE BANK/HARRISBURG, N.A. Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO. a- d WILLIAM H. GOODLING and KELLY J. GOODLING, Defendants ENTRY OF JUDGMENT Judgment in the amount of $3,173.76 together with interest, attorneys' fees, and costs, as provided in the Note referenced in the Complaint in the above-captioned action, is hereby entered in favor of the Plaintiff, METRO BANK, f/k/a COMMERCE BANK HARRISBURG, N.A., and against the Defendants, WILLIAM H. GOODLING and KELLY J. GOODLING. Prothonotary: , t7 Date: Ila 604017v1 METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly_2mette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE BANK/HARRISBURG, N.A. Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA DOCKET NO. a_ ?? 01 WILLIAM H. GOODLING and KELLY J. GOODLING, Defendants NOTICE OF ENTRY OF JUDGMENT TO: William H. Goodling 395 Allison Avenue Mechanicsburg, PA 17055 You are hereby notified pursuant to Rule 236 of the Pennsylvania Rules of Civil Procedure that Judgment has been entered against you in the amount of $3,173.76 as provided in the Note referenced in the Complaint plus all continuing interest, attorney's fees and costs. Prothonotary Cum rland unty 1 -I 2. A 0-- Date By: METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly@mette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE BANK/HARRISBURG, N.A. Plaintiff V. IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA ? V'l DOCKET NO. - WILLIAM H. GOODLING and KELLY J. GOODLING, Defendants NOTICE OF ENTRY OF JUDGMENT TO: Kelly J. Goodling 395 Allison Avenue Mechanicsburg, PA 17055 You are hereby notified pursuant to Rule 236 of the Pennsylvania Rules of Civil Procedure that Judgment has been entered against you in the amount of $3,173.76 as provided in the Note referenced in the Complaint plus all continuing interest, attorney's fees and costs. Prothonotary f Cum Ian unty ~ SEAL Date By: SHERIFF'S OFFICE OF CUMBERLAND COU NTYG Ronny R Anderson ~~ ~ ^~ o --a ~ Sheriff , ~t ~+r,nd ~~~~ r~~ x ~~ '_ ~er~ Jody S Smith ~'~~~ ~'~~` ~A ,,,~- ~ Chief Deputy ~ ~~ ~ ' ~'-_ ~'° r-~~- 'C ~ ° .~~~. ~~` Richard W Stewart ~~ zs 3 ~-~ ~=~ Solicitor ~,r~ -G :r sw~ ,.~~~~ ~' ._.; ~ -~ Metro Bank F/WA Commerce Bank/Harrisburg N.A. Case Number vs. William H. Goodling (et al.) 2012-6825 SHERIFF'S RETURN OF SERVICE 11!08/2012 05:40 PM -Deputy Jason Kinsler, being duly sworn according to law, served the requested Complaint in Confession of Judgment by "personally" handing a true copy to a person representing themselves to be the Defendant, to wit: William H. Goodling at 395 Alison Avenue, Mechanicsburg Borough, Mechanicsburg, PA 17055. (J` /Lv J ON KINSLER, DEPUTY 11/08/2012 05:40 PM -Deputy Jason Kinsler, being duly sworn according to law, served the requested Complaint in Confession of Judgment by "personally" handing a true copy to a person representing themselves to be the Defendant, to wit: Kelly J. Goodling at 395 Alison Avenue, Mechanicsburg Borough, Mechanicsburg, PA 17055. 0 ~ Jam/ SON KINSLER, DEPUTY SHERIFF COST: $54.00 November 09, 2012 SO ANSWERS, RON R ANDERSON, SHERIFF ;c;u^:yS..ute Se~erift. '7 e! jsn!L. I c. METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkelly@mette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE BANK/HARRISBURG, N.A. Plaintiff V. t. /LEPD- ROtti ON 0 TA i 2014 4UG 6 ft 2: 1 9 CLINBERL A ND LINT PENNSYLVACONIA : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA : DOCKET NO. 2012-6825 WILLIAM H. GOODLING and KELLY : J. GOODLING, Defendants PARTIAL RELEASE OF JUDGMENT LIENS WHEREAS, on November 7, 2013, a judgment was entered in confession in favor of Plaintiff and against Defendants in the Court of Common Pleas of Cumberland County in the above -captioned action (the "Judgment"). WHEREAS, Defendants owned an interest in the following parcels of real property (collectively, the "Property"): 04,k a4hc 0,1A IIrA (1) 500 Dakemich Court, Enola, Cumberland County, Pennsylvania, 17025 (Tax Parcel I.D. No. 09-14-0832-417) (2) 501 Dakemich Court, Enola, Cumberland County, Pennsylvania, 17025 (Tax Parcel I.D. No. 09-14-0832-365A) (3) 502 Dakemich Court, Enola, Cumberland County, Pennsylvania, 17025 (Tax Parcel I.D. No. 09-14-0832-418) (4) 503 Dakemich Court, Enola, Cumberland County, Pennsylvania, 17025 (Tax Parcel I.D. No. 09-14-0832-407) (5) 504 Dakemich Court, Enola, Cumberland County, Pennsylvania, 17025 (Tax Parcel I.D. No. 09-14-0832-419) (6) 516 Dakemich Court, Enola, Cumberland County, Pennsylvania, 17025 (Tax Parcel I.D. No. 09-14-0832-425) (7) 518 Dakemich Court, Enola, Cumberland County, Pennsylvania, 17025 (Tax Parcel I.D. No. 09-14-0832-426) NOW, THEREFORE, Plaintiff, its successors, representatives, and assigns agree that it will not attach or levy upon, sell or dispose of, claim or demand the Property, in or as a result of Judgment and releases the lien of the Judgment only on the Property; provided, however, that nothing contained herein shall affect such Judgment or the lien thereof of its legal validity upon or against any other property of Defendants in Cumberland County. IT WITNESS WHEREOF, I have executed this document this 31st day of June, 2014. Respectfully submitted, METTE, EVANS & WOODSIDE By: ,beta Heather Z. Kelly, 1quire=xJ`� Sup. Ct. I.D. No. 86291 3401 North Front Street P. 0. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 - Phone (717) 236-1816 — Fax Attorney for Plaintiff 654341v1 METTE, EVANS & WOODSIDE Heather Z. Kelly, Esquire Attorney I.D. No. 86291 3401 North Front Street P.O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 (717) 236-1816 (fax) hzkellyAmette.com Attorney for Plaintiff METRO BANK, f/k/a COMMERCE BANK/HARRISBURG, N.A. Plaintiff V. :23 : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA : DOCKET NO. 2012-6825 WILLIAM H. GOODLING and KELLY : J. GOODLING, Defendants PRAECIPE TO SETTLE, DISCONTINUE AND SATISFY TO THE PROTHONOTARY: Please mark the Judgment satisfied in the above -captioned action. Respectfully submitted, METTE, EVANS & WOODSIDE By: earifei• Z. Kell?, Esquirr Sup. Ct. I.D. No. 86291 3401 North Front Street P. 0. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 - Phone (717) 236-1816 — Fax Attorney for Plaintiff Date: January 8, 2015 CERTIFICATE OF SERVICE I certify that I am this day serving a copy of the foregoing document upon the person(s) and in the manner indicated below, which service satisfies the requirements of the Pennsylvania Rules of Civil Procedure, by depositing a copy of same in the United States Mail at Harrisburg, Pennsylvania, with first-class postage, prepaid, as follows: William H. Goodling Kelly J. Goodling 395 Allison Avenue 395 Allison Avenue Mechanicsburg, PA 17055 Mechanicsburg, PA 17055 By: Date: January 8, 2015 762040v1 METTE, EVANS & WOODSIDE UtalhPA- Heather Z. Key, Esquir Sup. Ct. I.D. No. 86291 3401 North Front Street P. O. Box 5950 Harrisburg, PA 17110-0950 (717) 232-5000 - Phone (717) 236-1816 — Fax Attorney for Plaintiff