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HomeMy WebLinkAbout04-6408 . . .... IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff NO.04 -I-'IOf C.,ull~ v. EDWARD L. STUM, EDWARD STUM, II, CUMBERLAND TRAILERS, INC. and CUMBERLAND HOLDINGS LIMITED PARTNERSHIP, Defendants CIVIL ACTION-LAW Pursuant to the authority contained in the warrant of attorney, a copy of which is attached to the Complaint as Exhibit "A" filed in this action, I appear for the Defendants and confess Judgment in favor of the Plaintiff and against the Defendants as follows: Amount Owed: $ 168,978.38 Interest: To be determined Court Costs: To be determined Attorney's Fees: $ 16,897.80 TOTAL: $185,876.18 plus interest & court costs .. o IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff NO.O'-l -{"CiDV (!,ulT~ v. EDWARD L. STUM, EDWARD STUM, II, CUMBERLAND TRAILERS, INC. and CUMBERLAND HOLDINGS LIMITED PARTNERSHIP, Defendants CIVIL ACTION-LAW COMPLAINT IN CONFESSION OF JUDGMENT FOR MONEY AND NOW, this 16th day of December, 2004, comes the Plaintiff, Capital Region Economic Development Corporation, by and through its attorneys, Steven Courtney, Esquire and states the following cause of action and in support thereof, avers as follows: 1. Plaintiff, Capital Region Economic Development Corporation, is a nonprofit corporation existing under the laws of the Commonwealth of Pennsylvania, whose address is 3211 North Front Street, Harrisburg, Pennsylvania 17110. 2. Defendant, Edward L. Sturn, is an adult individual with a last known address of 151 E. Penn Street, Carlisle, Cumberland County, Pennsylvania 17013. 3. Defendant, Edward Sturn, II, is an adult individual with a last known address of 1315 County Line Road, York Springs, Pennsylvania 17372. 4. Defendant, Cumberland Trailers, Inc., is averred to be a Pennsylvania corporation with an office located at 1120 Green Spring Road, Newville, Cumberland County, Pennsylvania 17241. 5. Defendant, Cumberland Holdings Limited Partnership is averred to be a partnership with an office located at 1120 Green Spring Road, Newville, Cumberland County, Pennsylvania 17241. 6. A true and correct copy of the instruments, Guaranty and Suretyship Agreements and Mortgage Assumption Agreement and Note, under which Plaintiff is confessing judgment is attached hereto, incorporated herein and marked as Exhibit" A". 7 . The balance due pursuant to the terms and conditions as reflected on the promissory note attached hereto as Exhibit "A" less payments made by Defendants, is $185,876.18 plus court costs and interest. 8. The transaction pursuant to which Plaintiff is confessing judgment was for a commerciallbusiness purpose and was not a consumer credit transaction. 9. The instrument and obligation under which judgment is being confessed has not been assigned. 10. Defendants have defaulted on the obligation to Plaintiff by failing to pay all amounts owed Plaintiff pursuant to the terms and conditions of the documents attached hereto as Exhibit "A". 11. Judgment has not been entered against the Defendants in any jurisdiction for any amount under the instrument. 12. Judgment is demanded as authorized by the warrant of attorney contained in the instrument attached as Exhibit "A". 13. The warrant appearing in the attached instrument is less than twenty (20) years old. WHEREFORE, Plaintiff demands the entry of a Judgment against the Defendants, Edward L. Stum, Edward Sturn, II, Cumberland Trailers, Inc., and Cumberland Holdings Limited Partnership, in the sum of $185,876.18, plus costs in this action and interest. I' t., '-__' C.~I't:...''''' .1.1(.1 . _I.... ~Hlc~,HHL~~N~,HHrcH 717 731 9627 P.02 pUARANTY AND SURETY AGREEMENT THIS GUARANTY AND SURETYSHIP AGREEMENT is being made on this23'(dayof April 2004, by Edward L. Sturn, an adult individual (the "Guarantor") to The Capital Region Economic Development Corporation, a Pennsylvania nonprofit economic development organization with an address of3211 North Front Street, Harrisburg. Dauphin County Pennsylvania, 17110 (the 'IALDII). BACKGROUND. OF AGREEMENT A. Cumberland Holdings Limited, a Pennsylvania limited liability compmlY, entered into a loan with ALO on September 11,2002. The loan is in the amount of $200,000.00 (the "Loan). B. The Loan and the obligations of the Borrower to repay the Loan with interest are contained in a Note from the Borrower to the ALO (the "Note"), and are secured by a third mortgage against commercial real property located in Cumberland County, Pennsylvania. C. Edward Sturn. II, one of the members of Cumberland Holdings Limited, is buying out the interest of David Sarlano, the other member of Cumberland Holdings Limited. Furthermore, Mr. Sturn plans on converting the entity known as Cumberland Holdings Limited from a limited liability company to a limited partnership to be known as Cumberland Holdings Limited Partnership (the "Borrower"). D. The Borrower has agreed to sign a Mortgage Assumption Agreement whereby it ",ill assume all liabilities of Cumberland Holdings Limited under the original loan documents executed on Of about September 11, 2002. Said Mortgage Assumption Agreement will be recorded in the Recorder of Deeds office of Cumberland County, Pennsylvania. E. ALO hereby consents to the conveyance of certain real property from Cumberland Holdings Limited to the Borrower by the execution of a deed and the subsequent recording of said deed. F. ALO has agreed to release Cumberland Holding Limited from all liabilities under the Mortgage and other loan documents upon the execution of the deed and Mortgage Assumption Agreement by Borrower. r. -r\ t::...--.J c.lt:..'~""'t .J.1t:J- _'.... UM I C~!I nMLD~I"'i~ ~ nM 11_.n i.l ( i "';'.1 ='OL f r. \:,.1.,J G. The ALO would not make the Loan without this Guaranty from the Guarantor. The Loan and the Project will benefit the Guarantor because of the Guarantort s ownership interests in the Borrower. H. The Note is being endorsed and assigned by the ALO to the Commonwealth of Pennsylvania, acting through the Department of Community and Economic Development (the ItDepartment"). NOW. THEREFORE, in order to induce the ALO to make the Loan to the Borrower and to induce the Department to consent to the making of the Loan by the ALO to the Borrower, and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Guarantor does bereby agree as follows: 1. llnconditional G_uarantv of Payment and Performance. The Guarantor absolutely and unconditionally promises and guarantees to the ALO and the Department the due and punctual payment and full and faithful perfonnance of all amounts and obligations required to be paid or performed by the Borrower pursuant to the Borrower's Agreements when and as the same shall become due and payable or subject to performance, whether at maturity, by acceleration or otherwise according to the tenns of the Borrower"s Agreements. 2. Guara~Jy Not Affected. The Guarantor agrees that neither an assignment nor a sale of the Project will have any affect on the obligations assumed and guaranteed by the Guarantor, which shall continue with the same three and effect as if the assignment or sale had not been made. The Guarantor also agrees that the ALO or the Department may make a claim against the Guarantor under this Guaranty and demand payment and performance by the Guarantor without any requirement that the ALO or the Department proceed first against the Borrower, the Project, the Premises or any other collateral securing the Loan or any other entity having liability for the Loan. The Guarantor agrees that the ALO may make changes in any or all of the Borrower's Agreements (provided that those changes do not include an increase in the principal amount of the Loan, except by reason of increases to the principal from accrued and unpaid interest or other reimbursement obligations of the Borrower) and such changes will not discharge the obligations of the Guarantor under this GuarantYt which shall continue with the same force and effect as if the changes had not been made. 3. CU~FES~ION OF JUDGMENT AGAINST .THE GUA~TOR. IF ANY AMOUNT DUE TO THE ALO OR THE DEPARTMENT UNDER THE NOTE, TIlE SECURITY 2 DOCUMENTS OR THE LOAN AGREEMENTREMAlNS UNPAID OR IF THE BORROWER IS IN DEF AUL T UNDER ANY OF THE TERMS OF THE BORROWER'S AGREEMENTS, THEN THE GUARANTOR HEREBY AUTHORIZES AND EMPOWERS IRREVOCABLY, THE PROTHONOTARY, CLERK OF COURT OR ANY AITORNEY OF ANY COURT OF RECORD TO APPEAR FOR THE GUARANTOR IN SUCH COURT, IN TERM. OR V ACA TION. AT ANY TIME AND CONFESS JUDGMENT IN FAVOR OF THE DEPARTMENT, WITH OR WITHOUT THE FILING OF AN AVERMENT OR DECLARA nON OF DEF AUL T, FOR SUCH AMOUNT AS MAY APPEAR TO BE UNPAID, ALL INTEREST DUE THEREON AND ALL REASONABLE COSTS INCURRED IN CONNECTION WITH THE COLLECTION OF SUCH AMOUNT, TOGETHER WITH REASONABLE ATTORNEY'S FEES. THE GUARANTOR SHALL NOT CAUSE ANY BILL IN EQUITY TO BE FILED TO INTERFERE IN ANY MANNER WIlli THE OPERA nON OF SUCH JUDGMENT, HEREBY RATIFYING AND CONFIRMING ALL THAT SAID ATTORNEY MAY DO BY VIRTUE HEREOF. THE AUTHORITY HEREINABOVE GRANTED SHALL NOT BE EXHAUSTED BY ONE EXERCISE THEREOF, BUT JUDGMENT MAYBE CONFESSED AS AFORESAID FROM TIME TO TIME AND AS OffEN AS ANY DEFAULT SHALL OCCUR HEREUNDER. CONFESSION OF JUDGMENT MAYBE MADE BY FILING COPIES OF THE BORROWER'S AGREEMENTS AND TIllS GUARANTY AGREEME1-..l'f IN LIEU OF ORIGINALS TI-IEREOF. THE GUARANTOR ACKNOWLEDGES THAT GUARANTOR UNDERSTANDS THE MEANING AND EFFECT OF THE CONFESSION CONTAINED IN THE FOREGOING PARAGRAPH. SPECIFICALLY, THE GUARANTOR UNDERSTANDS AMONG OTHER TIUNGS THAT (1) GUARANTOR IS RELINQUISHING THE RIGHT TO HAVE NOTICE EXCEPT AS PROVIDED HEREIN, AN OPPORTUNITY TO BE HEARD AND THE RIGHT TO HAVE THE BURDEN OF PROOF OF DEFAULT REST ON THE DEPARTMENT PRIOR TO THE ENTRY OF JUDGMENT. (2) THE ENTRY OF JUDGMENT MAY RESULT IN A LIEN ON GUARANTOR'S PROPERTY, (3) GUARANTOR WJLL BEAR TIIE BURDEN AND EXPENSE OF ATTACKING THE JUDGMENT AND CHALLENGING EXECUTION ON THE LIEN AND SALE OF THE PROPERTY COVERED THEREBY, AND (4) ENOUGH OF GUARANTOR'S PROPERTY MAY BE TAKEN TO PAY THE PRTNCIP AL AMOUNT, INTEREST, COSTS AND A TIORNEY'S FEES. 3 H~~-~J-~~~~ ~~.~~ un 1 I::.~' r InL1-11 ~,I 'tl', . I In I \-.1 I 4. Quarantv as Suretyship Agreement. This Guaranty will be interpreted and construed as a contract of suretyship in accordance with the laws of the Commonwealth of Pennsylvania. 5. C9sts QfCollection and Legal F~. In addition to all of the sums payable hereunder the Guarantor agrees to pay the reasonable costs and expenses incurred by the ALO and the Department in connection with all action taken to enforce collection under this Guaranty or any or all of the Borrower's Agreements upon default by the Borrower and the Guarantor, whether by legal proceedings or otherwise, including reasonable attorney's fees and court costs. 6. Gu~antor's Review oftb,e_BJtn'Ower A~eements. The Guarantor has examined and reviewed the Borrower Agreements and understands the obligations of the Borrower which the Guarantor is agreeing to pay and perfonn. 7. Subordination of The Guarantor's Interests. The Guarantor agrees that whatever right, title and interest the Guarantor may have in and to the Project shall be, and the samc is hereby made, subject and subordinate to the security interest of the Security Documents. 8. Notices. Any notice or consent rcquired or pennitted by this Agreement shall be in writing and shall be deemed delivered if delivered in person or if sent by rcgistered or certified mail, postage pre-paid, return receipt requested, as follows, unless such address is changed by written notice hereunder: (a) Ifto the ALO: Paul Spotts CREDC Business Finance Officer 3211 North Front Street Harrisburg, P A 17110 cc: Commonwealth ofPcnnsylvania Department of Community and Economic Development 433 Forum Building Harrisburg, Pennsylvania 17120 Attention: Secretary 4 (b) Ifto the Guarantor: Edward Stum 151 East Penn Street Carlisle PA 17013 cc: Mark Halbruner, Esquire 1013 Mumma Road Suite 100 Lemoyne, P A 17043 Notice shan be effective upon delivery if delivered in person or on the second business day following mailing if mailed. 9. Absolute and Unconditional Nature ofGJlarantor's Obligation. The liability of the Guarantor under this Guaranty is absolute and unconditional, without regard to the liability of any other person. The Guarantor's liability will not in any manner be affected by reason of any action taken or not taken by the ALO or the Departmen~ which action or inaction is herein consented and agreed to, nor by the partial or complete unenforceability or invalidity of the Borrower Agreements or any other guaranty or surety agreement, pledge, assignment or other security tor any of the obligations guaranteed hereunder. No delay in making demand on the Guarantor or satisfaction of Guarantor's liability hereunder will prejudice the ALO's or the Department's right to enforce such satisfaction. All ofthe rights and remedies ofthe ALO and the Department will be cumulative. Any failure of the ALO or the Department to exercise any right hereunder will not be construed as a waiver of the right to exercise the same or any other right at any time or times thereafter. 10. Pennsylvania L~w Governs. The Guarantor agrees that this Guaranty will be governed by the substantive taw of the Commonwealth of Pennsylvania, without regard to principles of conflicts of laws. The Guarantor hereby consents to the application of Pennsylvania law to this Guaranty and to the jurisdiction of the courts of the Commonwealth of Pennsylvania including, without limitation, the Common Pleas Courts of Dauphin County. 11. The Quarantor's Consents and. Waivers. The Guarantor hereby: (a) Consents that the ALO and/or the Department may without the Guarantor's consent and without affecting the Guarantor's obligations: 5 (i) Exchange, release or surrender any collateral under the Security Documents, or waive, release or subordinate any security interest, in whole or in part, now Or hereafter held as security for any of the obligations guaranteed hereunder; (ii) Waive or delay the exercise of any of the rights or remedies of the ALO or the Department against the Borrower or any other person or entity, including, without limitation, the Guarantor; (Hi) Release the Borrower or any other person or entity; (iv) Renew, extend., or modifY the terms of any of the obligations guaranteed hereunder or any instrument or agreement evidencing the same; and (v) Apply payments by the Borrower, the Guarantor, or any other person or entity, to any of the obligations guaranteed hereunder. (b) Waives all notices whatsoever with respect to this Guaranty or with respect to the obligations guaranteed hereunder, except as provided in paragraph 2 hereinabove, including. without limitation, notice of: (i) The acceptance hereof by the ALO or the Department or the intention to act, or the action, by the ALO or the Department, in reliance hereon; (ii) The present existence or future incurring of any of the obligations guaranteed hereunder or any terms or amounts thereof or any change therein~ (Hi) Any default by the Borrower Or any surety, pledgor, grantor of security, or guarantor, and (iv) The obtaining or release of any guaranty or surety agreement (in addition to this Guaranty), pledge, assigmnent, or other security for any of the obligations guaranteed hereunder. The Guarantor waives notice of presentment, demand, protest and notice of non-paymen4 protest in relation to any instrwnent evidencing any of the obliwations guaranteed hereunder, and any other demands and notices required by law, except as such waiver may be expressly prohibited by law. 12. Successors ~4 Assign~. This Guaranty will inure to the benefit of the AW and the Department and the ALO's and the Department's successors and assigns and will be binding upon the Guarantor, and Guarantor's successors and assigns. 6 13. :Document under Seal. This Guaranty is intended to take effect as a document under seal. 14. Tet.:m of Guarantv. This Guaranty shall be effective from the date hereof until the payment in full of all amounts due under the Loan or any of the Borrower's Agreements. 15. Nondiscriminati_on. The Guarantor will not discriminate against any employee or against any applicant for employment because of race, religion, color, handicap, ancestry, national origin, sex or age, in any manner, including but not limited to the following activities: employment; upgrading, demotion or transfer; recruitment or recruitment advertising; Jayoffortennination; rates of payor other fonns of compensation; and selection for training, including apprenticeship. The Guarantor hereby accepts and agrees to be bound by the nondiscrimination provisions set forth in Exhibit "A" hereto, and will cause comparable nondiscrimination provisions to be inserted into all Project contracts. 16. Contractor ResponsiNti.ty Provisions. Included in and made a part of this Agreement is Exhibit "B", a clause pertaining to Contractor Responsibility. 17. Contract9r Integrity. The Guarantor covenants that the Guarantor presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the perfonnance of the Guarantor's obligations hereunder. Included in and made a part of this Agreement is Exhibit "C", a clause pertaining to Contractor Integrity. 18. Ameri~ns with DisabJIities Act. Included in and made a part of this Agreement is Exhibit 0, a clause pertaining to compliance with the Americans with Disabilities Act. 18. Exhibits ~.An,"B". "e";md "D". The Guarantor shall be referred to as Contra<..1orin Exhibits "A", "8'" '.e" and "D". IN WITNESS WHEREOF, the Guarantor(s), intending to be legally bound hereby, havelhas executed this Guaranty Agreement for the purposes herein stated, this ~ '"'{ ~ay of April 2004 ---, , ~~~~~ J . ~ ~.- .:::.- '-- . /~~~ .. {le3f~ Edward L. Stutn 7 EXHIBIT" Nt NONDISCRIMINATION CLAUSE During the tenn of this contract, Contractor agrees as folJows: 1. Contractor shall not discriminate against any employee, applicant for employment, independent contractor or any other person because of race, color. religious creed, ancestry, national origin, age or sex. Contractor shall take affirmative action to insure that applicants are employed, and that employees or agents are treated during employment, without regard to their race, color, religious creed, handicap. ancestry. national origin, age or sex. Such affirmative action shall include, but is not limited to: employment, upgrading, demotion or transfer, recruitment or recruitment advertising; layoff or tennination; fatcs of payor other ronns of compensation; and selection for training. Contractor shall post in conspicuous places, available to employees. agents, applicants for employment and other persons, a notice to be provided by the contracting agency setting forth the provisions ofthis nondiscrimination clause. 2. Contractor shan in advertisements or requests for employment placed by it or on its behalf, state that all qualified applicants will receive consideration for employment without regard to race, color, religious creed, handicap, ancestry, national origin, age, or sex. 3. Contractor shall send each labor union or workers' representative with whi ch it has a collective bargaining agreement or other contract or understanding. a notice advising said labor union or workers' representative of its commitment to this nondiscrimination clause. SimiJ aT notice shall be sent to every other source of recruitment regularly utilized by Contractor. 4. It shall be no defense to a finding of noncompliance with this nondiscrimination clause that Contractor had delegated some of its employment practices to any union~ training program or other source of recruitment which prevents it from meeting its obligations. However, if the evidence indicates that the Contractor was not on notice ofthe third-party discrimination or made a good faith effort to correct it, such factor shall be considered in mitigation in determining appropriate sanctions. 5. Where the practices of a union or of any training program or other source of recruitment will result in the exclusion of minority group persons, so that Contractor will be unable to meet its obligations under this nondiscrimination clause, Contractor shall then employ and fill vacancies through other nondiscriminatory employment procedures. 6. Contractor shall comply with all state and federal laws prohibiting discrimination in hiring or employment opportunities. In the event of Contractor's noncompliance with the nondiscrimination clause of this contract or with any such laws, this contract may be terminated or suspended. in whole or in part, and Contractor may be declared temporarily ineligible for further Commonwealth contracts, and other sanctions may be imposed and remedies invoked. R 7. Contractor shall furnish all necessary employment documents and records to, and permit access to its bookst records and aCcowlts bYt the contracting agency fur purposes of investigation to ascertain compliance with the provisions of this clause. If Contractor does not possess documents or records reflecting the necessary information requested, it shall furnish such information on reporting fonns supplied by the contracting agency. 8. Contractor shall actively recruit minority subcontractors and women subcontractors or subcontractors with substantial minority representation among their employees. 9. Contractor shall include the provisions of this nondiscrimination clause in every subcontract, so that such provisions will be binding upon each subcontractor. 10. Contractor obligations under this clause are limited to the Contractor's facilities within Pennsylvania or, where the contract is for purchase of goods manufactured outside ofÉPermsylvania, the facilities at which such goods are actually produced. 9 EXHIBIT "BI! CONTRACTOR RESPONSIBILITY PROVISIONS 1. The Contractor certifies that it is not currently under suspension or dcbannent by the Commonwealth, any other state, or the federal government, and if the Contractor cannot so certify, then it agrees to submit along with the bid/proposal a written explanation of why such certification cannot be made. 2. If the Contractor enters into any subcontracts or employs under this contract any subcontractors/individuals who are currently suspended or debarred by the Commonwealth or the federal govermnent or who become suspended or debarred by the Commonwealth or federal government during the term of this contract or any extensions or renewals thereof, the Commonwealth shall have the right to require the Contractor to terminate such subcontracts or employment. 3. The Contractor agrees to reimburse the Commonwealth for the reasonable costs of investigation incUITed by the Office of Inspector General for investigations of the Contractor's compliance with terms of this or any other agreement between the Contractor and the Commonwealth which result in the suspension or debarment of the Contractor. Such costs shall include, but not be limited to, salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The Contractor shall not be responsible for investigative costs for investigations which do not result in the Contractor's suspension or debarment. 4. The Contractor may obtain the current list of suspended and debarred contractors by contacting the: Department of General Services Office of Chief Counsel 603 North Office Building Harrisburg, PA 17125 Telephone No. (717) 783-6472 Fax No. (717) 787-9138 10 EXHIBIT "e" CONTRACTOR INTEGRITY PROVISIONS 1. Definitions. a. Confidential infonnation means information that is not public knowledge, or available to the public on request, disclosure of which would give an unfairt unethical, or illegal advantage to another desiring to contract with the Commonwealth. b. Consent means written permission signed by a duly authorized officer or employee of the Commonwealth~ provided that where the material facts have been disclosed, in writing, by prequaHfication, bid, proposal, or contractual tenus, the Commonwealth shall be deemed to have consented by virtue of e~ecution of this Agreement. c. Commonwealth means the Commonwealth of Pennsylvania Acting by and Through its Department of Community and Economic Development and any agencies and instrumentalities of the Commonwealth of Pennsylvania for which the Department of Community and Economic Development provides staff services (including without limitation the Pennsylvania Industrial Development Authority, Pennsylvania Economic Development Financing Authority, Pennsylvania Energy Development Authority~ and Pennsylvania Minority Business Development Authority). d. Contractor means the individual or entity that has entered into an agreement with the Commonwealth, assumed the obligations of another to repay moneys to the Commonwealth, or is the intended beneficiary of, and has knowingly received benefits under, an agreement between the Commonwealth and a financial intermediary or educational institution, including dire<..1ors~ officers, partners, managers, key employees, and owners of more than a 5% interest. e. Financial Interest means: (J) ownership of more than a 5% interest in any business; or (2) holding a position as an officer, director, trustee, partner, employee, or the like, or holding any position of management. f. Gratuity means any payment of more than nominal monetary value in the form of cash, travel, entertainment, gifts. meals, lodging, loans, subscriptions, advances.. deposits of money , services, employment, or contracts of any kind. 2. The Contractor shall take no action in violation of state or federal laws, regulations, or other requirements that govern contracting with the Commonwealth. 3. The Contractor shall not, in connection with this or any other agreement with the CommonweaJth. directly or indirectly offer, confer, or agree to confer any pecuniary benefit on 11 anyone as consideration for the decision, opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty by any officer or employee of the Commonwealth. 4. The Contractor shall not, in connection with this or any other agreement with the Commonwealth, directly or indirectly offer~ give, or agree or promise to give to anyone any gratuity for the benefit of or at the direction or request of any officer or employee of the Commonwealth. S. Except with the consent of the Commonwealth, the Contractor shall not have a financial interest in any other contractor, subcontractor, or supplier providing services, labor, or material on this project. 6. The Contractor, upon being informed that any violation of these provisions has OCCUlTed or may occur, shall immediately notify the Commonwealth in writing. 7. The Contractor, by execution of this Agreement and by the submission of any bills or invoices for payment pursuant thereto, certifies and represents that he has not violated any of these provisions. 8. The Contractor, upon the inquiry or request of the Inspector General of the Commonwealth or any of that official's agents or representatives, shall provide, or if appropriate, make promptly available for inspection or copying, any information of any type or fonn relevant to the Contractor's compliance with this Agreement (including without limitation these provisions relating to Contractor integrity). Such infonnation shall be retained by the Contractor for a period of three years beyond the tennination of the contm(..i unless provided by law. 9. For violation of any of the above provisions, the Commonwealth may declare an event of default hereunder, subject to applicable notice and cure provisions, and debar and suspend the Contractor from doing business with the Commonwealth. including without limitation participation in its financial assistance programs. These rights and remedies are cumulative, and the use or nonuse of anyone shall not preclude the use of all or any other. These rights and remedics are in addition to those the Commonwealth may have under law t statute~ regulation, or otherwise. 12 EXHIBIT "0" AMERICANS WITH DISABILITIES ACT PROVISIONS During the tenn of this contract, the Contractor agrees as follows: 1. Pursuant to federal regulations promulgated under the authority of The Americans With Disabilities Act, 28 C.F.R. ~3S.IOl et seq., the Contractor understands and agrees that no individual with a disability shall, on the basis of the disability, be excluded from participation in this contract or from activities provided tor under this contract. As a condition of accepting and executing this contract, the Contractor agrees to comply with the "General Prohibitions Against Discrimination," 28 C.F.R. ~35.I30, and all other regulations promulgated under Title II of The Americans With Disabilities Act which are applicable to the benefits, services, programst and activities provided by the Commonwealth of Permsylvania through contracts with outside contractors. 2. The Contractor shall be responsible for and agrees to indemnify and hold harmless the Commonwealth of Pennsylvania from all losses, damages, expenses, claims, demands, suits, and actions brought by any party against the Commonwealth of Pennsylvania as a result of the Contractor's failure to comply with the provisions of paragraph 1 above. 13 TilT....... n ... II GUARANTY AND SURETY AGREEMENT THIS GUARANTY AND SURETYSHIP AGREEMENT is being made on this ;tfA'- day of September, 2002 by, CUMBERLAND TRAILERS, INC., a corporation organized and existing under and by virtue of the laws of the Commonwealth of Pennsylvania, with a principal address at 1120 Green Spring Road, Newville, Pennsylvania (the "Guarantor") to the CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, a Pennsylvania nonprofit corporation with an address at 3211 North Front Street, Harrisburg, Pennsylvania 17110 (the "ALO"). BACKGROUND OF AGREEMENT A. Cumberland Holdings Limited has entered into a Loan Agreement with the ALO dated today's date (the "Loan Agreement") for a loan from the ALO to the Borrower in the principal amount of $200,000.00 (the "Loan"). B. The Loan and the obligations of the Borrower to repay the Loan with interest are contained in a Note from the Borrower to the ALO dated today's date(the "Note"), and are secured by a Mortgage, a Security Agreement and Financing Statement(s) given by Guarantor and in favor of the ALO (collectively, the "Security Documents"). The Security Documents create a lien on the real property on which Borrower's place of business is located (the "Premises") and a security interest in certain machinery and equipment and other personal property on the Premises. The Loan Agreement, the Note and the Security Documents are sometimes collectively called the "Borrower's Agreements." C. The proceeds of the Loan will be used by the Borrower towards the costs of a project described in the Loan Agreement (the "Project") in connection with Borrower's business at the Premises. D. The ALO would not make the Loan without this Guaranty from the Guarantor. The Loan and the Project will benefit the Borrower because of the Guarantor's ownership interests in the Borrower. E. The Note is being endorsed and assigned by the ALO to the Commonwealth of Pennsylvania, acting through the Department of Community and Economic Development (the "Department") . Document #: 23-1080./ Page I of 13 NOW, THEREFORE, in order to induce the AlO to make the loan to the Borrower and to induce the Department to consent to the making of the loan by the AlO to the Borrower, and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Guarantor does hereby agree as follows: 1 . Unconditional Guaranty of Payment and Performance. The Guarantor absolutely and unconditionally promises and guarantees to the AlO and the Department the due and punctual payment and full and faithful performance of all amounts and obligations required to be paid or performed by the Borrower pursuant to the Borrower's Agreements when and as the same shall become due and payable or subject to performance, whether at maturity, by acceleration or otherwise according to the terms of the Borrower's Agreements. 2. Guarantv Not Affected. The Guarantor agrees that neither an assignment nor a sale of the Project will have any affect on the obligations assumed and guaranteed by the Guarantor, which shall continue with the same force and effect as if the assignment or sale had not been made. The Guarantor also agrees that the ALO or the Department may make a claim against the Guarantor under this Guaranty and demand payment and performance by the Guarantor without any requirement that the ALO or the Department proceed first against the Borrower, the Project, the Premises or any other collateral securing the Loan or any other entity having liability for the Loan. The Guarantor agrees that the ALO may make changes in any or all of the Borrower's Agreements (provided that those changes do not include an increase in the principal amount of the Loan, except by reason of increases to the principal from accrued and unpaid interest or other reimbursement obligations of the Borrower) and such changes will not discharge the obligations of the Guarantor under this Guaranty, which shall continue with the same force and effect as if the changes had not been made. 3. CONFESSION OF JUDGMENT AGAINST THE GUARANTOR. IF ANY AMOUNT DUE TO THE ALO OR THE DEPARTMENT UNDER THE NOTE, THE SECURITY DOCUMENTS OR THE lOAN AGREEMENT REMAINS UNPAID OR IFTHE BORROWER IS IN DEFAULT UNDER ANY OF THE TERMS OF THE BORROWER'S AGREEMENTS, THEN THE GUARANTOR HEREBY AUTHORIZES AND EMPOWERS IRREVOCABLY, THE PROTHONOTARY, CLERK OF COURT OR ANY ATTORNEY OF ANY COURT OF RECORD TO APPEAR FOR THE GUARANTOR IN SUCH COURT, IN TERM, OR VACATION, AT ANY TIME AND CONFESS JUDGMENT IN FAVOR OF THE DEPARTMENT, WITH OR WITHOUT THE FILING OF AN AVERMENT OR DECLARATION OF DEFAULT, FOR SUCH AMOUNT AS MAY APPEAR TO BE UNPAID, All INTEREST DUE THEREON AND ALL REASONABLE COSTS INCURRED IN CONNECTION WITH THE Document #:23-1080. J Page 2 of I3 'COLLECTION OF SUCH AMOUNT, TOGETHER WITH REASONABLE ATTORNEY'S FEES. THE GUARANTOR SHALL NOT CAUSE ANY BILL IN EQUITY TO BE FILED TO INTERFERE IN ANY MANNER WITH THE OPERATION OF SUCH JUDGMENT, HEREBY RATIFYING AND CONFIRMING ALL THAT SAID ATTORNEY MAY DO BY VIRTUE HEREOF. THE AUTHORITY HEREINABOVE GRANTED SHALL NOT BE EXHAUSTED BY ONE EXERCISE THEREOF, BUT JUDGMENT MAY BE CONFESSED AS AFORESAID FROM TIME TO TIME AND AS OFTEN AS ANY DEFAULT SHALL OCCUR HEREUNDER. CONFESSION OF JUDGMENT MAY BE MADE BY FILING COPIES OF THE BORROWER'S AGREEMENTS AND THIS GUARANTY AGREEMENT IN LIEU OF ORIGINALS THEREOF. THE GUARANTOR ACKNOWLEDGES THAT GUARANTOR UNDERSTANDS THE MEANING AND EFFECT OF THE CONFESSION CONTAINED IN THE FOREGOING PARAGRAPH. SPECIFICALLY, THE GUARANTOR UNDERSTANDS AMONG OTHER THINGS THAT (1) GUARANTOR IS RELINQUISHING THE RIGHT TO HAVE NOTICE EXCEPT AS PROVIDED HEREIN, AN OPPORTUNITY TO BE HEARD AND THE RIGHT TO HAVE THE BURDEN OF PROOF OF DEFAULT REST ON THE DEPARTMENT PRIOR TO THE ENTRY OF JUDGMENT, (2) THE ENTRY OF JUDGMENT MAY RESULT IN A LIEN ON GUARANTOR'S PROPERTY, (3) GUARANTOR WILL BEAR THE BURDEN AND EXPENSE OF ATTACKING THE JUDGMENT AND CHALLENGING EXECUTION ON THE LIEN AND SALE OF THE PROPERTY COVERED THEREBY, AND (4) ENOUGH OF GUARANTOR'S PROPERTY MAY BE TAKEN TO PAY THE PRINCIPAL AMOUNT. INTEREST. COSTS AND ATTORNEY'S FEES. 4. Guarantv as Suretyship Aqreement. This Guaranty will be interpreted and construed as a contract of suretyship in accordance with the laws of the Commonwealth of Pennsylvania. 5. Costs of Collection and Legal Fees. In addition to all of the sums payable hereunder the Guarantor agrees to pay the reasonable costs and expenses incurred by the ALO and the Department in connection with all action taken to enforce collection under this Guaranty or any or all of the Borrower's Agreements upon default by the Borrower and the Guarantor, whether by legal proceedings or otherwise, including reasonable attorney's fees and court costs. 6. Guarantor's Review of the Borrower Aweements. The Guarantor has examined and reviewed the Borrower Agreements and understands the obligations of the Borrower which the Guarantor is agreeing to pay and perform. Document #:23./080.1 Page 3 of 13 7. Subordination of The Guarantor's Interests. The Guarantor agrees that whatever right, title and interest the Guarantor may have in and to the Project shall be, and the same is hereby made, subject and subordinate to the security interest of the Security Documents. 8. Notices. Any notice or consent required or permitted by this Agreement shall be in writing and shall be deemed delivered if delivered in person or if sent by registered or certified mail, postage pre-paid, return receipt requested, as follows, unless such address is changed by written notice hereunder: (a) If to the ALO: Capital Region Economic Development Corporation 3211 North Front Street Harrisburg, PA 17110 Attention: Loan Officer cc: Commonwealth of Pennsylvania Department of Community and Economic Development 433 Forum Building Harrisburg, Pennsylvania 17120 Attention: Secretary (bl If to the Guarantor: Cumberland Trailers, Inc. 1200 Green Spring Road Newville, PA 17241 Attention: Edward Stum, II, President Notice shall be effective upon delivery if delivered in person or on the second business day following mailing if mailed. 9. Absolute and Unconditional Nature of Guarantor's Obliqation. The liability of the Guarantor under this Guaranty is absolute and unconditional, without regard to the liability of any other person. The Guarantor's liability will not in any manner be affected by reason of any action taken or not taken by the ALO or the Department, which action or inaction is herein consented and agreed to, nor by the partial or complete unenforceability or invalidity of the Borrower Agreements or any other guaranty or surety agreement, pledge, assignment or other security for any of the obligations guaranteed hereunder. No delay in making demand on the Document #:23-1080. J Page 4 of 13 Guarantor or satisfaction of Guarantor's liability hereunder will prejudice the ALO's or the Department's right to enforce such satisfaction. All of the rights and remedies of the ALO and the Department will be cumulative. Any failure of the ALO or the Department to exercise any right hereunder will not be construed as a waiver of the right to exercise the same or any other right at any time or times thereafter. 10. Pennsvlvania Law Governs. The Guarantor agrees that this Guaranty will be governed by the substantive law of the Commonwealth of Pennsylvania, without regard to principles of conflicts of laws. The Guarantor hereby consents to the application of Pennsylvania law to this Guaranty and to the jurisdiction of the courts of the Commonwealth of Pennsylvania including, without limitation, the Common Pleas Courts of Dauphin County. 11. The Guarantor's Consents and Waivers. The Guarantor hereby: (a) Consents that the ALO and/or the Department may without the Guarantor's consent and without affecting the Guarantor's obligations: (i) Exchange, release or surrender any collateral under the Security Documents, or waive, release or subordinate any security interest, in whole or in part, now or hereafter held as security for any of the obligations guaranteed hereunder; (ii) Waive or delay the exercise of any of the rights or remedies of the ALO or the Department against the Borrower or any other person or entity, including, without limitation, the Guarantor; (iii) Release the Borrower or any other person or entity; (iv) Renew, extend, or modify the terms of any of the obligations guaranteed hereunder or any instrument or agreement evidencing the same; and (v) Apply payments by the Borrower, the Guarantor, or any other person or entity, to any of the obligations guaranteed hereunder. (b) Waives all notices whatsoever with respect to this Guaranty or with respect to the obligations guaranteed hereunder, except as provided in paragraph 2 hereinabove, including, without limitation, notice of: (i) The acceptance hereof by the ALO or the Department or the intention to act, or the action, by the ALO or the Department, in reliance hereon; (ii) The present existence or future incurring of any of the obligations guaranteed hereunder or any terms or amounts thereof or any change therein; Document #:23-1080./ Page 5 of 13 (iii) Any default by the Borrower or any surety, pledgor, grantor of security, or guarantor, and (iv) The obtaining or release of any guaranty or surety agreement (in addition to this Guaranty), pledge, assignment, or other security for any of the obligations guaranteed hereunder. The Guarantor waives notice of presentment, demand, protest and notice of non-payment, protest in relation to any instrument evidencing any of the obligations guaranteed hereunder, and any other demands and notices required by law, except as such waiver may be expressly prohibited by law. 12. Successors and Assigns. This Guaranty will inure to the benefit of the ALO and the Department and the ALO's and the Department's successors and assigns and will be binding upon the Guarantor, and Guarantor's successors and assigns. 13. Document under Seal. This Guaranty is intended to take effect as a document under seal. 14. Term of Guaranty. This Guaranty shall be effective from the date hereof until the payment in full of all amounts due under the Loan or any of the Borrower's Agreements. 15. Nondiscrimination. The Guarantor will not discriminate against any employee or against any applicant for employment because of race, religion, color, handicap, ancestry, national origin, sex or age, in any manner, including but not limited to the following activities: employment; upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. The Guarantor hereby accepts and agrees to be bound by the nondiscrimination provisions set forth in Exhibit "A" hereto, and will cause comparable nondiscrimination provisions to be inserted into all Project contracts. 16. Contractor Responsibility Provisions. Included in and made a part of this Agreement is Exhibit "B", a clause pertaining to Contractor Responsibility. 17. Contractor Inteqrity. The Guarantor covenants that the Guarantor presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of the Guarantor's obligations hereunder. Included in and made a part of this Agreement is Exhibit "C", a clause pertaining to Contractor Integrity. Document #: 23./080.1 Page 6 of 13 18. Americans with Disabilities Act. Included in and made a part of this Agreement is Exhibit D, a clause pertaining to compliance with the Americans with Disabilities Act. 19. Exhibits" A", "B", "C" and "D". The Guarantor shall be referred to as Contractor in Exhibits "A", "B", "C" and "D". IN WITNESS WHEREOF, the Guarantor, intending to be legally bound hereby, has hereunto set its hand and seal, by authority of its Board of Directors, pursuant to resolution duly adopted, and attested by the undersigned duly authorized officers, as of the day and year first above written. I , ~s~~~~ By: (CORPORATE SEAL) Document #:23-1080.1 Page 7 of 13 EXHIBIT "A" NONDISCRIMINATION CLAUSE During the term of this contract, Contractor agrees as follows: 1. Contractor shall not discriminate against any employee, applicant for employment, independent contractor or any other person because of race, color, religious creed, ancestry, national origin, age or sex. Contractor shall take affirmative action to insure that applicants are employed, and that employees or agents are treated during employment, without regard to their race, color, religious creed, handicap, ancestry, national origin, age or sex. Such affirmative action shall include, but is not limited to: employment, upgrading, demotion or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training. Contractor shall post in conspicuous places, available to employees, agents, applicants for employment and other persons, a notice to be provided by the contracting agency setting forth the provisions of this nondiscrimination clause. 2. Contractor shall in advertisements or requests for employment placed by it or on its behalf, state that all qualified applicants will receive consideration for employment without regard to race, color, religious creed, handicap, ancestry, national origin, age, or sex. 3. Contractor shall send each labor union or workers' representative with which it has a collective bargaining agreement or other contract or understanding, a notice advising said labor union or workers' representative of its commitment to this nondiscrimination clause. Similar notice shall be sent to every other source of recruitment regularly utilized by Contractor. 4. It shall be no defense to a finding of noncompliance with this nondiscrimination clause that Contractor had delegated some of its employment practices to any union, training program or other source of recruitment which prevents it from meeting its obligations. However, if the evidence indicates that the Contractor was not on notice of the third-party discrimination or made a good faith effort to correct it, such factor shall be considered in mitigation in determining appropriate sanctions. 5. Where the practices of a union or of any training program or other source of recruitment will result in the exclusion of minority group persons, so that Contractor will be unable to meet its obligations under this nondiscrimination clause, Contractor shall then employ and fill vacancies through other nondiscriminatory employment procedures. 6. Contractor shall comply with all state and tederallaws prohibiting discrimination in hiring or employment opportunities. In the event of Contractor's noncompliance with the nondiscrimination clause of this contract or with any such laws, this contract may be terminated or suspended, in whole or in part, and Contractor may be declared temporarily ineligible for further Commonwealth contracts, and other sanctions may be imposed and remedies invoked. Document #:23./080./ Page 8 of 13 7. Contractor shall furnish all necessary employment documents and records to, and permit access to its books, records and accounts by, the contracting agency for purposes of investigation to ascertain compliance with the provisions of this clause. If Contractor does not possess documents or records reflecting the necessary information requested, it shall furnish such information on reporting forms supplied by the contracting agency. 8. Contractor shall actively recruit minority subcontractors and women subcontractors or subcontractors with substantial minority representation among their employees. 9. Contractor shall include the provisions of this nondiscrimination clause in every subcontract, so that such provisions will be binding upon each subcontractor. 10. Contractor obligations under this clause are limited to the Contractor's facilities within Pennsylvania or, where the contract is for purchase of goods manufactured outside of Pennsylvania, the facilities at which such goods are actually produced. Document #: 23-1080./ Page 9 of 13 EXHIBIT "B" CONTRACTOR RESPONSIBILITY PROVISIONS 1 . The Contractor certifies that it is not currently under suspension or debarment by the Commonwealth, any other state, or the federal government, and if the Contractor cannot so certify, then it agrees to submit along with the bid/proposal a written explanation of why such certification cannot be made. 2. If the Contractor enters into any subcontracts or employs under this contract any subcontractors/individuals who are currently suspended or debarred by the Commonwealth or the federal government or who become suspended or debarred by the Commonwealth or federal government during the term of this contract or any extensions or renewals thereof, the Commonwealth shall have the right to require the Contractor to terminate such subcontracts or employment. 3. The Contractor agrees to reimburse the Commonwealth for the reasonable costs of investigation incurred by the Office of Inspector General for investigations of the Contractor's compliance with terms of this or any other agreement between the Contractor and the Commonwealth which result in the suspension or debarment of the Contractor. Such costs shall include, but not be limited to, salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The Contractor shall not be responsible for investigative costs for investigations which do not result in the Contractor's suspension or debarment. 4. The Contractor may obtain the current list of suspended and debarred contractors by contacting the: Department of General Services Office of Chief Counsel 603 North Office Building Harrisburg, PA 17125 Telephone No. (717) 783-6472 Fax No. (717) 787-9138 DOCllment #:23./080./ Page 10 of 13 EXHIBIT "C" CONTRACTOR INTEGRITY PROVISIONS 1 . Definitions. a. Confidential information means information that is not public knowledge, or available to the public on request, disclosure of which would give an unfair, unethical, or illegal advantage to another desiring to contract with the Commonwealth. b. Consent means written permission signed by a duly authorized officer or employee of the Commonwealth, provided that where the material facts have been disclosed, in writing, by prequalification, bid, proposal, or contractual terms, the Commonwealth shall be deemed to have consented by virtue of execution of this Agreement. c. Commonwealth means the Commonwealth of Pennsylvania Acting by and Through its Department of Community and Economic Development and any agencies and instrumentalities of the Commonwealth of Pennsylvania for which the Department of Community and Economic Development provides staff services (including without limitation the Pennsylvania Industrial Development Authority, Pennsylvania Economic Development Financing Authority, Pennsylvania Energy Development Authority, and Pennsylvania Minority Business Development Authority). d. Contractor means the individual or entity that has entered into an agreement with the Commonwealth, assumed the obligations of another to repay moneys to the Commonwealth, or is the intended beneficiary of, and has knowingly received benefits under, an agreement between the Commonwealth and a financial intermediary or educational institution, including directors, officers, partners, managers, key employees, and owners of more than a 5 % interest. e. Financial Interest means: (1) ownership of more than a 5 % interest in any business; or (2) holding a position as an officer, director, trustee, partner, employee, or the like, or holding any position of management. f. Gratuity means any payment of more than nominal monetary value in the form of cash, travel, entertainment, gifts, meals, lodging, loans, subscriptions, advances, deposits of money, services, employment, or contracts of any kind. 2. The Contractor shall take no action in violation of state or federal laws, regulations, or other requirements that govern contracting with the Commonwealth. Document #:23-1080./ Page II of 13 3. The Contractor shall not, in connection with this or any other agreement with the Commonwealth, directly or indirectly offer, confer, or agree to confer any pecuniary benefit on anyone as consideration for the decision, opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty by any officer or employee of the Commonwealth. 4. The Contractor shall not, in connection with this or any other agreement with the Commonwealth, directly or indirectly offer, give, or agree or promise to give to anyone any gratuity for the benefit of or at the direction or request of any officer or employee of the Commonwealth. 5. Except with the consent of the Commonwealth, the Contractor shall not have a financial interest in any other contractor, subcontractor, or supplier providing services, labor, or material on this project. 6. The Contractor, upon being informed that any violation of these provisions has occurred or may occur, shall immediately notify the Commonwealth in writing. 7. The Contractor, by execution of this Agreement and by the submission of any bills or invoices for payment pursuant thereto, certifies and represents that he has not violated any of these provisions. 8. The Contractor, upon the inquiry or request of the Inspector General of the Commonwealth or any of that official's agents or representatives, shall provide, or if appropriate, make promptly available for inspection or copying, any information of any type or form relevant to the Contractor's compliance with this Agreement (including without limitation these provisions relating to Contractor integrity). Such information shall be retained by the Contractor for a period of three years beyond the termination of the contract unless provided by law. 9. For violation of any of the above provisions, the Commonwealth may declare an event of default hereunder, subject to applicable notice and cure provisions, and debar and suspend the Contractor from doing business with the Commonwealth, including without limitation participation in its financial assistance programs. These rights and remedies are cumulative, and the use or nonuse of anyone shall not preclude the use of all or any other. These rights and remedies are in addition to those the Commonwealth may have under law, statute, regulation, or otherwise. Document #: 23./080./ Page 12 of 13 EXHIBIT "0" AMERICANS WITH DISABILITIES ACT PROVISIONS During the term of this contract, the Contractor agrees as follows: 1. Pursuant to federal regulations promulgated under the authority of The Americans With Disabilities Act, 28 C.F.R. '35.101 et seq., the Contractor understands and agrees that no individual with a disability shall, on the basis of the disability, be excluded from participation in this contract or from activities provided for under this contract. As a condition of accepting and executing this contract, the Contractor agrees to comply with the "General Prohibitions Against Discrimination," 28 C.F.R. '35.130, and all other regulations promulgated under Title II of The Americans With Disabilities Act which are applicable to the benefits, services, programs, and activities provided by the Commonwealth of Pennsylvania through contracts with outside contractors. 2. The Contractor shall be responsible for and agrees to indemnify and hold harmless the Commonwealth of Pennsylvania from all losses, damages, expenses, claims, demands, suits, and actions brought by any party against the Commonwealth of Pennsylvania as a result of the Contractor's failure to comply with the provisions of paragraph 1 above. Document #:23./080./ Page 13 of 13 GUARANTY AND SURETY AGREEMENT THIS GUARANTY AND SURETYSHIP AGREEMENT is being made on this /dJl'-. day of September, 2002 by, EDWARD STUM, II, an individual (the "Guarantor") to the CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, a Pennsylvania nonprofit corporation with an address at 3211 North Front Street, Harrisburg, Pennsylvania 17110 (the "ALa"). BACKGROUND OF AGREEMENT A. Cumberland Holdings Limited has entered into a Loan Agreement with the ALa dated today's date (the "Loan Agreement") for a loan from the ALa to the Borrower in the principal amount of $200,000.00 (the "Loan"). B. The Loan and the obligations of the Borrower to repay the Loan with interest are contained in a Note from the Borrower to the ALa dated today's date(the "Note"), and are secured by a Mortgage, a Security Agreement and Financing Statement(s) in favor of the ALa (collectively, the "Security Documents"). The Security Documents create a lien on the real property on which Borrower's place of business is located (the "Premises") and a security interest in certain machinery and equipment and other personal property on the Premises. The Loan Agreement, the Note and the Security Documents are sometimes collectively called the "Borrower's Agreements." C. The proceeds of the Loan will be used by the Borrower towards the costs of a project described in the Loan Agreement (the "Project") in connection with Borrower's business at the Premises. D. The ALa would not make the Loan without this Guaranty from the Guarantor. The Loan and the Project will benefit the Borrower because of the Guarantor's ownership interests in the Borrower. E. The Note is being endorsed and assigned by the ALa to the Commonwealth of Pennsylvania, acting through the Department of Community and Economic Development (the "Department"). NOW, THEREFORE, in order to induce the ALa to make the Loan to the Borrower and to induce the Department to consent to the making of the Loan by the ALa to the Borrower, and Document #: 23./08././ Page I of 13 for other good and valuable consideration, the receipt of which is hereby acknowledged, the Guarantor does hereby agree as follows: 1 . Unconditional Guaranty of Payment and Performance. The Guarantor absolutely and unconditionally promises and guarantees to the ALO and the Department the due and punctual payment and full and faithful performance of all amounts and obligations required to be paid or performed by the Borrower pursuant to the Borrower's Agreements when and as the same shall become due and payable or subject to performance, whether at maturity, by acceleration or otherwise according to the terms of the Borrower's Agreements. 2. Guaranty Not Affected. The Guarantor agrees that neither an assignment nor a sale of the Project will have any affect on the obligations assumed and guaranteed by the Guarantor, which shall continue with the same force and effect as if the assignment or sale had not been made. The Guarantor also agrees that the ALO or the Department may make a claim against the Guarantor under this Guaranty and demand payment and performance by the Guarantor without any requirement that the ALO or the Department proceed first against the Borrower, the Project, the Premises or any other collateral securing the Loan or any other entity having liability for the Loan. The Guarantor agrees that the ALO may make changes in any or all of the Borrower's Agreements (provided that those changes do not include an increase in the principal amount of the Loan, except by reason of increases to the principal from accrued and unpaid interest or other reimbursement obligations of the Borrower) and such changes will not discharge the obligations of the Guarantor under this Guaranty, which shall continue with the same force and effect as if the changes had not been made. 3. CONFESSION OF JUDGMENT AGAINST THE GUARANTOR. IF ANY AMOUNT DUE TO THE ALO OR THE DEPARTMENT UNDER THE NOTE, THE SECURITY DOCUMENTS OR THE LOAN AGREEMENT REMAINS UNPAID OR IF THE BORROWER IS IN DEFAULT UNDER ANY OF THE TERMS OF THE BORROWER'S AGREEMENTS, THEN THE GUARANTOR HEREBY AUTHORIZES AND EMPOWERS IRREVOCABLY, THE PROTHONOTARY, CLERK OF COURT OR ANY ATTORNEY OF ANY COURT OF RECORD TO APPEAR FOR THE GUARANTOR IN SUCH COURT, IN TERM, OR VACATION, AT ANY TIME AND CONFESS JUDGMENT IN FAVOR OF THE DEPARTMENT, WITH OR WITHOUT THE FILING OF AN AVERMENT OR DECLARATION OF DEFAULT, FOR SUCH AMOUNT AS MAY APPEAR TO BE UNPAID, ALL INTEREST DUE THEREON AND ALL REASONABLE COSTS INCURRED IN CONNECTION WITH THE COLLECTION OF SUCH AMOUNT, TOGETHER WITH REASONABLE ATTORNEY'S FEES. THE GUARANTOR SHALL NOT CAUSE ANY BILL IN EQUITY TO BE FILED TO INTERFERE IN ANY Document #: 23-108-1.1 Page 2 of \3 MANNER WITH THE OPERATION OF SUCH JUDGMENT, HEREBY RATIFYING AND CONFIRMING ALL THAT SAID ATTORNEY MAY DO BY VIRTUE HEREOF. THE AUTHORITY HEREINABOVE GRANTED SHALL NOT BE EXHAUSTED BY ONE EXERCISE THEREOF, BUT JUDGMENT MAY BE CONFESSED AS AFORESAID FROM TIME TO TIME AND AS OFTEN AS ANY DEFAULT SHALL OCCUR HEREUNDER. CONFESSION OF JUDGMENT MAY BE MADE BY FILING COPIES OF THE BORROWER'S AGREEMENTS AND THIS GUARANTY AGREEMENT IN LIEU OF ORIGINALS THEREOF. THE GUARANTOR ACKNOWLEDGES THAT GUARANTOR UNDERSTANDS THE MEANING AND EFFECT OF THE CONFESSION CONTAINED IN THE FOREGOING PARAGRAPH. SPECIFICALLY, THE GUARANTOR UNDERSTANDS AMONG OTHER THINGS THAT (1) GUARANTOR IS RELINQUISHING THE RIGHT TO HAVE NOTICE EXCEPT AS PROVIDED HEREIN, AN OPPORTUNITY TO BE HEARD AND THE RIGHT TO HAVE THE BURDEN OF PROOF OF DEFAULT REST ON THE DEPARTMENT PRIOR TO THE ENTRY OF JUDGMENT, (2) THE ENTRY OF JUDGMENT MAY RESULT IN A LIEN ON GUARANTOR'S PROPERTY, (3) GUARANTOR WILL BEAR THE BURDEN AND EXPENSE OF ATTACKING THE JUDGMENT AND CHALLENGING EXECUTION ON THE LIEN AND SALE OF THE PROPERTY COVERED THEREBY, AND (4) ENOUGH OF GUARANTOR'S PROPERTY MAY BE TAKEN TO PAY THE PRINCIPAL AMOUNT, INTEREST, COSTS AND ATTORNEY'S FEES. 4. Guarantv as Suretyship Agreement. This Guaranty will be interpreted and construed as a contract of suretyship in accordance with the laws of the Commonwealth of Pennsylvania. 5. Costs of Collection and Legal Fees. In addition to all of the sums payable hereunder the Guarantor agrees to pay the reasonable costs and expenses incurred by the ALO and the Department in connection with all action taken to enforce collection under this Guaranty or any or all of the Borrower's Agreements upon default by the Borrower and the Guarantor, whether by legal proceedings or otherwise, including reasonable attorney's fees and court costs. 6. Guarantor's Review of the Borrower A!lreements. The Guarantor has examined and reviewed the Borrower Agreements and understands the obligations of the Borrower which the Guarantor is agreeing to pay and perform. 7. Subordination of The Guarantor's Interests. The Guarantor agrees that whatever right, title and interest the Guarantor may have in and to the Project shall be, and the Document #: 23-108-1.1 Page 3 of 13 same is hereby made, subject and subordinate to the security interest of the Security Documents. 8. Notices. Any notice or consent required or permitted by this Agreement shall be In writing and shall be deemed delivered if delivered in person or if sent by registered or certified mail, postage pre-paid, return receipt requested, as follows, unless such address is changed by written notice hereunder: (a) If to the ALa: Capital Region Economic Development Corporation 3211 North Front Street Harrisburg, PA 17110 Attention: Loan Officer cc: Commonwealth of Pennsylvania Department of Community and Economic Development 433 Forum Building Harrisburg, Pennsylvania 17120 Attention: Secretary (bl If to the Guarantor: Edward Stum, 1\ 1315 County Line Road York Springs, PA 17372 Notice shall be effective upon delivery if delivered in person or on the second business day following mailing if mailed. 9. Absolute and Unconditional Nature of Guarantor's Obligation. The liability of the Guarantor under this Guaranty is absolute and unconditional, without regard to the liability of any other person. The Guarantor's liability will not in any manner be affected by reason of any action taken or not taken by the ALa or the Department, which action or inaction is herein consented and agreed to, nor by the partial or complete unenforceability or invalidity of the Borrower Agreements or any other guaranty or surety agreement, pledge, assignment or other security for any of the obligations guaranteed hereunder. No delay in making demand on the Guarantor or satisfaction of Guarantor's liability hereunder will prejudice the ALa's or the Department's right to enforce such satisfaction. All of the rights and remedies of the ALa and Document #: 23-108./.1 Page 4 of 13 the Department will be cumulative. Any failure of the ALO or the Department to exercise any right hereunder will not be construed as a waiver of the right to exercise the same or any other right at any time or times thereafter. 10. Pennsylvania Law Governs. The Guarantor agrees that this Guaranty will be governed by the substantive law of the Commonwealth of Pennsylvania, without regard to principles of conflicts of laws. The Guarantor hereby consents to the application of Pennsylvania law to this Guaranty and to the jurisdiction of the courts of the Commonwealth of Pennsylvania including, without limitation, the Common Pleas Courts of Dauphin County. 11. The Guarantor's Consents and Waivers. The Guarantor hereby: (a) Consents that the ALa and/or the Department may without the Guarantor's consent and without affecting the Guarantor's obligations: (i) Exchange, release or surrender any collateral under the Security Documents, or waive, release or subordinate any security interest, in whole or in part, now or hereafter held as security for any of the obligations guaranteed hereunder; Iii) Waive or delay the exercise of any of the rights or remedies of the ALO or the Department against the Borrower or any other person or entity, including, without limitation, the Guarantor; liii) Release the Borrower or any other person or entity; (iv) Renew, extend, or modify the terms of any of the obligations guaranteed hereunder or any instrument or agreement evidencing the same; and (v) Apply payments by the Borrower, the Guarantor, or any other person or entity, to any of the obligations guaranteed hereunder. (b) Waives all notices whatsoever with respect to this Guaranty or with respect to the obligations guaranteed hereunder, except as provided in paragraph 2 hereinabove, including, without limitation, notice of: (i) The acceptance hereof by the ALa or the Department or the intention to act, or the action, by the ALa or the Department, in reliance hereon; (ii) The present existence or future incurring of any of the obligations guaranteed hereunder or any terms or amounts thereof or any change therein; liii) Any default by the Borrower or any surety, pledgor, grantor of security, or guarantor, and Document #: 23-108-1./ Page 5 of 13 (iv) The obtaining or release of any guaranty or surety agreement (in addition to this Guaranty), pledge, assignment, or other security for any of the obligations guaranteed hereunder. The Guarantor waives notice of presentment, demand, protest and notice of non-payment, protest in relation to any instrument evidencing any of the obligations guaranteed hereunder, and any other demands and notices required by law, except as such waiver may be expressly prohibited by law. 12. Successors and Assiqns. This Guaranty will inure to the benefit of the ALO and the Department and the ALO's and the Department's successors and assigns and will be binding upon the Guarantor, and Guarantor's successors and assigns. 13. Document under Seal. This Guaranty is intended to take effect as a document under seal. 14. Term of Guarantv. This Guaranty shall be effective from the date hereof until the payment in full of all amounts due under the Loan or any of the Borrower's Agreements. 15. Nondiscrimination. The Guarantor will not discriminate against any employee or against any applicant for employment because of race, religion, color, handicap, ancestry, national origin, sex or age, in any manner, including but not limited to the following activities: employment; upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. The Guarantor hereby accepts and agrees to be bound by the nondiscrimination provisions set forth in Exhibit "A" hereto, and will cause comparable nondiscrimination provisions to be inserted into all Project contracts. 16. Contractor Responsibilitv Provisions. Included in and made a part of this Agreement is Exhibit "B", a clause pertaining to Contractor Responsibility. 17. Contractor lnteqritv. The Guarantor covenants that the Guarantor presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of the Guarantor's obligations hereunder. Included in and made a part of this Agreement is Exhibit "C", a clause pertaining to Contractor Integrity. 18. Americans with Disabilities Act. Included in and made a part of this Agreement is Exhibit 0, a clause pertaining to compliance with the Americans with Disabilities Act. 19. Exhibits" A", "B", "c" and "0". The Guarantor shall be referred to as Contractor in Exhibits "A", "B", "C" and "0". Document #: 23.108.1.1 Page 6 of 13 IN WITNESS WHEREOF, the Guarantor(s), intending to be legally bound hereby, have/has executed this Guaranty Agreement for the purposes herein stated, as of the day and year first above written. WITNESS: ~1 J. 4 .~ /1J' :-,1 ~~ ,. , (?L l{ C r rp'C-:~-~. ~~.. Edward Sturn, II Document #: 23./08././ Page 7 of 13 EXHIBIT "A" NONDISCRIMINATION CLAUSE During the term of this contract, Contractor agrees as follows: 1. Contractor shall not discriminate against any employee, applicant for employment, independent contractor or any other person because of race, color, religious creed, ancestry, national origin, age or sex. Contractor shall take affirmative action to insure that applicants are employed, and that employees or agents are treated during employment, without regard to their race, color, religious creed, handicap, ancestry, national origin, age or sex. Such affirmative action shall include, but is not limited to: employment, upgrading, demotion or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training. Contractor shall post in conspicuous places, available to employees, agents, applicants for employment and other persons, a notice to be provided by the contracting agency setting forth the provisions of this nondiscrimination clause. 2. Contractor shall in advertisements or requests for employment placed by it or on its behalf, state that all qualified applicants will receive consideration for employment without regard to race, color, religious creed, handicap, ancestry, national origin, age, or sex. 3. Contractor shall send each labor union or workers' representative with which it has a collective bargaining agreement or other contract or understanding, a notice advising said labor union or workers' representative of its commitment to this nondiscrimination clause. Similar notice shall be sent to every other source of recruitment regularly utilized by Contractor. 4. It shall be no defense to a finding of noncompliance with this nondiscrimination clause that Contractor had delegated some of its employment practices to any union, training program or other source of recruitment which prevents it from meeting its obligations. However, if the evidence indicates that the Contractor was not on notice of the third-party discrimination or made a good faith effort to correct it, such factor shall be considered in mitigation in determining appropriate sanctions. 5. Where the practices of a union or of any training program or other source of recruitment will result in the exclusion of minority group persons, so that Contractor will be unable to meet its obligations under this nondiscrimination clause, Contractor shall then employ and fill vacancies through other nondiscriminatory employment procedures. 6. Contractor shall comply with all state and federal laws prohibiting discrimination in hiring or employment opportunities. In the event of Contractor's noncompliance with the nondiscrimination clause of this contract or with any such laws, this contract may be terminated or suspended, in whole or in part, and Contractor may be declared temporarily ineligible for further Commonwealth contracts, and other sanctions may be imposed and remedies invoked. Document #: 23./08././ Page 8 of 13 7. Contractor shall furnish all necessary employment documents and records to, and permit access to its books, records and accounts by, the contracting agency for purposes of investigation to ascertain compliance with the provisions of this clause. If Contractor does not possess documents or records reflecting the necessary information requested, it shall furnish such information on reporting forms supplied by the contracting agency. 8. Contractor shall actively recruit minority subcontractors and women subcontractors or subcontractors with substantial minority representation among their employees. 9. Contractor shall include the provisions of this nondiscrimination clause in every subcontract, so that such provisions will be binding upon each subcontractor. 10. Contractor obligations under this clause are limited to the Contractor's facilities within Pennsylvania or, where the contract is for purchase of goods manufactured outside of Pennsylvania, the facilities at which such goods are actually produced. Document #: 23./08.1.} Page 9 of 13 EXHIBIT "B" CONTRACTOR RESPONSIBILITY PROVISIONS 1 . The Contractor certifies that it is not currently under suspension or debarment by the Commonwealth, any other state, or the federal government, and if the Contractor cannot so certify, then it agrees to submit along with the bid/proposal a written explanation of why such certification cannot be made. 2. If the Contractor enters into any subcontracts or employs under this contract any subcontractors/individuals who are currently suspended or debarred by the Commonwealth or the federal government or who become suspended or debarred by the Commonwealth or federal government during the term of this contract or any extensions or renewals thereof, the Commonwealth shall have the right to require the Contractor to terminate such subcontracts or employment. 3. The Contractor agrees to reimburse the Commonwealth for the reasonable costs of investigation incurred by the Office of Inspector General for investigations of the Contractor's compliance with terms of this or any other agreement between the Contractor and the Commonwealth which result in the suspension or debarment of the Contractor. Such costs shall include, but not be limited to, salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The Contractor shall not be responsible for investigative costs for investigations which do not result in the Contractor's suspension or debarment. 4. The Contractor may obtain the current list of suspended and debarred contractors by contacting the: Department of General Services Office of Chief Counsel 603 North Office Building Harrisburg, PA 17125 Telephone No. (717) 783-6472 Fax No. (717) 787-9138 DoclIment #: 234084./ Page 10 of 13 EXHIBIT "C" CONTRACTOR INTEGRITY PROVISIONS 1 . Definitions. a. Confidential information means information that is not public knowledge, or available to the public on request, disclosure of which would give an unfair, unethical, or illegal advantage to another desiring to contract with the Commonwealth. b. Consent means written permission signed by a duly authorized officer or employee of the Commonwealth, provided that where the material facts have been disclosed, in writing, by prequalification, bid, proposal, or contractual terms, the Commonwealth shall be deemed to have consented by virtue of execution of this Agreement. c. Commonwealth means the Commonwealth of Pennsylvania Acting by and Through its Department of Community and Economic Development and any agencies and instrumentalities of the Commonwealth of Pennsylvania for which the Department of Community and Economic Development provides staff services (including without limitation the Pennsylvania Industrial Development Authority, Pennsylvania Economic Development Financing Authority, Pennsylvania Energy Development Authority, and Pennsylvania Minority Business Development Authority). d. Contractor means the individual or entity that has entered into an agreement with the Commonwealth, assumed the obligations of another to repay moneys to the Commonwealth, or is the intended beneficiary of, and has knowingly received benefits under, an agreement between the Commonwealth and a financial intermediary or educational institution, including directors, officers, partners, managers, key employees, and owners of more than a 5% interest. e. Financial Interest means: (1) ownership of more than a 5 % interest in any business; or (2) holding a position as an officer, director, trustee, partner, employee, or the like, or holding any position of management. f. Gratuity means any payment of more than nominal monetary value in the form of cash, travel, entertainment, gifts, meals, lodging, loans, subscriptions, advances, deposits of money, services, employment, or contracts of any kind. 2. The Contractor shall take no action in violation of state or federal laws, regulations, or other requirements that govern contracting with the Commonwealth. DoclIment #: 23./08././ Page II of 13 3. The Contractor shall not, in connection with this or any other agreement with the Commonwealth, directly or indirectly offer, confer, or agree to confer any pecuniary benefit on anyone as consideration for the decision, opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty by any officer or employee of the Commonwealth. 4. The Contractor shall not, in connection with this or any other agreement with the Commonwealth, directly or indirectly offer, give, or agree or promise to give to anyone any gratuity for the benefit of or at the direction or request of any officer or employee of the Commonwealth. 5. Except with the consent of the Commonwealth, the Contractor shall not have a financial interest in any other contractor, subcontractor, or supplier providing services, labor, or material on this project. 6. The Contractor, upon being informed that any violation of these provisions has occurred or may occur, shall immediately notify the Commonwealth in writing. 7. The Contractor, by execution of this Agreement and by the submission of any bills or invoices for payment pursuant thereto, certifies and represents that he has not violated any of these provisions. 8. The Contractor, upon the inquiry or request of the Inspector General of the Commonwealth or any of that official's agents or representatives, shall provide, or if appropriate, make promptly available for inspection or copying, any information of any type or form relevant to the Contractor's compliance with this Agreement (including without limitation these provisions relating to Contractor integrity). Such information shall be retained by the Contractor for a period of three years beyond the termination of the contract unless provided by law. 9. For violation of any of the above provisions, the Commonwealth may declare an event of default hereunder, subject to applicable notice and cure provisions, and debar and suspend the Contractor from doing business with the Commonwealth, including without limitation participation in its financial assistance programs. These rights and remedies are cumulative, and the use or nonuse of anyone shall not preclude the use of all or any other. These rights and remedies are in addition to those the Commonwealth may have under law, statute, regulation, or otherwise. Document #: 23./08./.1 Page 12 of \3 EXHIBIT "0" AMERICANS WITH DISABILITIES ACT PROVISIONS During the term of this contract, the Contractor agrees as follows: 1 . Pursuant to federal regulations promulgated under the authority of The Americans With Disabilities Act, 28 C.F.R. '35.101 et seq., the Contractor understands and agrees that no individual with a disability shall, on the basis of the disability, be excluded from participation in this contract or from activities provided for under this contract. As a condition of accepting and executing this contract, the Contractor agrees to comply with the "General Prohibitions Against Discrimination," 28 C.F.R. '35.130, and all other regulations promulgated under Title II of The Americans With Disabilities Act which are applicable to the benefits, services, programs, and activities provided by the Commonwealth of Pennsylvania through contracts with outside contractors. 2. The Contractor shall be responsible for and agrees to indemnify and hold harmless the Commonwealth of Pennsylvania from all losses, damages, expenses, claims, demands, suits, and actions brought by any party against the Commonwealth of Pennsylvania as a result of the Contractor's failure to comply with the provisions of paragraph 1 above. DoculIlent #: 23-108-1./ Page 13 of 13 '\; '.. ~ 5'1 30 .96~ MORTGAGE ASSUMPTION AGREEMENT This agreement is made between CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION (hereinafter "CREDC") and CUMBERLAND HOLDINGS LIMITED PARTNERSHIP. WHEREAS, Cumberland Holdings Limited, a Pennsylvania limited liability company (hereinafter "Cumberland Holdings LLC"), is indebted to CREDC under a certain note dated September 11,2002, in the amount of$200,000.00, whiCh is secured by a mortgage (hereinafter "the Mortgage") recorded in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania, on September 11,2002, in Mortgage Book 1772, Page 259, which Mortgage covers the real property (hereinafter "the Real Property") described on Exhibit "A" attached hereto and incorporated herein by reference; WHEREAS, Cumberland Holdings LLC intends to convey the Real Property to Cumberland Holdings Limited Partnership by fee simple deed (hereinafter "the Deed") which expressly provides that the Real Property is being conveyed subject to the Mortgage; and WHEREAS, CREDC is willing to consent to said conveyance in exchange for the terms of assumption provided herein. NOW, THEREFORE, in consideration of these premises and the mutual covenants herein contained, the parties hereto, intending to be legally bound hereby, do now covenant and agree as follows: 1. CREDC consents to the conveyance ofthe Real Property from Cumberland Holdings LLC to Cumberland Holdings Limited Partnership and shall not object to the delivery or public recording of the Deed. 2. Upon delivery of the Deed, Cumberland Holdings Limited Partnership shall assume the payment and performance of all obligations of Cumberland Holdings LLC under the Mortgage and the underlying note and instruments, and Cumberland Holdings Limited Partnership and CREDC shall henceforth be entitled to the same rights, remedies and defenses as ifthe Mortgage and the underlying note and instruments had been originally executed by them. 3. Upon delivery ofthe Deed, CREDC shall release Cumberland Holdings LLC from all liability under the Mortgage and the underlying note and instruments. 4. Upon delivery of the Deed, CREDC shall release David A. Sariano from any personal liability under the Mortgage and the underlying note and instruments, and specifically, CREDC shall release David A. Sariano from any personal guaranty or similar instrument(s) which he signed in connection with the Mortgage and the underlying loan. BO~)~ 707 f-ALE4128 2004. In ~itness whereo~ the parties have exec0 a:ree)t on this ! " ," day of April, '7: &c\. t(c>. Ne->--- ~'-.~ f ~.-;; WITNESS CUMBERLAND HOLDINGS LIMITED PARTNERSHIP BY : EDWARD L. STUM II, MEMBER OF CUMBERLAND HOLDINGS MANAGEMENT LLC,GENERALPARTNER {;/ -; / ~. ' ( i~, /1~. .~ WITNESS @tlJ(~ CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION BY: {:t<-{ ("J, Sp(>/fry, ;30117(".5.:> FiH'.,("~ cHile- [Print Name and Title] COMMONWEALTH OF PENNSYL VANIA SS: COUNTY OF CUMBERLAND On this, the ~3t]) day of () 11/11 P , 2004, before me a Notary Public, the undersigned officer, personally appearedvEb~~~D L. STUM II, who acknowledged himself to be a member of CUMBERLAND HOLDINGS MANAGEMENT LLC, GENERAL PARTNER of CUMBERLAND HOLDINGS LIMITED PARTNERSHIP, and that he in such capacity, being authorized to do so, executed the foregoing instrument for the purposes therein contained. IN WITNESS WHEREOF, I hereunt~~:ial. Notary Public --.'" '-r, -', :~J Cj C) ,_, (',1 = :-:' .7, f11 ['0 r;~ :=/ ~ ~ ;:~; :': ~' Notarial Seal T eri L, WaU..er. Notary Public Lemoyn8 Bora. Cumberland County My Commi"'.lon Exp,l es Jan, 20. 2007 ~h~!. r:;:;0~:;' .~s~fy-;i-1Ii~ln nf N(llariss '-0 ("') C.I r.....,: :3 0 -r; -:;:; ,.- _:; r j "- '.. G) f:':1..-. == fTl r ,/": ,,,,-! ,~n IT: . ~ \'~'~~0~'.' '.~~~ ~\.~ , ~--" ,,..'1;; ... " Y,'. ....-'" -... ~i:."..' , ' .-'1 r' , . t.~ .- ~ w . . ~.., '; : '~', , .~"~:" ,'" l . ';" .. \.-"." " <."~ .,' l'~; t"' o' " j I", . .1' BOOK 70'7 PAGE 4127 COMMONWEALTH OF PENNSYLVANIA COUNTY O~{[;~ SS: . On this, the cJ.(Jf). day of ()MLf , 2004, before me a Notary Public, the undersigned officer, personally app;a?;dP- P6V \~(v' _<:('e\-\~; _ ' who acknowledged him/herself to be the i~U ':', ..,e <,."-', r-c..<">- ~<:~ c:..:.((-'<cG;> ,- of CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, and that he/she as such officer, being authorized to do so, executed the foregoing instrument for the purposes therein contained by signing the name of the corporation by him/herself as such officer. IN WITNESS WHEREOF, I hereunto set ~MW N'~h0 r~Gta:ial Seal Ten L. \Nalker, Notary Public Le'Tloyn9 8oro, Cumt:::lriand County My CCJrrr:..', :,',:, F xiJ ri:'~, ,J:!1- 20, 2007 ~:~~-~-"----I --:- 1 --;------ '~", " r\f !'If'\t'~jr.(".l<- .<;'{;,.:~~~~;~ , " ~ v ., :.( i ~f:';"":' r>K\ :. ~"1~:~~~ ~ ' ~'.,. !l~ . ( . ~) '2~ ',: . . \.' f,,/_: . . '., ..',\..,~,; ..~~ 1'-' . l' ..~ n... ; :,t' ". BOOK 70'7 P.^.GE 4128 EXHIBIT" A" TRACT NO.1 ALL THAT CERTAIN tract ofland situate in the Township of North Newton, County of Cumberland, State of Pennsylvania, bounded and described as follows, to wit: BEGINNING at a point in the center ofa public road leading from Newville to Newburg (Route #641), said point being two hundred ninety-five (295) feet southwest of a common comer of land now or formerly of Raymond M. Singer and Ethel M. Singer, his wife, and land now or formerly of Goldie Hockenberry; thence by a line extending in a southerly direction two hundred eighty (280) feet to an iron pin; thence by land now or formerly of Raymond M. Singer and Ethel M. Singer, his wife, in a westerly direction one hundred forty (140) feet to an iron pin; thence by same, in a northerly direction two hundred forty (240) feet to a point in the center of the aforesaid public road; thence by the center of the aforesaid public road in a northeasterly direction one hundred forty (140) feet to the place of BEGINNING. TRACT NO.2 ALL THAT CERTAIN tract of ground situate in North Newton Township, Cumberland County, Pennsylvania, more fully bounded and described as follows: BEGINNING at an iron pin at the easterly edge of a twenty (20) foot right-of-way and the southwestern corner of property now or formerly of Wade D. Fraker and Barbara J. Fraker, his wife; thence along said property, South sixty-two (62) degrees forty-nine (49) minutes twenty- four (24) seconds East one hundred forty (140) feet to an iron pin and Lot No.5; thence by Lot No.5, South fourteen (14) degrees forty-four (44) minutes forty (40) seconds West one hundred sixty-five and forty-four hundredths (165.44) feet to an iron pin and land now or formerly of Ethel M. Singer, widow; thence by said land, South eighty-eight (88) degrees twenty-four (24) minutes forty-six (46) seconds West two hundred twenty-two and sixty hundredths (222.60) feet to an iron pin at the easterly edge of an existing twenty (20) foot right of way; thence along the twenty (20) foot right of way, North thirty-one (31) degrees twenty (20) minutes East two hundred sixty-nine and thirty-nine hundredths (269.39) feet to an iron pin, the place of BEGINNING. BEING known as Lot No.7 in a plan of lots prepared by Wilbur H. Clifton, R.S., made June II, 1979. BEING the same two tracts which Wade D. Fraker and Barbara J. Fraker, husband and wife, by their Deed dated April 12, 2002, and recorded April 17, 2002, in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania, in Deed Book 251, Page 1342, granted and conveyed unto Cumberland Holdings, Ltd., a Pennsylvania limited liability company. AND BEING the same two tracts which Cumberland Holdings, Ltd., a Pennsylvania limited liability company, by its Deed dated April 26, 2004, and intended to be recorded simultaneously with this instrument in the Office of the Recorder of peeds ,of ~,uIl1b~r;I~nd County, Pennsylvania, granted and conveyed unto Cumberland koldihg~. Limited Partnership',' a Pennsylvania limited partnership. f r; I. i.n':',",:.';: .~ (, I.;:: i' ;'. 6JJf. 707 L~LE 4129 ,.. ~-- , . t \! ~ I \ NOTE Dated: September Ie> , 2002 At: Harrisburg, Pennsylvania $ 200,000.00 - _ FOR VALUE RECEIVED, the undersigned, CUMBERLAND HOLDINGS LIMITED, a limited liability company organized and existing under and by virtue of the laws of the Commonwealth of Pennsylvania (the "Maker"), irrevocably promises to pay to the order of THE COMMONWEALTH OF PENNSYLVANIA (the "Commonwealth"), to the order of the CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, a nonprofit corporation organized under and by virtue the laws of the Commonwealth of Pennsylvania (the "ALO"), at the Comptroller's Office, Box 884, Federal Square Station, Harrisburg, Pennsylvania 17108, or at such other place as the Commonwealth may direct, the principal sum of TWO HUNDRED THOUSAND and 00/100 DOLLARS ($200,000.00) (the "Loan"), or so much thereof as will be disbursed to the Maker pursuant to the terms of the Loan Agreement between the ALa and the Maker dated the same date as this Note (the "Loan Agreement"), together with interest as -' provided below, in lawful money of the United States of America, payable in equal monthly installments, a portion of which will be interest at the rate of FIVE percent (5.0%) per annum on the outstanding principal balance calculated on the basis of a 360 day year, and a portion of which will be a payment of principal. The first monthly payment is due on October 1, 2002. The entire unpaid balance due will be paid on September 1, 2012 (the "Maturity Date"), or earlier if the repayment of the Loan is accelerated after Maker's default. If the Maker does not draw down the full amount of the Loan, the amount of each payment will remain the same but the number of monthly payments required to repay the Loan will be reduced. Interest on the outstanding principal balance will begin to accrue from and including the date of this Note. The interest which accrues from the date of this Note through the last day - , """'- Document #:23./071.1 Page I of4 r of this month will be due at the same time and in addition to the first monthly installment of principal and interest. The monthly installments, and any partial prepayments, will be applied to any late charges, then to interest on the unpaid principal, and the balance to principal. In addition, if the Maker fails to pay any monthly installment on the date that it is due, the Maker will pay a late charge of five percent (5%) of total amount of the overdue monthly installment to compensate the ALO for damages suffered because of Maker's failure to make prompt payments. This Note is executed and delivered pursuant to the Loan Agreement, and is subject to all the terms and conditions thereof. This Note is entitled to the security provided for in the Loan Agreement. As security for the payment of the Loan, the Maker has executed and delivered to the ALO a Mortgage (the "Mortgage"), which covers a certain tract of land and improvements thereon, located at 1120 Green Spring Road, Newville, Cumberland County, Pennsylvania, and a Security Agreement of even date herewith securing this Note (the "Security Agreement") covering other collateral. THE MAKER HEREBY COVENANTS AND AGREES AS FOLLOWS: 1. All the terms, covenants, conditions and provisions of the Mortgage, the Security Agreement and the Loan Agreement are incorporated herein by reference and are made a part hereof, and any breach or violation thereof will constitute a breach or violation of this Note. 2. It shall be an Event of Default under this Note if the Maker fails to pay any sum required to be paid by the Maker under this Note, the Loan Agreement, the Mortgage or the Security Agreement within thirty (30) days after the sum becomes due and payable, without notice, or if the Maker fails to perform any other provision of this Note to be performed by the Maker and fails to cure the default within thirty (30) days after notice, or if there is an Event of Default under the Loan Agreement, the Mortgage or the Security Agreement. Upon the occurrence of an Event of Default, the ALO at its option may declare that the whole unpaid balance of the principal indebtedness, together with all interest thereon and all other sums due hereunder or secured by the Mortgage or the Security Agreement or required to be paid to the ALO thereunder, is due and payable immediately without notice to the Maker. Document #: 23./071.1 Page 2 of 4 . 3. THE FOLLOWING PARAGRAPH SETS FORTH A WARRANT OF AUTHORITY FOR AN ATTORNEY TO CONFESS JUDGMENT AGAINST THE MAKER. IN GRANTING THIS WARRANT OF ATTORNEY TO CONFESS JUDGMENT AGAINST THE MAKER, THE MAKER HEREBY KNOWINGLY, INTENTIONALLY AND VOLUNTARILY, AND, ON THE ADVICE OF THE SEPARATE COUNSEL OF THE MAKER, UNCONDITIONALLY WAIVES ANY AND ALL RIGHTS THE MAKER HAS OR MAY HAVE TO PRIOR NOTICE AND AN OPPORTUNITY FOR HEARING UNDER THE RESPECTIVE CONSTITUTIONS AND LAWS OF THE UNITED STATES AND THE COMMONWEALTH OF PENNSYLVANIA. Upon the occurrence of an Event of Default under this Note (of which an affidavit on behalf of the ALO will be sufficient evidence), the Maker hereby irrevocably authorizes and empowers any attorney of any court of record in the Commonwealth of Pennsylvania, or elsewhere, to appear for and to enter and confess judgment against the Maker, at any time or times and as of any term, for the principal sum above mentioned, with or without declaration, with interest and costs of suit, without stay of execution, and with reasonable attorney's fees. The Maker agrees that any of its property may be levied upon to collect said judgment and may be sold upon a writ of execution, and hereby waives and releases all laws, now or hereafter in force, relating to exemption, appraisement or stay of execution. The authority hereby granted to confess judgment will not be exhausted by any exercise thereof, but will continue from time to time and at all times until the Maker has paid all sums required to be paid by the Maker under this Note, the loan Agreement and the Mortgage and has performed all of the other provisions hereof or thereof to be performed by the Maker. 4. The Maker may make partial prepayments on the principal indebtedness at any time, without premium, with the prior written consent of the ALO. The Maker may make prepayments of the entire principal indebtedness at any time, without premium and without the approval of the ALO. 5. All of the covenants herein contained will accrue to the benefit of the successors and assigns, voluntary or involuntary, of the ALO, including the Commonwealth and the Department of Community and Economic Development. 6. The Maker hereby waives the technical requirements of demand, grace, presentment for payment, protest, notice of dishonor or nonpayment and notice of the exercise of any option hereunder, except as notice and grace are specifically provided for in this Note or the Loan Agreement. Document #: ]3.JOiJ. J Page 3 of 4 . , . . , 7. The remedies provided in this Note, the Mortgage, Security Agreement and the Loan Agreement or otherwise available to the ALa for the enforcement of the payment of the principal sum together with interest and the performance of the covenants, conditions, and agreements, matters and things herein and therein contained are cumulative and concurrent and the ALa at its sole discretion may pursue them singly or successively or together and the ALa may exercise them from time to time as often as occasion occurs until the ALa has been paid all sums due in full. 8. The terms and provisions of this Note are severable. This means that if any of the terms, covenants, conditions or provisions of this Note are unenforceable or invalid under federal, state or other applicable law, such unenforceability or invalidity will not make any other of the terms, covenants, conditions or provisions hereof unenforceable or invalid. If any waiver by Maker in this Note is prohibited by law, including but not limited to the waiver of exemption from execution, such waiver will be and be deemed to be deleted herefrom. IN WITNESS WHEREOF, intending to be legally bound hereby, the Maker has caused this Note to be duly executed, the day and year first above written. CUMBERLAND HOLDINGS LIMITED O~~ By: Edward Stum, II, President (CORPORATE SEAL) Document #: 23./07 J. J Page 4 of4 ~ \ \ ..... . . IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff NO. v. EDWARD L. STUM, EDWARD STUM, II, CUMBERLAND TRAILERS, INC. and CUMBERLAND HOLDINGS LIMITED PARTNERSHIP, Defendants CIVIL ACTION-LA W TO: Edward L. Sturn, Edward Stum, II, Cumberland Trailers, Inc., and Cumberland Holdings Limited Partnership, Defendant You are hereby notified that on , the following (Qffief) (Degree) (Judgment) has been entered against you in the above captioned case for your failure to file an answer to the complaint in the total amount of$185,876.18 plus costs and interest is hereby entered. DATE: Prothonotary I hereby certify that the name and address of the proper person(s) to receive this notice is: Cumberland Holdings Limited Partnership 1120 Green Spring Road Newville, P A 17241 Cumberland Trailers, Inc. 1120 Green Spring Road Newville, P A 17241 Edward L. Sturn 151 E. Penn Street Carlisle, PAl 7013 Edward Sturn, II 1315 County Line Road York Springs, PA 17372 ... ., "" I . TO: Edward L. Sturn, Edward Sturn, II, Cumberland Trailers, Inc., and Cumberland Holdings Limited Partnership, Defendido/a (Defendidos/as) Por este medio se Ie esta notificando que EI de Del , EI/la siguiente (Qffieft) (Dccrcto) (Fallo) ha sido anotado en contra suya en el caso mencionado en el epigrafe. FECHA: Prothonotario Certifico que la siguiente direccion es la del defendido/a segun indicada en el certificado de residencia: Cumberland Holdings Limited Partnership 1120 Green Spring Road Newville, P A 17241 Cumberland Trailers, Inc. 1120 Green Spring Road Newville, P A 17241 Edward L. Stum 151 E. Penn Street Carlisle, P A 17013 Edward Stum, II 1315 County Line Road Yark Springs, P A 17372 p0~ C jl rt ;<s ~ ~ f.~ ~ ~ C> (" co () -cJ }2-~p: v ~ ~ ~, "- ~ -< . . .. ~ ") :;~ (-j ,": ,) -f 1 ....c- r:-~1 :-;-.1 I './ c.,., C) i\~. ", 1 -':: ~e ", r ~ . . ~ ; (" . , r'J '. (::' ~ IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff NO. 04-6408 Civil v. EDWARD L. STUM, EDWARD STUM, II, CUMBERLAND TRAILERS, INC. and CUMBERLAND HOLDINGS LIMITED PARTNERSHIP, Defendants CIVIL ACTION-LAW PROOF OF SERVICE I, Steven C. Courtney, Esquire, hereby certify that I served a copy of the foregoing Notice of Judgment and Execution Pursuant to Rule 2958.1 on the Defendant on December 24,2004 as evidenced by the attached execut~~d return receipt card. Edward L. Sturn 151 E. Penn Street Carlisle, P A 17013 ~ ~ieven C. ney, E~~ Attorney .. . P.O. Box 6280 Harrisburg, PA 17112 (717) 540-3900 ENDER. COMPLETE THIS SECT/Of, . Complete Items 1, 2, llIld 3. AlSO complete--: ._.' Item 4 If Restricted Delivery Is deslrecl. ' ~ '~,"'" . Print your name and address on the reverse '; so that we can retum the card to you.); ; . ~ch this card to the back of the mallplece,11f};' or on the front If space permits. ' ~'. , 1, ArtIcle Addressed to: (jfd;;'Jj!Ph'1/; /5/~. ~/)/JJfAUr ~'. ()jr- Its Ie {J~i 7 rJ J 3 A. Slgrl8tUre:c -'~ ;:""... ' ....... > '. - . : .~_. l X (_, __ '-~I ~,.,..,.. B. Reclllved by ( Pr:fnted Name) o Agent ..0 Addressee C. Date of Delivery , l D. Is dllllvery addl8SS diIfenlnt fromJtem 11 If YI:B, enter delivery address below: 3.. Serti~ , -.:::fC:ertIfIecI Mail 0 Express Mall , ! o Fleglstered D fl<.lw.~ReceIpt for MercI'landlse ! o Insured Mall 0 C.O.D. 4. Restricted DelIvery? (Extra Fee) .. (") ..-.;> 0 <::::) c = ." -;<'.... ~ -q ~:;-, c::;:l :1 1-i:, fr~ fT1 rnf!1 Z~l M Z1); N -o~ ::;:J 'f)-.;': '-" go ~(> )>~C. -0 ::c ::B :x o. Zd 2....0 J:>C (1fT' ...::\ ~ 0 ?i; N .-<; {!/ IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY , PENNSYLVANIA CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff NO. 04-6408 Civil Term v. EDWARD 1. STUM, EDWARD STUM, II, CUMBERLAND TRAILERS, INC. and CUMBERLAND HOLDINGS LIMITED PARTNERSHIP, Defendants CIVIL ACTION-LAW PRAECIPE FOR WRIT OF EXECUTION (MONEY JUDGMENT) P.R.C.P. 3101 to 3149 To the Prothonotary: ISSUE WRIT OF EXECUTION IN THE ABOVE MATTER, (1) Directed to the Sheriff ofCurnberland County, Pennsylvania; (2) against, Edward 1. Sturn, Defendant( s); (3) and against, Garnishee( s); (4) and index this writ (a) against, Edward L. Sturn, Defendant(s) and (b) against, Garnishee(s), as a lis pendens against the real property of the Defendant(s) in the name of the Garnishee(s) as follows: (Specifically describe property) DEFENDANT'S ADDRESS FOR THE LEVY IS 151 E. PENN STREET, CARLISLE, PA 17013. ALL PERSONAL PROPERTY OF ANY NATURE LOCATED WITHIN THE HOUSEHOLD I BUSINESS OR IMMEDIATE VICINITY OF THE DEFENDANT(S) ADDRESS AND ALL OTHER PERSONAL PROPERTY WITHIN THE DOMINION AND CONTROL OF THE DEFENDANT(S) WHEREVER IT IS LOCATED SHALL BE SUBJECT TO THE LEVY. Amount due Interest Court Costs $185,876.18 To be Determined To be Determined Total $185,876.18 plus costs & interest Dated Steven C. C ney, Esquire Attorney # 74669 WAIVER OF WATCHMAN Any deputy sheriff levying upon or attaching any property under within writ may leave same without a watchman, in custody of whomever is found in possession, after notifying person of such levy or attachment, without liability on the part of such deputy or the sheriff to any plaintiff herein for any loss, destruction or removal of an~operty qefore sheriffs sale thereof. ~ Steve~ Co quire Attorney for Plaintiff c p, :r- ("::) b 1'~ - ~ 6"- ..r:: ~ f' ~ ~ r t c: G !J ~ If\ 0-... "'9. ~ ~90 "- -- -:0 ~ ~ . ~ lI') () ~ - 8 () () c, () I I _..) c: 10 ~~ ~& , , , - ~i: '-- YIl:- ...... r'"--" 0 () e':C'l -n ~; :;:g ~ '- '. L- :r: -n -[1 r'; ~~ n1 r~ n::'~(: ~ -tJcq / -r:;C"r" <:) 0" ~~.~ ~~ -n ~:;~ <:'5 :-~:,.; ::.: <:-n' (;~ l t_) r." fO.. r:? :-,:~ ...- '7" 5'J ~ ~ -< WRIT OF EXECUTION and/or A TI ACHMENT COMMONWEALTH OF PENNSYL VANIA) COUNTY OF CUMBERLAND) NO 04-6408 Civil CIVIL ACTION - LAW TO TIlE SHERIFF OF CUMBERLAND COUNTY: To satisfy the debt, interest and costs due CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff (s) From EDWARD L. STUM, EDWARD STUM, II, CUMBERLAND TRAILERS, INC. AND CUMBERLAND HOLDINGS LIMITED PARTNERSHIP, 151 E. PENN STREET, CARLISLE, PA 17013 (1) You are directed to levy upon the property ofthe defendant (s)and to sell ALL PERSONAL PROPERTY OF ANY NATURE LOCATED WITHIN THE HOUSEHOLDIBUSINESS OR IMMEDIATE VICINITY OF THE DEFENDANT(S) ADDRESS AND ALL OTHER PERSONAL PROPERTY WITHIN THE DOMINION AND CONTROL OF THE DEFENDANT(S) WHEREVER IT IS LOCATED SHALL BE SUBJECT TO THE LEVY. (2) You are also directed to attach the property of the defendant(s) not levied upon in the possession of GARNISHEE(S) as follows: and to notify the garnishee(s) that: (a) an attachment has been issued; (b) the garnishee(s) is enjoined from paying any debt to or for the account of the defendant (s) and from delivering any property of the defendant (s) or otherwise disposing thereof; (3) Ifproperty of the defendant(s) not levied upon an subject to attachment is found in the possession of anyone other than a named garnishee, you are directed to notify himlher that he/she has been added as a garnishee and is enjoined as above stated. Amount Due $185,876.18 Interest Atty's Conun % Atty Paid $37.00 Plaintiff Paid Date: JUNE 16, 2005 L.L. $.50 Due Prothy $1.00 Other Costs CURTIS R. LONG (Seal) Proth02 2 ~ ..J2y: (J/)..fJ ~. :P ./l./ t~ Deputy REQUESTING PARTY: Name STEVEN C. COURTNEY, ESQUIRE Address: 2215 FOREST HILL DRIVE SUITE 36 P.O.BOX 6280 HARRISBURG, P A 17112 Attorney for: PLAINTIFF R. Thomas Kline, Sheriff, who being duly sworn according to law, states this writ is returned STAYED, DUE TO BANKRUPTCY. Sheriffs Costs: Docketing $ Poundage Advertising Law Library Prothonotary Mileage Misc. Surcharge Levy Post Pone Sale Garnishee Postage TOTAL $ Advance Costs: Sheriffs Costs: 150.00 150.00 000.00 18.00 2.96 10.00 .50 1.00 11.80 Refunded to Atty on 10/14/05 50.00 40.00 15.00 .74 150.00 Sworn and Subscribed to before me So Answers; r-~~ ~ R. Thomas Kline, Sheflfr-c----':- ('1/ 1f2 " ( By U ctLLcP. J (1./ /-..)lULU b aL. 2005 A.D. , 0')'1 ::0 cJ <:; ..r:. \' ..r: c:. "" \,,1) --......, <-..::;~~ -"--'::::,.~ Yll 'i/:';'} " (.. /~ .~----- . iJjl de. <;1 (,.0(" Q0..." 11 () I 'If WRIT OF EXECUTION and/or ATTACHMENT COMMONWEALTH OF PENNSYLVANIA) COUNTY OF CUMBERLAND) NO 04-6408 Civil CIVIL ACTION - LAW TO THE SHERIFF OF CUMBERLAND COUNTY: To satisfy the debt, interest and costs due CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION Plaintiff(s) From EDWARD L. STUM, 151 E. PENN STREET, CARLISLE PA 17013. (I) You are directed to levy upon the property ofthe defendant (s)and to sell ALL PERSONAL PROPERTY OF ANY NATURE LOCATED WITHIN THE HOUSEHOLD BUSINESS (2) OR IMMEDIATE VICINITY OF THE DEFT'S ADDRESS AND ALL OTHER PERSONAL PROPERTY WITHIN THE DOMINION AND CONTROL OF THE DEFT WHEREVER IT IS LOCATED SHALL BE SUBJECT TO THE LEVY. (2) You are also directed to attach the property of the defendant(s) not levied upon in the possession of GARNISHEE(S) as follows: and to notify the gamishee(s) that: (a) an attachment has been issued; (b) the garnishee(s) is enjoined from paying any debt to or for the account of the defendant (s) and from delivering any property of the defendant (s) or otherwise disposing thereof; (3) If property of the defendant(s) not levied upon an subject to attachment is found in the possession of anyone other than a named garnishee, you are directed to notify him/her that he/she has been added as a garnishee and is enjoined as above stated. Amount Due $185,876.18 Interest Atty's Comm % Ally Paid $37.00 Plaintiff Paid Date: JUNE 16, 2005 L. L. $.50 Due Prothy $1.00 Other Costs Prothonotary (Seal) By: Deputy REQUESTING PARTY: Name STEVEN C. COURTNEY, ESQ. Address: 2215 FOREST HILL DR., STE. 36 POBOX 6280 HARRISBURG PA 17112 Attorney for: PLAINTIFF Telephone: (717) 540-3900 Supreme Court ID No. 74669 Hubert X. Gilroy, Esquire MARTSON DEARDORFF WILLIAMS OTTO GILROY & FALLER MARTSON LAW OFFICES I.D. 29943 10 East High Street Carlisle, PA 17013 (717) 243-3341 Attorneys for Defendants CAPITAL REGION ECONOMIC :IN THE COURT OF COMMON PLEAS OF DEVELOPMENT CORPORATION, :CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff v. NO. 2004-6408 -CIVIL TERM CIVIL ACTION -LAW EDWARD L. STUM, EDWARD STUM, II, CUMBERLAND TRAILERS, INC., and CUMBERLAND HOLDINGS LIMITED PARTNERSHIP, Defendants PRAECIPE TO MAKE OF RECORD ORDERS OF BANKRUPTCY COURT EXTINGUISHING LIEN OF PLAINTIFF TO THE PROTHONOTARY OF CUMBERLAND COUNTY: Please enter the attached Orders under the docket number of the above-captioned action. MARTSON LAW OFFICES Hubert X` Gilro ,Esquire I.D. Number 2 943 Ten East Hi Street Carlisle, P 17013 (717) 24 -3341 Date: July 13, 2009 Attorneys for Defendant Edward Stum, II e iN THE UNITED STATES BANKRUPTCY COURT Middle District of Pennsylvania In the Matter of: Edward Lee Stum, II Debtor(s) } } Case No. 1:05-bk-02486 } } Chapter 7 } } ORDER The motion of the above-named debtor(s), Edward Lee Stum, II, to avoid the lien of the respondent, CREDC is sustained. The lien is a judicial lien that impairs the exemption and is of record as follows: $185,876.18 filed 21 December 2004 by Confession of Judgment, Case #2004-06408 Unless debtor's bankruptcy case is dismissed, the lien of the respondent is hereby extinguished and the lien shall not survive bankruptcy or affix to or remain enforceable against the aforementioned property of the debtor. CREDC shall take all steps necessary to remove any record of the lien 6•om the aforementioned property of the debtor. BY THE COURT, Ban rup Judge mg) Date: August 26, 2005 This electronic order is signed and filed on the same date. Case 1:05-bk-02486-MDF Doc 19 Filed 08/26/05 Entered 08/26/05 09:40:37 Desc 01/27/2009 16:59 7172495755 OBS PAGE 02 Form BIS (Official Form 18x12!(13) Zlmited States Ban~rnptcy Cann Middle District o~ Pennsylvgnia Case No.1.R~^.111L"9~~^~E Cbs~pCex 7 In re: Debtor(s) (name(s) used by the debtor(s) in the asst 6 years, including married, maiden, trade. ~ address): Edward I.ee Stem II 1315 County Giste Rd Yank Springs, PA 173729021 Social Security No,: ~cx-x~-2927 i;mployet's Tax I.D. No.; DLSCSARGE OF DEBTO~t Ic appegcing t#iat the debtor is entitled to a discharge, IT IS ORDEI,tED: The debtor is gamed a discharge under section 727 of tide l 1, Unitcd Staten Code, (the Bat~la~tptcy Code). BY Tt3E COURT Unitod States Bank~rupecy judge SEE xHE B,ACS OF TD'S ORDER FOB IpVIpORTA,NT INFORMATION. osizoz f It.~..{~-~.:{ i~~vL. 2~C9 ..fuj ~ ~ (i~l ~:~ l; / ,-,~, , __,..~i