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HomeMy WebLinkAbout05-0295 .. BARLEY SNYDER Scott F. Landis, Esquire Court I.D. No. 69798 126 East King Street Lancaster, PA 17602 717) 299-5201 Attorneys for Plaintiff Fulton Bank Plaintiff COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW FULTON BANK, v. Defendant No. D5 - :l9S Jlw~ L ~82....n'\ GEORGE A VAUGHN, III, CONFESSION OF JUDGMENT Pursuant to the authority contained in the warrant of attorney, a true and correct copy of which is attached to the Complaint filed in this action as Exhibit "A", I hereby appear for Defendant, George A Vaughn, III, and confess judgment in favor of Plaintiff and against Defendant as follows: Principal ..........._............_............_..................................$ 53,71 1.49 Interest through 12/13/04 at a rate of$8.95 per diem .................................................................$ 641.93 Late Fees ........................................................................$ 13.47 Satisfaction Fees ........................................................................$ 184.00 15% Attorneys' Fees ................................................_....._....._...........$ 8,153.01 TOTAL ........................................................................$62,703.90 plus continuing interest after December 13, 2004 at a rate of$8.95 per diem, continuing late charges, continuing attorneys' fees and costs of suit By: BARLEY SNYD~;Z ~~qUire - Attorneys for Defendant George A Vaughn, III Court J.D. No. 69798 126 East King Street Lancaster, P A 17602-2893 (717) 299-5201 1342756-1 BARLEY SNYDER Scott F. Landis, Esquire Court I.D. No. 69798 126 East King Street Lancaster, PA 17602 (717) 299-5201 Attorneys for Plaintiff Fulton Bank FULTON BANK, Plaintiff COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CNIL ACTION - LAW v. GEORGE A. VAUGHN, III, Defendant No. OS" ~.;l.qS C;(J~L ~82..VTl- AFFIDA VIT I, Christopher L. Demko, Vice President of Fulton Bank, hereby certify that the following is a true and correct statement of the outstanding balance as of November 10, 2004 due Plaintiff from Defendant in accordance with the Complaint: Principal .................._.....................................................$ 53,711.49 Interest through 12/13/04 at a rate of $8.95 per diem ............._...................................................$ 641.93 Late Fees ............................._..........................................$ 13.47 Satisfaction Fees ........................................................................$ 184.00 15% Attorneys' Fees ..........._............................................................$ 8,153.01 TOTAL ........................................................................$62, 703.90 plus continuing interest after December 13, 2004 at a rate of$8.95 per diem, continuing late charges, continuing attorneys' fees and costs of suit. This Affidavit is made subject to the penalties of 18 Pa. C.S. 94904, relating to unsworn falsification to authorities. Dated: IlqtJS a./~;J /'" C.. #? ~ ~-------I'- Christopher L. Demko 1342756-\ ORIGINAL BARLEY SNYDER Scott F. Landis, Esqnire Court I.D. No. 69798 126 East King Street Lancaster, PA 17602 (717) 299-5201 Attorneys for Plaintiff Fulton Bank Plaintiff COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW FULTON BANK, v. Defendant No. DS; - .::J9"s (!wcL cy 8ZwL GEORGE A VAUGHN, III, COMPLAINT FOR CONFESSION OF JUDGMENT Plaintiff, Fulton Bank, files this Complaint pursuant to Pa. R.C.P. S295 1 (b) for judgment by confession and avers the following: I. Plaintiff, Fulton Bank, is a Pennsylvania banking corporation with a principal location of One Penn Square, P. O. Box 4887, Lancaster, Pennsylvania 17604. 2. Defendant, George A Vaughn, III is an adult individual, with a last known address of3523 September Drive #6, Camp Hill, Pennsylvania 17011. 3. On or about August 14, 1985, Defendant borrowed from Plaintiff the amount of $30,000.00, payable on demand plus interest at the annual variable rate of 1.000% above the annual floating rate of interest designated by Fulton as its prime rate, and requires Defendant to make regular monthly payments due on the first (1 st) day of each month of all accrued unpaid interest, for a period of twelve (12) months, as evidenced by a Line of Credit Note and Agreement (the "Note") A true and correct copy ofthe Note is attached hereto as Exhibit "A" and incorporated by reference. 1342756-1 4. On or about December 2, 1999, Defendant executed and delivered to Fulton a Supplement to line of Credit Note and Agreement (the "Supplement") amending the principal sum of the Note from $30,000.00 to $55,000.00. A true and correct copy of the Supplement is attached hereto as Exhibit "B" and incorporated by reference. 5. The Note authorizes confession of judgment against Defendant for all amounts due under the Note plus continuing interest, costs ofthe proceeding and a reasonable attorneys' fee equal to 15% of the sum ofthe principal plus interest for which judgment is confessed. 6. Defendant is in default under the Note for failure to make monthly payments which were due beginning November I, 2004 and on the first (151) day of each month thereafter. 7. Defendants' liability under the Note is fifty-four thousand five hundred fifty and 89/100 Dollars ($54,550.89) plus continuing interest, late charges, costs of the proceeding and a reasonable attorneys' fee equal to 15% of the sum of the principal plus interest for which judgment is confessed. An affidavit verifying the amount due and owing to Plaintiff is attached hereto as Exhibit "c" and incorporated by reference. 8. The Note has not been assigned. 9. No Prior Judgment has been entered on the Note in any jurisdiction. 1 O. Judgment is not being entered by Confession against a natural person in connection with a consumer credit transaction. 1342756-] WHEREFORE, Plaintiff, Fulton Bank, demands judgment against Defendant, George A_ Vaughn, III, in the total amount of $62,703.90, consisting of a principal amount of$53,711.49 interest through December 13, 2004, in the amount of$641.93, late fees in the amount of $13.47, satisfaction fees in the amount of$184.00, attorneys' fees in the amount of$8,153.01, plus continuing interest after December 13, 2004 at a rate of $8.95 per diem and costs of the suit. Date: /2/0'-- ( By: ~;r cott F. L is, Esquire Attorneys for Plaintiff Fulton Bauk Court J.D. No. 69798 126 East King Street Lancaster, P A 17602-2893 (717) 299-5201 1342756-1 :-.:--- .'.~'''''''' .... "I-Ice.. ~O -Bank' ~ Line or Credit Note and Agnement@ --) ~\ Fulton Bank Lancaster, Pennsylvania 7151358 --" **.'* *'* *30,000.00 c7' Ii.d fJ Dale FOR VALUE RECEIVED, Georq'e A.. Vauqhn, III (the "&rrowcr") promisu 10 pay to the order ofBankindtc3\eda~ ~I any of its DankingofJices, the principal sum of THIRTY THOUSAND .AND NO/100 DOLLARS ($ '* '* '* '* * '* 3 0 000 00 ), or lluch !t;sser or geater principal atllOllI'ot as may be outstanding from time to lime under this Line of Credit Note lInd Agreement (the "Note and Agreement") as sbown on Bank's rero~ payable on DEMAND by Bank., ..nlh interest at tbe rate specified belo.... iNTEREST RATE _ The inlen::sl rate is the annual variable rale uf .LJLO_ % above the annual floating tate ot inteff-st duignated from time to time by the Bank 35 its_--PrimP. rate and used by Bank as a reference rate with respect to different rates. of interest c!\argW tobtrnoWert> Accrued inlerest shall bo:; payable montbly on Ihe~(Iay of each month until all sums due under thi& Noto:; ~a\le ~en paid in full and t~ nedil availablllty evidenced hereby \las (.X}lmd or b~n terminated. TIc IntertSt rale shall change automatically and simultaneow:.l'f upon the effec\we date of Bank's de~lgnlllion o[ .any "hange III the reference rate. 8;J,nk'~ dc:sipulUot\ (rom time to time. of itS .prime. rate sbaU not in any way preclude Bilnt from making 1000ns to olher bOrTOWen> at a r.ate which is higher or lower than or different from the prime tate. 1\\1 inleres\ ~bllll bo:; computed roc the .ctlUll number of days elapsed on the basis or a yeae consISting of 360 days. LATE CHARGE ~ The Borrower also prom~ 10 pay to Bank as II lale charge alld no! as addltiofJal interest, an amount equal to 5% of any payment nOI received by Bank on orbtfore the 15th calendar day after the date it was due. 11w. folkr,.i"l pllr/lfl'llph HIs fortb a warrant of IItfclmey to confess Ja_ent spiDSl the BOn'OW'er. In gntnting tbis IWllrTtOt of attol1lq' to tMJfes~ judplent against th~ ~r, the Bol'nlW'er bereby knowingly, Infenllonl.lly, volunlarily, and, with opportunity for adlice of separate coURsd, ulkOndidona[ly waives llny llIld aU rights the Bo-troo\1rer bas or may bave to prior notiu and an llpportulllty for bearing under the respec'tive COJlstltutlo115 and laws of the United States and lhe CClInm.ol\\<<alth 0( P",ns}'tvania. CONFESSION Of JUDGMENT .. TIlE BORROWER HEREBY Aut'HOlU2ES AND EMPOWERS IRREVOCABLY TIlE PROTHONOTARY OR ANY CLERK OR A1TORNEY OF ANY COURT OF RECORD TO A.PPFA)\ ANn TO CONFESS JUDGMENT AGAINST THE BORROWER IN FAVOR OF TIlE HOLDER OF nus Nc:YI"E AS OFfEN AS NECESSARY UNTIL ALL UABIUT1ES HAVE BEEN rAID IN FUu., AS Of ANY TERM, FOR ALL AMOUNTS OWlNG (WHgrffER OR NCYf THEN DU~) UNDER nus Non: AND AGREEMENl', TOGErnER wrrn COSTS OF LEGAl, ,ROCEEDU1GS AND A RUSONABLE ATIORNEYS' FEE FOR COLtECIlON (WHICJI ..oR PURPOSES OF EXERCISING nus WARRANT OF A.TIORNEY 'TO CONFESS JUPGMENT S.lW..L BE DEEMED TO BE EQUAL TO 15% OF THE SUM OF THE PRINCiPAL PLUS INTEREST FOR WHICH JUDGMENT IS THEN CONFESSED), wmf REI&SE OF ALL ERRORS, WAIVER Of APPW.s, AND WlTIfour nAY OF EXECUTION. TIlE 8QRROW€R HEREBY WAIVES ALL REUEF FROM ANY AND AL~ APPRAISEMENT, STAY OR EXf.MmON LAWS OR RULES Of COURT NOW OR HEREAFrER (N EFFECT, The terms and collditions stated on the fl:VCTlle side and the- pages attacllc4 ~f\'.lo llrc intorponr.led hen: by ~leren(e. Witness S;pa-ta-Rs Witncu the due exo:;cutlon of IhlS Norc and Ag:n:ement under $C.!ll on tht: day anli ycarfiTlllabovewrilltn. --9-' 4JI ~t1~ G ge A. ghn, III (SEAL) (SEAL) (SEAL) (SEAL) (SEAL) (SEAL) (SEAL) (SEAL) Address: 3904 '1'rindle Road, Catnp Hill, PA 17011 r-~ "0. _,:::':, " ' Line 01 Credit Note and Agreement (Continued) This Note and ~emtnl cVldenres the Borrower's liabilities and obliglltions to Ba(lk in connection willi a Ime of credit (th.e 'Une') nC'i 10 exceed in lbe aggregate at an~ ODe time the (ace lmlVlllll of lhis Nore and Agreement, which sllal! Ile available to the Borrower "pontile foJJowingtcrnu; ,1.1\4 conditNIll>: I[) If checked here, lhe Une shall be a reyoMng lim: o{ credit ul\du whith Borrower may bolTW', repay and reborrow amounts not to eXCf;cd in lhe aggregate at anyone lime the face amount of lhe Note llnd Agreement. o If ebecli.ed here, thc Lille shall be a non-reVOlving line of credit under .....hich Borrower may borrow amounts not to e:<<:eed in the aggregate tbe face amount of II\<. No\e and Apeement. . ' }. Defmifions - As used herein, the following terms shall h.",e the meaninr;; indicated, \OI\leSl'o the <:o11tert olherwise requires; a. Ilon'O\l'tr - The term "Borrower' means ead!. and I.I\Y ()I'Ie Of more of llle persons or entities exulltlng thIS Note< nnd Agreement including, in the case of any partnership, all general panncrs of the pannersnip ind.Iw1\1ally and tolletliVely, """etner or not such panners sign tnis Note and Agreement. and lfmon: than one Borrower e~el'Utes this Note and Agreement, all such Borro<ue~ anjoinlly and severally liable. b. CoUateral- The term 'Collateral' lnclude$: (1) all real and personal propeny of allY Obligo~ (as hereinafter ddined) now or liereafter pledged, mcnpged, asslgJ'led or granted to Balik to secure paylTlenl of this Note and Agreement specifically or all indebtedness or Uilbili!.es to Bank generally; and (2) aU property of any n-alure whatsoever of the Borrower now or huearter III the po;:wll>ion of or assigned or hypolliecated to 8lI.nk {or any purposl';, and any t>alallcc o~ share belon~ng to the Borrower of Ilny deposit, agency or othcr accounts with Bank:, and any other !lInount which m'ay be owing (rom time to time by Bank to the Borrower. c. CoUateral Donlmen15 - The tenn "Collateral Documents' nteallS a1t mortgages, securiIY ayeement5 and other docum~nts ana inslruments ~xeCllted and delivered to Balik with respect to tb<:: Collateral. d. Uabili'ies - The term ~Liabiljties" includes: (1) all amounts at any time owing uncler tbis Note and Agreement, iacll.l.dll\l. 1.1\'j pas!., present or (utUIt advances Of fCadvant" and all substitutions, e.rten.o;lOn5, renewals and modifications hereof and all interest, late Chllfl;cs, penalties Ilond fees of any and all types owing. or payable heKundtr, (2) all costs an13 expenses incurred by Bank in the collutiOD or cnfol'l.'ernent of Ihis Not(: and Agreement; {3} all (uture aavances made by Bank (or taxes., leVIeS, I~uranrt and repair.> to or mallltenancc of tbe Collateral; and (4) all existing ana future liabilities of. the Borrower oulstanding 10 BlInk, whether <J.brolute Of colltingcnt, direct OJ indt.-ect, joint, liCVeT.ll1 or independent, due or to bwome dUll, whether iIl'i dra....er, maker, endorser, guaranlor, ~urety or otherwise, held or to be hd4 by B~nk for its. OWJ\ lICCQunt or as agent for another or others, and even If acquirea by way of assignment, elCcept that the lerm 'Uabilities. shall not itlclude any ooliglltion incu~d by Ihe Borrower whicb is "col\Sumer credIt' as 13efilled by Federal R<<erve Bollrd Regulation Z, 12 C.F.1t i 226.1 et seq., and which is not elCempt~ from ItIe application of that Regullltioll. e. Obllglll" - The term 'Obligor"' aleartS the Borrower, each surety or guarantor of this Note and Agreement, and any other person or entity wbkl1 has gTilnted or in tlie [1,11\.1<<: grants to Bank a security interest in, or lien upo~, property to secure this Note and Agreement specifically or indebtedneGS or liabihties of the BorTOwer to the Ba!lk f.':neraily. 2. Urie of C~it }l.yallabiliry - From the date hereof and prior to demand by Bank, iubjeet to the lerms and oollditl0nt'i l)f thu Not" 1I1\d Agreement, BOll'OWer may borrow hereunder. Borrower sball have the righl voluntarily to prepay WIthout penalty or premium, at any tim<:: and from time to tim, lI1i)' or all portions of the principal bala[l'C~ outstanding lll\der the Line; provide4 that accrued interest upon the amount prepaid shall be paid at the time of ally well prepayment. Bol'11l'Wer adtDowledges and agrets tbat no provbion bereof, ",or any tour~e of dl!llllng bl tonnectiulIl herewith, shall be deemed tu create or sha.ll imply 1M existence or Bny eommltTllenl on Ihe pal1 of BaRk III make advanns heretlnder. Bank ~haU have no such commitment or obUption. F.adl adVllnce shall be made solely III Bank's dls"'"ftlgn. 3. Pruteduns for 8orrow-illg - Bank agrees. until furtlier noIice from Bank that, upon Borrower's request by telephone from ttme to time from either the ('-rAf'lTVP- A Va.u!iJhn------I.l..I..--.__.~_ or ~____ or __.__ of Borrower to borrow money under_ lhe Line, .Bank.. will lend and- forthwith etedi!.--Borr<:1'Ytr's' -demand -depooir scrollnt ~number .,." Q _":\ ~"iR~ with Bllnk ('Account") such sun\so( money as may be Qlutuallyagreed upon by tele.pl\One. Sl.ich a request shan be deemed to ooMtitlK~ II lipresentation by BonuWl:t tlult aU of the condilionS set fonli in Section 5 hereof have been satisfied. BofTO'oVl:f agrees to fol'Mlrd wrmen evidellcc of such request (or advances by mailingotllhe S3me d<ly a letter ofconfirmatio(l signed by the G~rJrgR A V.=Il1ghn TTT of Borrower confinning the amount $0 borrowed. Pending receipt of such letter by Bank in the ordinary course of the mails, any ~ums oC mon~y bo~d by telephone III IJccordancc with the foregolllg arrang:<::m<=nts shall immediately b(: placed to Bo~r's credit in &rrower'~ Account, Bank will forw;lrc! written 3dviee of such credit to Borrower. In the event that Bank: does not receive lh~ required confirming Jetter within three (J) buslllcssdays of the aate of request, Bankshallliave tl\e. right to debit Borrower's Ac<ounl, or any other accourJt of Bo1l'O'l\ll:r at Baal if funds in the Account lire insuffiClent, for the uncoofinrn:d boJTOWi.,gs and apply the debited alm}Unl to Ihe principal balance outstanding undertheUne 4. RepteS4i!ntatlons IIlId WlJn:'IIn.tie~ _ The. Bc.nower bereby makes Ibe follOWing representatJons and warranties liS of tbis date and as of the makinr; of any adVllnces /Iereundc:rand continuing until all all1OuntsolltstilndingIlnderlhe Line have been paid in fllll: a. Organization - If the Borrower LS a cotporatio/l or a p<lrtners.liip: (1) !.tle Bortower is duly organized, validly e.Jsting and in goad standing under the laWs of the juriSdiction In which the Borrower IS incorporated or was formed; (2) the. Borrower has the power and authonty to own its propenirs and lIS~ts and to carry on it~ bUSIness as now being conducted; and (3) the Borrower is qUlllifi<:d to do business in e'le.ry juri~diction in which it is requit<:d to qualify 10 do business. b. Due A.athorization - If tlte Borrower is a corpornllOn or a partnership, the execution, delivery and performance of this Note and Ageerllenl, the Collateral Documents and aU otlier dcx:umenls al!.d \l'Istf\1meflts executed and delivered to Balik in connection herewith and therewith have been duly SUlhorized by all requisite corpor.tte or pannership adioD- .c. . ConIIk:ting.htnrumellfs - The executIOn, dehvery and performance of Uti.s_Note aMi Agre-emenl, Ihe q,llateIl!Ll)~.u.lI!ents_and all other dociiments and-instrumenti c:.xccuted and delivered to Bank iil cOrln.ection lierewnli and the~thwill (lot (1) vioIllte ~ll)l provision of law, any order of any rourt or govemmen(al agency, the charter documents and bylaws or panner.>hip agreement of the Bo~r, or any provision of any itldenture, agreement (lr othtr instNment binding upon the Borrower or any of its properties or assets; (2) conflict with or result in a breach (If or (witlt due notite or lapse or time) a default ulld..e( Ilony Illde.llture, lIpeement Of olher instrumenl binding upon tlie Borrower or any of its properties or assels; or (3) tcJ;u\t in the cftation or impo~ition of aoy lien, cliarit~ or el\C\.Imbnnce of any Mture what$otver upon any of the properties or asselS of the Borrower, except in favoro{8ank d. Validity; Binding Nature _ The Borrower has the power to execute, deliver and perionn tI\is Note and Agreement and the Collateral Documents, and when e1ieCulea and deiLvered, Ihis Note and Agreement and the Collateral DocumentS will he valid and llindlng cbligatiolls of llle Borrower, enforecaOle in aCtQNanCe wllh their lerms, except as cnfon-eabirily may be limited by bankroptcy, insolvency or olher simtlu l;!.~ affedlDg The CnfOreemenlofcreditors' rights generally. e. Lifigation.. EJo:cept as disdosed in writing to Sank, the", i:!> ....\ ""\1011, suit or proceeding at law or In equity by or before any governmental inslrumeDtality or agency pending or, to the knowledge of the Borrower, Inrealened by or 'Aplnst or affecting the Borrower or any of lhe Borrower's properties Or rights which, if detennincd adversely to the Borrower would impair the Borrowet's rij>ht to carry on its bu~iness as nowconduCled orwould adverselyaffecl the Borrower's financial condJtion, business or operations. \ ,-- 1.- .,.:.:.----:...~. ~ ~ -' f. Authorization and Consent - No authorization, ronsenl, approval, licenso or exemption of, and no regulation, qualification, designation, declaration or filing with an)' court or govemmeolal depanrnent, commission, board, bureau, agency or instrumentality, domestic or foreign, is necessary to tho: Vlllid execution, delivery or performance of this Nole and Agreement, the Collateral Document'; or any other document~ or instruments executed and delivered to Bank in connection herewitn or therewith. g. Finandal Condidon n The most recent financial statements of the Borrower delivered to Hank are true and correct amI represent l!ct'1ltately and oomp]ete~ the Borrower's financial condition 8..5 of the date thereof a"d Ine ~&I.I[ts of lts operation!> for the penods indicated and show all known liablJiles of 1I\l: Borrower, direct or contingent, as of Ihe date tllereof. Since tne dale of such financial Statements, there has been DO material adverse change in the financial condition of tile Borrower or in its operations. business, prospects or propertieli, and since sl,ICI't date, the Bormwer has nO\ inCIIT!eO, other than in the ordinary course of business, any indd'ledness. liabililles, obhgetiollS or commitments. h. Complianet willa Laws - The Borrower is not in violation of or subject to any conlinJCntliabiliry on acCl)unt of any law or any order or regulation issued by any coun or governmental authority, slMe Q( federal, intllldmg, without limitation, the Employer Retirement Income Security Act of 1974, as amended ("ERISA'), the Imeroal Revenue Code of 1986, as amended (rhe 'Code"), any apphcable occupational and health or safety law, environmental protection or pollution cDnlrol law or hazardous waste or toxic substances management, handling UT disposal law. S. COndi,klns Precedent - The Borrower's ability to requesl an adVilnce hereunder IS subjecllo tbe performance by the Borrower of the obligation to be perlormed by the Ronuwer under thi~ Note and Apement, under the Collateral Documents and under the oilier documents and instruments exeCllted Jl1 connection herewitll and Iherewith 011 or before tlte date of each advance hereunder and also to the SlIlisfaction of the following additional condltioas: a. The repn:senlaliomi and warranlieli contained in Ihis Note and Agreemenl and in the Collateral Documents shall be lrue <;>n and as of the date of eaclt advance hereunder with Ihe same effect fU; though each such represenlation and warranty """'s miMIc on and as 0[ the dat\: of eaCh advance hereunder, b. The condllions, if any, specifIed in the Collateral Documents and in any document or instrument amending, modifying or supplem~nting this Note and Agreement shall have. been fulf\\led. 6. Affirmative CovelUlnfs - The Borrower IM::reby covenants and agrees that so long as any of lhe Liabilities or an~ other of BorlWo'cr's obligatiOTl& to Bank cnalCd pursuant to Ihis Note and A~ement or any of tlM:: Collateral Documents art: outstandinc or unperformed the Borrower shall, except as Bank may otheJWiseagreeinwriting: a. Financial StatellDCnts . Annual - Furnish to Bank, within 120 days afler the end of each fiscal ~ar of the BorrOlW'r, a balance sheet and income statemenl, consolidated and consolidatins: and with a reconciliation of surplus for sucll fISCal year. and setting forth in C()mparatNe {arm the cOl1T::Sponding figures for Ihe prt:ceding flSClll year, all in reasonable detail and all prepared by an independent, certIfied public accountant satisfactory 10 Bank, in COnformlly with generally accepted accounllng standards consislcnlly applied. b. FiDancia! Information. Other - Furnir.h In Ban"- each financial statement or certificate required to be delivered by the Borrower to Bank pursuant 10 any amendment or supplement 10 Ibis Note and Agreemenl, and such other infofOlation cancerning tbe Borrower's finanCIal or business affain; as Bank may from lime to time require. c. Prnperty - Maintain, preserve and keep all of ilS properties in good repair, condilion and working order and make or cause 10 be made all rene\Vlll5, replacements, subshtutiol\!l, additions and Improvements thereto necessary or appropriate to properly "reseTVC and maintain tbe dhcitr.cy of fdls\ltbproperties. d. Tans a..d Assessments - Pay and disch.,ge all tlJCes, as#SSments and governmental charges levied upon or assessed against tbe Bo1l'OWer or ilS properties or income prior to the date any penalties are a.ttached then:.lo. e. Lit..tion - Notify Bank promplly of the commencement of any maleriallitigation, arbitillltion or governmental proceedmg affecting the BOTf'OWer, and nolify Bank of any governmental inve.stigation or labor dispute pending, or to the knowledge of tbe Borrower, threatenci, wbi<;:b could interfere wilb the n01'1l\lll operallons or the Borrower's busin~ or materially adversely ~ffect tbe Bol'TO"'Cr's financial condition, business or operations. f. Books IIId R<<ords - Maintain and keep proper records and books of account in conformity with generally accepted acrounling standards applied on a consistent basIS, which shall accurately aM. com.Jl\et~y reneet.tbe_~rrower's business, operations.and affau:s. g. Access to Books, Refords and Properties - Pennit offlcers, employees and other rep~ntatives of Bank to viSIt and IOSpeCI tl;1e Borrower's propenie;s and 10 examine tbe Borrmver's books and reconls, and shall discuss the Borrower's aocouat1, finan~~f., t1\lSir.ess and affa.1I1. witl! Bank n:presenlatives,duringnormal business hours and as often as B.ank may request. h. Finandal II'IIQrmatlon - Guarantors - Cause any guarantor and any surety of thc Liabilities to 5ubmit 10 Bank personal and busillCQ financial statements conlainlllg such financial inforn\ll.Uon as HanJr. ""y from lime to time !'(:qUtst. i. Olher Obligations - Maintain in .II current stalllS all of its obligations, however JhCUrrt(l including, without limitation, obligations for borrowed money or for servtces or goods purehased by the Bo~r, and not amend or modify any existing. agreemen\ with any penon or enlity lD any manner materially adverse to the Borrower. j. hslness Operations - Maintain the management, includinl management personnel, of its business as it currently exists and I.S cUT!eotly conducted, shall not engage in any line Qf oo.<siness other Ihzn tbose in which tbe Borrower is actively engaged as of the date of this Note and Agreement, and Shall (lot ClIltabtish any panner.>hip, subsidiary, corporation, joint lIenture or other form of business combination. k. CtQllplilloet' With Laws - Comply witb all/alllS and all rules, n:gulations and orden. ~d jlurs.ual\\ theleto mclu61ng, wilhout limitation, ERISA, the Code, any applicable occupational and health or safety law, environmental proteClion or pollution control law or hazardous waste or tOJ(ic Substances management, haJldling or disp06.aI law, I. Insurance - Ko:ep...(I <:If its properties, rea1 an6 personal, now owned or hereafter acquired, IIlsuro::d al all hmes agaiMt 1= or damage by fire and extended coverage risbandotherhazanlseustomanlyinsuredagainsl,shallmamtalO liability ioouillInce and sucb olher insurance ooveragc required by Pank or by law, with carriers and in amounts, form and substan'.;t; satisfactory to Bank and naming Bank as additional insured/lOSS payee, as; Balik's interest may appear, and shall promptly deliver to Bank from lime to time upon request a summary schedule indicating all insurance in effect. m. Use of LDan Procuds - Use advances under the Line only for the purposes stated in the application submitted by the BoITQ'<>o>eT to Dank in oonncction WIth the Line if any, or in any commitment leUer issued by Bank to the Borrower tn connection with the Line . n. Other L1abllllJes, - Not ~T1dorse, ass~m~,_~~_guaran~!.~ surety for or otherwise become liable in cOnnection with the.oblttJItions of any person, rirm or corporation, e>:cepl in favar of Bank; provid~d, howcV'e0h;;t the-ROnu;,.er may endo~ negotiable or Olher instromenls for deposil aT collection or similar lransacllonsin the ordinary course of its busineS$. o. Sale of Assets - Not sell, lease, tfltnsfer or otber.vise dispooe of ill a single transaction or series or tral\:>actions, a\l or 11 substantial pan or the BolTOWer's assets and propenii:-s. whether now owned or hereafter acquired. p. Investments - Not purchase, own, invest in or acquire, direCtly or indirectly, any stock or other securities or allY other intert:sl whatsoever iT\. any other oof?Orallon or other ~I\tity l:l1" pennit to erist any loans or advances for such purposes excepl for inveSlmenl~ in direct ohligations of the Unitea State;s or any agency then:of. q. Selling Accounts Receivable - Not sell, assign or discount any of its account" ~ceiv?ble or any promi~sory notes held by it, with or Without re:COurse, other than the discounl of such receivables or noles for collectIOn in Ibe ordinarycoulSC of business. r. Notice of Bread! - Promp(ly give podce in writing to Bank of the occurrence or edstence of any evenl, condition, act or omis"ion, which wou.\o constitute II breach or violalion of any of Ihe representations, wtIrranties or covenants made by lhe Borrower in Ihi5 Note and ^greemenl or in any Collateral Dccuments. 1--' -........."......'-.~~ 7. ColJateratj Incorporation of Other Vl)(umenls -- The CoUateral shall secure payment to Bank of any and all amounts due under thIS NOle and Agreement. The Borrower here{)y grants Of ccnfirtM tne gnM to Bomt 0{ ll. 1>eturity interest ln, lien upon, and right of ~etoff agaInst the Sbllaleral. The h01l;Ier of this Note IInd Agreement shall be entitled to all rights, remedies and benefits of any or the Collateral Documc:nts and any other documenl$ and instruments cleculed and delivered to Bank in ronnectiO!l hereWIth or thcll:wllh and all of such documents IlK ineol'p()l'ated in thIS Note Ilnd Agreement by reference. WIthout limiting the generality oj lhe foregoing, tbe eollalel1lt Documents, as of lhe dale hereof, include the followmg: Guaranty of Frances T. Vaughn Aecounts receivable, inventory. general intangibles, machinery and eqvipment of Borrower 8. Altllmeys' FH'S; Expenses - The Borrower also agrees to pay to Bank, upon demand at any lime, all CO$b and expertSeli (tncluding reasonable a!tomeys' fees and legal expenses) incurred by Bank in the enforcement of the Borrower's 1J1lbdlties and obligatIOns to Bank Imdu this Note anli Agreement. 9. RJWIts of 8I.nk - If the Bormwer fails to pay on demand the balance or any lesser amount demanded (or p.itst due prior to demand) under this Nole ar'>! Ap~mcl'lt, Bank llhall have the oplion to declare to be immediately due and owing any and aU other liabilities. Whether or not it elects to acu:lerate the l..Iabillties, Bank may set off acmunt~ and may eJ(effise any npb and remedies against any Obligor or the Collateralllli may be flVlIilable to Bank under this Note and weemcnt, the Collalerol OOCllments, tM Uni(om\ Comme~\al COOe ~ Olher.applicable law. SelolTshali be deemed,to have occurred illunediately after any default in payment, whether or not allY book or accounting entry shall have t>een made. If payment of all amounlS owing under this Note and Agrl:ement is not reC1:ived by Bank within 15 days after Ban.k's dem,md therefor, interest shall lQ::rue, at tile option (){ Banx and only aner nOhce to lhe Borrower, al I rate 5% per annum ahO\lC the interest ra~ specified above until all amounts due under thIS Note and Agreemenl are paid. Interest shaU 'otItinlle to al;(:CUC after enlry of jlldgment by 'onfession or otberwise at the conlra'lual interest race until All sums due ,.mder this Note and Agreement and lJ.(l.det any i\ldpnent are paId. Bank lUtIVeS the right to proceed against any Obligor Ind to apply proceeds of Collaterallo amounts due under this Note and Agreement or to any other Liabilll"_' in such amounts and in Such orderas Bank may in its sole discretion delermine. 10. Mis(ellaneous - (a) The Borrower hereby waives presentment for payment, noti,e of demand., notic:c of nonpayment or dishonor, protest, notice of protest, and all other notices in conneclion with the delivery, al;l;Cptano:, penOllnilol\<:C or enforeement 0( payment of this Note and Agreemenl; (b) NotWIthstanding any olher provision of this Note and Agrtement, at no time shaUlhe Bot'J'Ower be obligated 10 pay intere~t hereunder al a rate which is in ex~ of the maximum rate p<"rm'lled by I;lw, and If, by tbe centiS of this Note and Agreement, the Borrower is at ally timI': obliploted W pay interut in ell%S$ of such mAXImum rnte, the rate of interest hereunder shall be deemed immediately reduced to s!,l,1I maximum nte of interest; (c) If any provision of this Note and Agreement IS for any reason held invalid or unenforceable. no other provision shall be affected thereby, and this Note and Agreement shall be cORSt"'ed as if the inV3hd Or unenforceable prw;,siCl'l ball never been a part of it; (d) The duties of the Borrower shall be bindmg on the Borrower and all heirs, personal representatives, receivers, trustees, su,=r.> and assigns of the Borrower and, with re~l'Cct to any partner.>hip eJ[C('Uting this Note and Agreement, each general partner shall be bound hereby bOlh ill such general partner'S individual and p00rtl'ershlp cllpllcn;es; (e) This Note and Agreement shall in all respects be gO\lCmed by Ind CDl'strued In armrdancc with the laws of the Commonwealth of Pennsylvania; (f) So long as Bank is the holder hereof, !lank's books lInd records shall be presumed (except in the clllie of manifest error) to acrurntely evidenCl: at all times all amounts due under tltis; Note and AlVtetMl\l and the date and amount o( all paymc'lTS madc pursuant hereto; (g) This Notc and AgRement ShIll remllin valid and effel:tive to evidenu: the Une and all .dvanee5 mllde he",under despIte the fact that there may occur periods when no.indebfedness _IS. out!t~ndl\'lg_hereunder; and (h) Notwithstanding the intention not to hQ,'IC thcprineipa(limo'unt OUlstanding ~nde;' the Une uCted the llm~--;nl-fo; wl;i'hthls Nole aDd AgreemeDtlll written, III the terms set forth herein and in thC ~lIl1teral DOCIImenb will apply \0 any advance whkh causes the amount outstanding under the line exceed the stated limit. ,---'- .. ?MF tee tiS' /3s-g - o/!)! , ,I @ Fulton Bank 'Bank' Supplement to Line of Credit Nme and Agreement -- ( J/~!9f , Page 1 of---.!.... Date: The provisions set forth in this Supplemem consotule additional provisions or modjfications of that cer13.in Line of Credit Note and Agreement (,iated AUGUST 14. 1.995 (the -Note and Agreement-) covering the obligations and liabilities of !he Undersigned (the "Borrower") [0 Bank in connection willi the Line (as the lenn is defined in the Note and Agreement). I. The provisions of this Supplement shall be deemed 10 be fully incorporated by reference in and shall constitute pruvisions of the Note and Agreement as of !he date of this Supplement. 2. Except as expressly supplemented or modified by this Supplement, the Note and Agreement shall continue in full force and effect in accordance with its terms, conditions. covenants and provisions, all of which are hereby reaffinned in !heir entirety except as supplemented or modified hereby. 3. Terms nol defined in this Supplement shall have the meanings ascribed to them in the Note and Agreement. 4. Borrower hereby covenants and agrees as ful\(}ws: The Note ill amended to increase the principal 51.n evidenced by the Note fran S30,OOO.OO to $55,000.00. Witness the due execulion of Ibis Supplement to Line of Credit Note and Agreement, under Seal <Ind INTENDING TO BE J~:B{UND BY. O'm;Y,"dY'''fi~''bo'' L_ tlU- ~.V'~I~ Fro~ Sf. (kfl By'r ~ (/fJ COMMONWEALTH OF PENNSYLVANIA COUNTY OF ('C/mA"/,h,n_/_~__ ) )S5: ) On lhis thedtr! day of D~U/1?,h'K.. / /ffj' before me the undersigned officer, personally appeared --c~ry" /1 1A1r-/ia~ . sa\\5h.clorily proven to be the pt:rson. ~whose name ~subscribed to the within Supplemem 10 Line of Credit Note and Agreemem ad:nowledjled thai _he eltecured the same for the purposes therein contained. IN WITNESS WHEREOF. I hereunto ,et my hand and official seal. lEifl::w~ I jJb?UAd~) AceD t ll'2l.lOIII ? No~'Y Publi, ....... , J:./~,.. ~-~ ~v ~ -;;) .,"- ~ ....:t .~ .... ~:\'..i.'; c " CO , I :; YEAR 2000 ADDENDUM In addition to the tenus and conditions set forth in the General Loan AgreementILine of Credit Note and AgreementIPramissory Note attached hereto, the Borrower agrees that the following tenns and conditions shall be in effect until June 30, 2000: 1. Renresentations and Warranties Related to the Year 2000 Problem. The Borrower represents and warrants to the Bank that in response to a request by the Bank, it has provided the Bank with information regarding the actions and plans of the Borrower to identify, evaluate and manage the risks which might affect the Borrower and its business related to the potential problem of certain computer and other electronic infonnation processing systems not being able to recognize tbe dates "January 1.2000" and "February 29, 2000" (the "Year 2000 Problem"), which information is true, correct and complete in all material respects. 2, Covenants Related to the Year 2000 Problem, The Borrower covenants and agrees that the Borrower shall: a. Additional Information. Provide to the Bank, promptly upon request, periodic updates and other information regarding the Borrower's actions and plans related to the Year 2000 Problem (including any written reports of audits or assessments of the Borrower's actions and plans prepared by any third party) and notify the Bank in writing promptly after becoming aware of any change in infonnation previously provided to the Bank which would cause such infonnation to be false or misleading in any material respect. including, but not limited to, the failure or inability of the Borrower to adhere to a previously established timetable for successfully completing the renovation, validation and certification of all computer and other systems essential to the conduct of the Borrowers business which might be affected by the Year 2000 Problem. b. Actions. The Borrower shall take all reasonable actions which are necessary or appropriate to manage the risks which might affect the Borrower and its business related to the Year 2000 Problem, including, but not limited to, ensuring that sufficient resources arc committed to complete in a timely manner the renovatiun, validation and certification of all computer and other systems essential to the conduct of such business. 3. Events of Default Related to the Year 2000 Problem. In addition to any event of default under the Note or any of the Collateral Documents. it shall be an event of default if there shall have been any material breach of the representations and warranties set forth in this Addendum or if the Borrower shall fail to observe or perfonn any of the covenants set forth in this Addendum and such covenants shall remain uncured more than fifteen (15) days after the Bank shall have given the Borrower written notice of such failure, C:4.;-fi:- (initial) (initial) VERIFICATION Fulton Bank vs. George A. Vaughn, III I, Christopher L. Demko, Vice President of Fulton Bank, verify that the facts set forth in the foregoing Complaint are true and correct to the best of my knowledge, information and belief. To the extent that any of the averments in the foregoing document are based upon the understanding or application oflaw, I have relied upon counsel in making this Verification. This Verification is made subject to the penalties of 18 Pa. C.S. 94904, relating to unsworn falsification to authorities. Dated: /(~ /~/~ Christopher L. Demko p'/ 1342756- \ C:~~~ \f:- 8 r;i;~-:0 ~ ~ ~ I)::.. ~ ~ ..c.. \ ~~ VJ J- ::'~ G: 0-) --'I c.) (:'\ ~,i ---<; ..,' ------ - ORIGINAL BARLEY SNYDER Scott F. Landis, Esquire Court I.D. No. 69798 126 East King Street Lancaster, P A 17602 (717) 299-5201 Attorneys for Plaintiff Fulton Bank Plaintiff COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW FULTON BANK, v. GEORGE A VAUGHN, III, Defendant No. f'l<;," ,.)9 <; (l't{,J ~..., CERTIFICATE OF RESIDENCE I, Scott F. Landis, Attorney for Plaintiff, hereby certify to the best of my knowledge, information and belief that the name and current address of each party is as follows: 1. The precise address of Plaintiff Fulton Bank is One Penn Square, P. O. Box 4887, Lancaster, Pennsylvania 17604. 2. The last known address for Defendant George A Vaughn, III, is 3523 September Drive #6, Camp Hill, Pennsylvania 17011. Dated: J/ /2/ ()S~ I ( By: BARLEYSNYDE,R~ ~ ~andis, Esquire Attorneys for Plaintiff Fulton Bank Court LD. No. 69798 126 East King Street Lancaster, P A 17602-2893 (717) 299-5201 1342756-1 , / / r-,:'> (~.3 ';:. ~~') <.;.....\ ':::/1 ~! S..- c^) (.,) (,--1 ----- - No. 05-295 BARLEY SNYDER, LLC Scott F. Landis, Esquire Court I.D. No. 69798 126 East King Street Lancaster, PA 17602 (717) 299-5201 Attorneys for Plaintiff Fulton Bank Plaintiff COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CNIL ACTION - LAW FULTON BANK, v. GEORGE A VAUGHN, III Defendant No. 05-295 PRAECIPE TO THE PROTHONOTARY: Kindly mark the above-captioned matter discontinued and ended, with costs paid and judgment satisfied. BARLEY SNYDER, LLC //' q By: .1o~fi'/; /----- ~F. Landis, Esquire Attorneys for Plaintiff, Fulton Bauk Court J.D. No. 69798 126 East King Street Lancaster, P A 17602-2893 (717) 299-5201 1550666-1 (") c: S. -0(1': q)r!": s-' ,-,:- ---::"( th}-, ~11'~. 2:"--<, .-c, 'J;"C: .~ ~ a-' '- ~ (,,:) <::) -0 ::!' Q. ~~ :?otj ~.')<"",) -'">-t, :r: -1'\ 26 .c-0'l (~ .~ ,<:; '-" .. - <::)