HomeMy WebLinkAbout14-1430GULF COAST BANK & TRUST
COMPANY,
Plaintiff
vs.
GREGORY S. KUHN,
Defendant
( X )
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY,
: PENNSYLVANIA
: CIVIL ACTION — LAW
: No.14 - ILI 3 vil
Notice is hereby given that a Judgment in the
above captioned matter has been entered against you in the
amount of $260,567.13, plus additional interest after March 5,
2014, at the aggregate rate of $71.38 per day, plus costs of suit.
( X ) A copy of all documents filed with the Prothonotary in support
of the within judgment are enclosed.
i -
If you have any questions regarding this Notice, please contact the filing party:
Steven J. Adams, Esquire
Stevens & Lee
111 N. Sixth Street
P.O. Box 679
Reading, PA 19603 -0679
(610) 478 -2133
(This Notice is in accordance with Pa.R.t.P. § 236)
SL1 1289362v1 108472.00003
GULF COAST BANK & TRUST
COMPANY,
Plaintiff,
vs.
GREGORY S. KUHN,
Defendant.
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY,
: PENNSYLVANIA
: CIVIL ACTION - LAW
: No. j7- 1' 56 01Y117-610
CONFESSION OF JUDGMENT
Pursuant to the authority granted in the warrants of attorney contained in the
Guarantees, true and correct copies of which are attached to the Complaint filed in this action,
we appear for the defendant and confess judgment in favor of plaintiff, Gulf Coast Bank & Trust
Company, and against the defendant, Gregory S. Kuhn, and assess plaintiff's damages in the
aggregate amount of $260,567.13 as of March 5, 2014, itemized as follows:
COUNT I ($56,800 Loan Guaranty)
Principal $50,049.73
Interest 6,696.06
Attorneys' Fees (10% of principal and interest) 5,674.58
SUBTOTAL $62,420.37
COUNT II ($61,600 Loan Guaranty)
Principal $54,280.80
Interest 7,261.02
Attorneys' Fees (10% of principal and interest) 6,154.18
SUBTOTAL • $67,696.00
YIN VA iASR/43d
,z, I Nt103 ONV1 3114 -(lo
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1
SL 11288792v 1 108472.00003
COUNT III ($52,950 Loan Guaranty)
Principal $48,597.62
Interest 6,066.90
Attorneys' Fees (10% of principal and interest) 5,466.45
SUBTOTAL $60,130.97
COUNT IV ($61,875 Loan Guaranty)
Principal $56,832.98
Interest 7,094.10
Attorneys' Fees (10% of principal and interest) 6,392.71
SUBTOTAL $70,319.79
GRAND TOTAL $260,567.13
plus additional interest after March 5, 2014, at the aggregate rate of $71.38 per day, plus costs of
suit.
Dated: March(d, 2014 STEVENS &
By
en J. Adam:, squire
As Attorneys for Defendant
2
SL 1 1288792v1 108472.00003
{
Steven J. Adams, Esquire
Attorney I.D. No. 56293
Stevens & Lee
111 North Sixth Street
P.O. Box 679
Reading, Pennsylvania 19603
Telephone: (610) 478 -2133
Facsimile: (610) 988 -0841
E -mail: sja@stevenslee.com
Attorneys for Plaintiff
GULF COAST BANK & TRUST
COMPANY,
Plaintiff,
vs.
GREGORY S. KUHN,
Defendant.
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY,
: PENNSYLVANIA
: CIVIL ACTION — LAW
No. Iq " I L3Q
COMPLAINT FOR CONFESSION OF JUDGMENT
Plaintiff Gulf Coast Bank & Trust Company confesses judgment against
defendant Gregory S. Kuhn in the amount of $260,567.13, plus additional interest and costs of
suit, all as provided for in those certain commercial guaranties, and in support thereof, avers as
follows:
1. Plaintiff Gulf Coast Bank & Trust Company ( "Gulf Coast ") is a Louisiana
banking corporation with its principal place of business located at 200 St. Charles Avenue, New
Orleans, Louisiana 70130 2997.
2. Defendant Gregory S. Kuhn ( "Mr. Kuhn ") is an adult individual with a last
known address of 198 S. Middlesex Road, Carlisle, PA 17015.
SL1 1288792v1 108472.00003
The $56,800 Loan
3. On or about November 12, 2007, Nova Savings Bank ( "Nova ") and CG
Development Enterprises, LLC ( "Borrower ") entered into a Business Loan Agreement pursuant
to which Nova loaned to Borrower the principal sum of $56,800.00 (the "$56,800 Loan ").
4. To evidence its obligation to repay the $56,800 Loan, Borrower executed and
delivered to Nova its promissory note dated November 12, 2007, in the principal amount of
$56,800.00 plus interest at the rates set forth therein (the "$56,800 Note ").
5. A true and correct copy of the $56,800 Note is attached hereto, marked
Exhibit "A" and incorporated herein by reference.
6. On or about November 12, 2007, Mr. Kuhn executed and delivered to Nova
his written commercial guaranty (the "$56,800 Loan Guaranty "), wherein, for good and
valuable consideration, Mr. Kuhn absolutely and unconditionally guaranteed full and punctual
payment and satisfaction of Borrower's indebtedness to Nova (and Nova's successors and
assigns) under the $56,800 Note.
7. A true and correct copy of the $56,800 Loan Guaranty is attached hereto,
marked collectively as Exhibit "B" and incorporated herein by reference.
8. The $56,800 Note required Borrower to make 59 monthly payments of
principal and interest commencing December 1, 2007 and to make a final balloon payment on
November 1, 2012.
The $61,600 Loan
9. On or about November 12, 2007, Borrower and Nova entered into a Business
Loan Agreement pursuant to which Nova loaned to Borrower the principal sum of $61,600.00
(the "$61,600 Loan ").
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SL1 1288792v1 108472.00003
10. To evidence its obligation to repay the $61,600 Loan, Borrower executed and
delivered to Nova its promissory note dated November 12, 2007, in the principal amount of
$61,600.00 plus interest at the rates set forth therein (the "$61,600 Note ").
11. A true and correct copy of the $61,600 Note is attached hereto, marked
Exhibit "C" and incorporated herein by reference.
12. On or about November 12, 2007, Mr. Kuhn executed and delivered to Nova
his written commercial guaranty (the "$61,600 Loan Guaranty "), wherein, for good and
valuable consideration, Mr. Kuhn absolutely and unconditionally guaranteed full and punctual
payment and satisfaction of Borrower's indebtedness to Nova (and Nova's successors and
assigns) under the $61,600 Note.
13. A true and correct copy of the $61,600 Loan Guaranty is attached hereto,
marked collectively as Exhibit "D" and incorporated herein by reference.
14. The $61,600 Note required Borrower to make 59 monthly payments of
principal and interest commencing December 1, 2007 and to make a final balloon payment on
November 1, 2012.
The $52,950 Loan
15. On or about April 11, 2008, Borrower and Nova entered into a Business Loan
Agreement pursuant to which Nova loaned to Borrower the principal sum of $52,950.00 (the
"$52,950 Loan ").
16. To evidence its obligation to repay the $52,950 Loan, Borrower executed and
delivered to Nova its promissory note dated April 11, 2008, in the principal amount of
$52,950.00 plus interest at the rates set forth therein (the "$52,950 Note ").
3
SL1 1288792v1 108472.00003
17. A true and correct copy of the $52,950 Note is attached hereto, marked
Exhibit "E" and incorporated herein by reference.
18. On or about April 11, 2008, Mr. Kuhn executed and delivered to Nova his
written commercial guaranty (the "$52,950 Loan Guaranty "), wherein, for good and valuable
consideration, Mr. Kuhn absolutely and unconditionally guaranteed full and punctual payment
and satisfaction of Borrower's indebtedness to Nova (and Nova's successors and assigns) under
the $52,950 Note.
19. A true and correct copy of the $52,950 Loan Guaranty is attached hereto,
marked collectively as Exhibit "F" and incorporated herein by reference.
20. The $52,950 Note required Borrower to make 59 monthly payments of
principal and interest commencing May 1, 2008 and to make a final balloon payment on April 1,
2013.
The $61,875 Loan
21. On or about April 1, 2008, Borrower and Nova entered into a Business Loan
Agreement pursuant to which Nova loaned to Borrower the principal sum of $61,875.00 (the
"$61,875 Loan" and together with the $56,800 Loan, the $61,600 Loan and the $52,950 Loan,
the "Loans ").
22. To evidence its obligation to repay the $61,875 Loan, Borrower executed and
delivered to Nova its promissory note dated April 11, 2008, in the principal amount of
$61,875.00 plus interest at the rates set forth therein (the "$61,875 Note" and together with the
$56,800 Note, the $61,600 Note and the $52,950 Note, the "Notes ").
23. A true and correct copy of the $61,875 Note is attached hereto, marked
Exhibit "G" and incorporated herein by reference.
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SL 1 1288792v1 108472.00003
24. On or about April 11, 2008, Mr. Kuhn executed and delivered to Lender his
written commercial guaranty (the "$61,875 Loan Guaranty" and together with the $56,800
Loan Guaranty, the $61,600 Loan Guaranty and the $52,950 Loan Guaranty, the "Guaranties "),
wherein, for good and valuable consideration, Mr. Kuhn absolutely and unconditionally
guaranteed full and punctual payment and satisfaction of Borrower's indebtedness to Nova (and
Nova's successors and assigns) under the $61,875 Note.
25. A true and correct copy of the $61,875 Loan Guaranty is attached hereto,
marked as Exhibit "H" and incorporated herein by reference.
26. The $61,875 Note required Borrower to make 59 monthly payments of
principal and interest commencing May 1, 2008 and to make a final balloon payment on April 1,
2013.
The Closure of Nova by the FDIC and Gulf Coast's Acquisition of the Loans,
the Notes and the Guaranties
27. On about October 26, 2012, Nova (then known as Nova Bank) was closed by
the Pennsylvania Department of Banking and Securities, and subsequently the Federal Deposit
Insurance Corporation (the "FDIC ") was appointed as the receiver of Nova. By virtue of such
appointment, the FDIC became the owner of all of Nova's assets, including the Loans and all
instruments and collateral security related thereto, as a matter of law. See
http: / /www.fdic.gov/ bank /individual /failed /novabank.html.
28. On or about September 4, 2013, the FDIC, in its capacity as receiver of Nova,
exposed the Loans to . sale at a public auction held at its Dallas Texas Field Office Branch (the
"Public Auction ").
29. The Loans were exposed to sale at the Public Auction as part of a pool of
loans designated by the FDIC as Loan Pool No. MR2 -13 -23010 ( "Loan Pool 23010 ").
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SL1 1288792v1 108472.00003
30. Gulf Coast submitted the highest and best bid at the Public Auction for Loan
Pool 23010 and the FDIC accepted Gulf Coast's high bid.
31. On September 4, 2013, the FDIC, as receiver of Nova, and Gulf Coast entered
into a Loan Sale Agreement (the "Loan Sale Agreement ") pursuant to which the FDIC sold a
100% ownership interest in all of the loans in Loan Pool 23010, including the Loans, to Gulf
Coast, and the FDIC did not retain any interests whatsoever in any of these loans.
32. In connection with the sale and assignment of all of Nova's right, title and
interest in the Loans to Gulf Coast pursuant to the Loan Sale Agreement, the FDIC also
transferred to Gulf Coast all instruments relating to or evidencing the Loans and all collateral
security therefore, including, without limitation, the Notes and the Guaranties.
33. The FDIC transferred possession of the original Notes and other original loan
and collateral security documents (including the Guaranties) to Gulf Coast on or about
September 4, 2013.
34. To effectuate the transfer and delivery of all instruments of transfer and
conveyance and with respect to all endorsements necessary or appropriate to evidence the sale
and transfer of the loans in Loan Pool 23010 to Gulf Coast (including without limitation the
endorsing of promissory notes or allonges to promissory notes), or our about September 10,
2013, the FDIC executed a Limited Power of Attorney that appointed Joel Daste as attorney in
fact for the purpose of executing such documents (the "Limited Power of Attorney ").
35. A true and correct copy of the Limited Power of Attorney is attached hereto,
marked Exhibit "I" and incorporated by reference.
36. Pursuant to the authority invested in him by the Limited Power of Attorney,
Mr. Daste executed Allonges to each of the original Notes (the "Allonges ") for the purpose of
6
SL 1 1288792v1 108472.00003
endorsing the Notes to the order of Gulf Coast, and the Allonges were affixed to the original
Notes.
37. A true and correct copies of the Allonges are included as part of Exhibits "A,"
"C," "E," and "G" hereto.
38. By virtue of its acquisition of Loans pursuant to the Loan Sale Agreement, the
delivery of the original Notes to Gulf Coast and the endorsement of such Notes to the order of
Gulf Coast, Gulf Coast is the current owner of the Loans, is the current "Lender" under the Notes
and Guaranties, and has the right to seek enforcement of all of those instruments in such order as
it desires.
Events of Default Arise Under the Notes and Gulf Coast Accelerates Payment of all Sum
Due under the Notes and Makes Demand on the Borrower and Mr. Kuhn for Payment in
Full of All Sums Due Under the Notes and the Loan Guaranties.
39. Each of the Notes provides that the failure of Borrower to make any payments
when due constitutes an "Event of Default."
40. Prior to February 21, 2014, Events of Default arose under the Notes because
Borrower failed to (i) make the monthly payments that came due under the Notes on July 1, 2012
and that came due on each month thereafter, (ii) failed to make the balloon payments that
became due under the $56,800 and $61,600 Notes on November 1, 2012, and (iii) failed to make
the balloon payments that became due under the $52,950 and $61,875 Notes that became due on
April 1, 2013.
41. On or about February 21, 2014, Lender advised Borrower, Mr. Kuhn and
another guarantor (Cyril Cassner) in writing (the "Demand Letter ") that as result of the Events
of Default under the Notes, Gulf Coast had elected to accelerated payment of all sums due under
the Notes and the Guaranties and made demand on each of those obligors to pay to Gulf Coast all
SL 1 1288792v1 108472.00003
outstanding amounts owed to Gulf Coast under the Notes and the Guaranties by no later than
February 28, 2014.
42. A true and correct copy of the Demand Letter is attached hereto, marked
Exhibit "J" and incorporated herein by reference.
43. Neither the Borrower, Mr. Kuhn nor the other guarantor (Cyril Cassner) paid
to Gulf Coast the accelerated sums due under the Notes and Guarantees by February 28, 2014
nor has payment in full been received by Gulf Coast from any source as of the date of filing of
this Complaint.
COUNT I
$56,800 Loan Guaranty
44. Gulf Coast incorporates herein by reference all preceding paragraphs above as
if set forth herein at length.
45. Mr. Kuhn has failed to pay Gulf Coast the sums due under the $56,800 Loan
Guaranty after acceleration and demand, which failure constitutes a default under the $56,800
Loan Guaranty.
46. The $56,800 Loan Guaranty contains a warrant of attorney that authorizes and
empowers any attorney or any clerk of any court of record to appear at any time for Mr. Kuhn
after the amounts under the $56,800 Loan Guaranty become due and, with or without complaint
filed, to confess or enter judgment against Mr. Kuhn for the entire principal balance of the
$56,800 Loan Guaranty and all accrued interest, late charges, and any and all amounts expended
or advanced by lender relating to any collateral securing the indebtedness, together with costs of
suit, and an attorney's commission of ten percent (10 %) of the unpaid principal balance and
accrued interest for collection, but in any event not less than five hundred dollars ($500).
8
SL 1 1288792v1 108472.00003
47. As of March 5, 2014, the total amount due Gulf Coast by Mr. Kuhn under the
$56,800 Loan Guaranty was $62,420.37, itemized as follows:
Principal $50,049.73
Interest 6,696.06
Attorneys' Fees (10% of principal and interest) 5,674.58
TOTAL $62,420.37
48. Gulf Coast is entitled to additional interest on the outstanding principal
balance of this indebtedness after March 5, 2014, at the default rate of 12.5% per annum, or
$17.38 per day.
49. Judgment has not been entered previously against Mr. Kuhn on the warrant of
attorney contained in the $56,800 Loan Guaranty in this or any other jurisdiction.
50. Other than the assignment to Gulf Coast described above, the $56,800 Loan
Guaranty has not been assigned to any other person.
51. Judgment is not being entered by confession against a natural person in
connection with a consumer credit transaction.
WHEREFORE, plaintiff Gulf Coast Bank & Trust Company confesses judgment
against defendant Gregory S. Kuhn in the amount of $62,420.37, plus interest after March 5,
2014, at the rate of $17.38 per day, plus costs of suit.
COUNT II
$61,600 Loan Guaranty
52. Gulf Coast incorporates herein by reference all preceding paragraphs above as
if set forth herein at length.
53. Mr. Kuhn has failed to pay Gulf Coast the sums due under the $61,600 Loan
Guaranty after acceleration and demand, which failure constitutes a default under the $61,600
Loan Guaranty.
9
SL 1 1288792v1 108472.00003
54. The $61,600 Loan Guaranty contains a warrant of attorney that authorizes and
empowers any attorney or any clerk of any court of record to appear at any time for Mr. Kuhn
after the amounts under the $61,600 Loan Guaranty become due and, with or without complaint
filed, to confess or enter judgment against Mr. Kuhn for the entire principal balance of the
$61,600 Loan Guaranty and all accrued interest, late charges, and any and all amounts expended
or advanced by lender relating to any collateral securing the indebtedness, together with costs of
suit, and an attorney's commission of ten percent (10 %) of the unpaid principal balance and
accrued interest for collection, but in any event not less than five hundred dollars ($500).
55. As of March 5, 2014, the total amount due Gulf Coast by Mr. Kuhn under the
$61,600 Loan Guaranty was $67,696.00, itemized as follows:
Principal $54,280.80
Interest 7,261.02
Attorneys' Fees (10% of principal and interest) 6,154.18
TOTAL $67,696.00
56. Gulf Coast is entitled to additional interest on the outstanding principal
balance of this indebtedness after March 5, 2014, at the default rate of 12.5 % per annum, or
$18.85 per day.
57. Judgment has not been entered previously against Mr. Kuhn on the warrant of
attorney contained in the $61,600 Loan Guaranty in this or any other jurisdiction.
58. Other than the assignment to Gulf Coast described above, the $61,600 Loan
Guaranty has not been assigned to any other person.
59. Judgment is not being entered by confession against a natural person in
connection with a consumer credit transaction.
10
SL1 1288792v1 108472.00003
WHEREFORE, plaintiff Gulf Coast Bank & Trust Company confesses judgment
against defendant Gregory S. Kuhn in the amount of $67,696.00, plus interest after March 5,
2014, at the rate of $18.85 per day, plus costs of suit.
COUNT III
$52,950 Loan Guaranty
60. Gulf Coast incorporates herein by reference all preceding paragraphs above as
if set forth herein at length.
61. Mr. Kuhn has failed to pay Gulf Coast the sums due under the $52,950 Loan
Guaranty after acceleration and demand, which failure constitutes a default under the $52,950
Loan Guaranty.
62. The $52,950 Loan Guaranty contains a warrant of attorney that authorizes and
empowers any attorney or any clerk of any court of record to appear at any time for Mr. Kuhn
after the amounts under the $52,950 Loan Guaranty become due and, with or without complaint
filed, to confess or enter judgment against Mr. Kuhn for the entire principal balance of the
$52,950 Loan Guaranty and all accrued interest, late charges, and any and all amounts expended
or advanced by lender relating to any collateral securing the indebtedness, together with costs of
suit, and an attorney's commission of ten percent (10 %) of the unpaid principal balance and
accrued interest for collection, but in any event not less than five hundred dollars ($500).
63. As of March 5, 2014, the total amount due Gulf Coast by Mr. Kuhn under the
$52,950 Loan Guaranty was $60,130.97, itemized as follows:
Principal $48,597.62
Interest 6,066.90
Attorneys' Fees (10% of principal and interest) 5,466.45
TOTAL $60,130.97
11
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64. Gulf Coast is entitled to additional interest on the outstanding principal
balance of this indebtedness after March 5, 2014, at the default rate of 12.0 % per annum, or
$16.20 per day.
65. Judgment has not been entered previously against Mr. Kuhn on the warrant of
attorney contained in the $52,950 Loan Guaranty in this or any other jurisdiction.
66. Other than the assignment to Gulf Coast described above, the $52,950 Loan
Guaranty has not been assigned to any other person.
67. Judgment is not being entered by confession against a natural person in
connection with a consumer credit transaction.
WHEREFORE, plaintiff Gulf Coast Bank & Trust Company confesses judgment
against defendant Gregory S. Kuhn, in the amount of $60,130.97, plus interest after March 5,
2014, at the rate of $16.20 per day, plus costs of suit.
COUNT IV
S61,875 Loan Guaranty
68. Gulf Coast incorporates herein by reference all preceding paragraphs above as
if set forth herein at length.
69. Mr. Kuhn has failed to pay Gulf Coast the sums due under the $61,875 Loan
Guaranty after acceleration and demand, which failure constitutes a default under the $61,875
Loan Guaranty.
70. The $61,875 Loan Guaranty contains a warrant of attorney that authorizes and
empowers any attorney or any clerk of any court of record to appear at any time for Mr. Kuhn
after the amounts under the $61,875 Loan Guaranty become due and, with or without complaint
filed, to confess or enter judgment against Mr. Kuhn for the entire principal balance of the
$61,875 Loan Guaranty and all accrued interest, late charges, and any and all amounts expended
12
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or advanced by lender relating to any collateral securing the indebtedness, together with costs of
suit, and an attorney's commission of ten percent (10 %) of the unpaid principal balance and
accrued interest for collection, but in any event not less than five hundred dollars ($500).
71. As of March 5, 2014, the total amount due Gulf Coast by Mr. Kuhn under the
$61,875 Loan Guaranty was $70,319.79, itemized as follows:
Principal $56,832.98
Interest 7,094.10
Attorneys' Fees (10% of principal and interest) 6,392.71
TOTAL $70,319.79
72. Gulf Coast is entitled to additional interest on the outstanding principal
balance of this indebtedness after March 5, 2014, at the default rate of 12.0 % per annum, or
$18.95 per day.
73. Judgment has not been entered previously against Mr. Kuhn on the warrant of
attorney contained in the $61,875 Loan Guaranty in this or any other jurisdiction.
74. Other than the assignment to Gulf Coast described above, the $61,875 Loan
Guaranty has not been assigned to any other person.
75. Judgment is not being entered by confession against a natural person in
connection with a consumer credit transaction.
13
SL 1 1288792v1 108472.00003
WHEREFORE, plaintiff Gulf Coast Bank & Trust Company confesses judgment
against defendant Gregory S. Kuhn in the amount of $70,319.79, plus interest after March 5,
2014, at the rate of $18.95 per day, plus costs of suit.
STEVENS &
By
S - Adams
Attorney I.D. No. 56293
111 North Sixth Street
P.O. Box 679
Reading, Pennsylvania 19603
Telephone: (610) 478 -2133
Facsimile: (610) 988 -0841
E -mail: sja @stevenslee.com
Attorneys for Plaintiff Gulf Coast Bank &Trust
Company
14
SL1 1288792v1 108472.00003
VERIFICATION
I, Michael Paternostro, verify that I am a Vice President of Gulf Coast Bank &
Trust Company, Plaintiff in the within action and that the facts set forth in the foregoing
Complaint for Confession of Judgment are true and correct to the best of my knowledge,
information and belief. I understand that the statements made herein are subject to the penalties
of 18 Pa. C.S. §4904 relating to unworn falsifica o°n to authoriti��:
SL l 1288792v1 108472:00003
Name: Mic . el ', aternostro
Title: Vice 'resident
Gulf: Coast Bank & Trust Company
GULF COAST BANK & TRUST
COMPANY,
Plaintiff,
vs.
GREGORY S. KUHN,
Defendant.
STATE OF LOUISIANA
eettiffrY OF e.44514, trc
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY,
: PENNSYLVANIA
CIVIL ACTION — LAW
No. I L1 J /'/36 az (
AVERMENT OF DEFAULT
. ss.
Michael Paternostro, being duly sworn according to law, deposes and says that he
is a Vice President of Gulf Coast Bank & Trust Company, plaintiff in the above -action, that
defendant Gregory S. Kuhn is in default of his obligations to plaintiff under each of the
Guarantees that are attached as exhibits to the Complaint filed in this action. Deponent also
avers that there is a total '$260;567.13 due and owing under the Guarantees as of March 5, 2014,
plus additional interest after March 5, 2014, at the aggregate rate of $71.38 per day, plus costs of
suit.
Name: Mir e1-Patemostro
Title: Vice. 'resident
Gulf Coast Bank & Trust Company
Sworn to and subscribed before me this. . day of March, 2014.
Notary Public
'�#. -' Lb'.
SL 1 1288792v1 108472 :00003
GULF COAST BANK & TRUST
COMPANY,
Plaintiff,
vs.
GREGORY S. KUHN,
Defendant.
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY,
: PENNSYLVANIA
: CIVIL ACTION - LAW
No. Jq/L/3D 41-64^1
AFFIDAVIT OF BUSINESS TRANSACTION
STATE OF LOUISIANA
C- ►I OF ne-66;ids
. ss.
Michael Pate-rnostro, being duly sworn according to law, deposes and says that he
is the Vice President of Gulf Coast Bank & Trust. Company, Plaintiff herein; that attached to the
Complaint are true and correct copies of the Guarantees given by ,defendant Gregory S. Kuhn to
the Plaintiff's predecessor Nova Savings .Bank; that the Guarantees containing the warrants of
attorney upon which judgment is being confessed were given to Plaintiffs predecessor in
connection with business transactions; and that judgment is not oeing confessed against &natural
person in connection with a consumer credit tr.`` sadtion.
Name: Mic P. ernostro
Title: Vice °:resident
Gulf Coast Bank & Trust Company
Sworn to and subscribed before me this
SL1 1288792v1;108472.00003
day of March , 2014.
GULF COAST BANK & TRUST
COMPANY,
Plaintiff,
vs.
GREGORY S. KUHN,
Defendant.
: IN THE COURT OF COMMON PLEAS OF
CUMBERLAND COUNTY,
: PENNSYLVANIA
: CIVIL ACTION — LAW
ro. PI— /q3b rn.vl
AFFIDAVIT OF NON - MILITARY SERVICE
STATE OF LOUISIANA
scd : ss.
@euN-T=Y OF Oi ii
tam-
Michael Paternostro, being duly sworn according to, law„ deposes and says that he
is Vice President of Gulf Coast Bank & Trust Company, Plaintiff herein, and that to the best of
his knowledge, information and belief, defendant Gregory S. Kuhn is not in the military service
based on the last known addresses of the defendant, which is:
Gregory S. Kuhn
198 S. Middlesex Road
Carlisle, PA 17015
Name: Michae P . ternostro
Title: Vice President
Gulf Coast Bank & Trust Company
Sworn to and subscribed before me this 5. day of March, 2014.
Notary Public
&....;l r � 5Ars r ru{
4 3I.
SL 1 1288792v1 108472.00003
GULF COAST BANK & TRUST
COMPANY,
Plaintiff,
VS.
GREGORY S. KUHN,
Defendant.
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY,
: PENNSYLVANIA
: CIVIL ACTION — LAW
AFFIDAVIT OF ADDRESSES
COMMONWEALTH OF PENNSYLVANIA :
: ss.
COUNTY OF BERKS
3 ov;I 4-,cri&
Steven J. Adams, Esquire, being duly sworn according to law, deposes and says
that he is counsel for Plaintiff herein and certifies as follows:
1. The address of the Plaintiff is 200 St. Charles Street - Orleans, Louisian. 70130--
2997.
Name: Steven J. Adams
Sworn to and subscribed before me this day of March, 2014.
/011,04.
Notary Public
SL1 1288792v1 108472.00003
COMMONWEALTH OF PENNSYLVANIA
NOTARIAL SEAL
DAREN B. DeANTONIO, Notary Public
Reading City, Berks County
My Commission Expires July 13, 2017
GULF COAST BANK & TRUST : IN THE COURT OF COMMON PLEAS OF
COMPANY, : CUMBERLAND COUNTY,
: PENNSYLVANIA
Plaintiff,
: CIVIL ACTION — LAW
•
VS.
GREGORY S. KUHN,
Defendant.
STATE OF LOUISIANA
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No ILI
AFFIDAVIT OF ADDRESSES,
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Michael Paternostro, being duly sworn according to law, deposes and says that he
is Vice President of Gulf Coast Bank and Trust Company, Plaintiff herein and certifies as
follows:
1. The last known address of defendant Gregory S. Kuhn 1'198 S. Middlesex Road,
Carlisle, PA 17015.
Name: Mich Pa ostro
Title: Vice President
Gulf Coast Bank & Trust Company
Swornjto and subscribed before me
SL1 I 2887921i I I0847200003
is day of March, 2014.
Notary Public 6.-111..e- rd
-53v? 23 4. 3/
Exhibit "A"
PROMISSORY NOTE
References in the shaded area are for Lender's use only and do not limit the applicable
Any Item above containing "• • •" has been omit ed due to
of this document to any particular loan or item.
xt length limitations,
Borrower:
C.G. DEVELOPMENT ENTERPRISES, LLC a /k /a CG
DEVELOPMENT ENTERPRISES, LLC.
850 WALNUT BOTTOM RD
SUITE 15 -235
CARLISLE, PA 17015
Lender:
NOVA Savings Bank
Allentown Loan Office
1605 N. Cedar Crest Blvd.
Suite 619
Allentown, PA 18104
(610) 782 -2692
Principal Amount: $56,800.00 Interest Rate: 7.500% Date of Note: November 12, 2007
PROMISE TO PAY. C.G. DEVELOPMENT ENTERPRISES, LLC a /k /a CG DEVELOPMENT ENTERPRISES, LLC. ( "Borrower ") promises to pay to
NOVA Savings Bank ( "Lender "), or order, in lawful money of the United States of America, the principal amount of Fifty -six Thousand Eight
Hundred & 00 /100 Dollars (S56.800.00), together with interest at the rate of 7.500% per annum on the unpaid principal balance from
November 12, 2007, until paid In full. The interest rate may change under the terms and conditions of the "INTEREST AFTER DEFAULT"
section.
PAYMENT. Borrower will pay this loan in 59 regular payments of $460.31 each and one irregular last payment estimated at 849,794.78.
Borrower's first payment is due December 1, 2007, and all subsequent payments are duo on the same day of each month after that
Borrower's final payment will be due on November 1, 2012, and will be for all principal and all accrued interest not yet paid. Payments Include
principal and interest, Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid interest; then
10 principal; then to any late charges; and then to any unpaid collection costs. The annual interest rate for this Note is computed on a 365/360
basis; that is, by applying the ratio of the annual interest rate over a year of 360 days. multiplied by the outstanding principal balance, multiplied
by the actual number of days the principal balance is outstanding. Borrower will pay Lender at Lender's address shown above or at such other
place as Lender may designate in writing.
PREPAYMENT PENALTY. Upon prepayment of this Note, Lender is entitled to the following prepayment penalty: Borrower shall pay to Lender a
prepayment penalty equal to five percent (5 %) of the outstanding principal balance if said principal balance is reduced in excess of twenty
percent (20 %) during months one (1) through twelve (12); a prepayment penalty equal to four percent (4 %) of the outstanding principal balance
if said principal balance is reduced in excess of twenty percent (20 %) during months thirteen (13) through twenty -four (24); a prepayment
penalty equal to three percent (3 %) of the outstanding principal balance if said principal balance is reduced in excess of twenty percent (20%)
during months twenty -five (25) through thirty -six (36); a prepayment penalty equal to two percent (2%) of the outstanding principal balance if
said principal balance is reduced in excess of twenty percent (20 %) during months thirty -seven (37) through forty -eight (48); and a prepayment
penalty equal to one percent (1 %) of tho outstanding principal balance if said principal balance is reduced in excess of twenty percent (20 %)
during months forty -nine (49) through sixty (60). Prepayments made from the sale of the property or from earnings will not be subject to a
prepayment penalty. Except for the foregoing, Borrower may pay all or a portion of the amount owed earlier than it is due. Early payments will
not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule.
Rather, early payments will reduce the principal balance due and may result in Borrower's making fewer payments. Borrower agrees not to send
Lender payments marked "paid in full ", "without recourse ", or similar language. If Borrower sends such a payment, Lender may accept it
without losing any of Lender's rights under this Note, and Borrower will remain obligated to pay any further amount owed to Lender. All written
communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitutes
"payment in full" of the amount owed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be
mailed or delivered to: NOVA Savings Bank, Loan Operations, 18 East Wynnewood Road Wynnewood, PA 19096.
LATE CHARGE. If a payment is 11 days or more late, Borrower will be charged 5.000% of the unpaid portion of the regularly scheduled
payment or $25.00, whichever is greater.
INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the interest rate on this Note shall be increased by 5.000
percentage points. If judgment is entered in connection with this Note, interest will continue to accrue after the date of judgment at the rate in
effect at the time judgment is entered. However, in no event will the interest rate exceed the maximum interest rate limitations under applicable
law.
DEFAULT. Each of the following shall constitute an event of default ( "Event of Default ") under this Note:
Payment Default. Borrower fails to make any payment when due under this Note.
Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Note or in
any of the related documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement
between Lender and Borrower,
Default in Favor of Third Parties, Borrower or any Grantor defaults under any loan, extension of credit, security agreement, purchase or
sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Borrower's property or
Borrower's ability to repay this Note or perform Borrower's obligations under this Note or any of the related documents.
False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this
Note or the related documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false
or misleading at any time thereafter.
Death or Insolvency. The dissolution of Borrower (regardless of whether election to continue is made), any member withdraws from
Borrower, or any other termination of Borrower's existence as a going business or the death of any member, the insolvency of Borrower,
the appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type of creditor workout,
or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower.
Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self -help,
repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the loan.
This includes a garnishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default shall
not apply it there is a good faith dispute by Borrower as to the validity or reasonabloness'of the claim which is the basis of the creditor or
forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or
a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate
reserve or bond for the dispute.
!loan No: 53800525
PROMISSORY NOTE
(Continued) Page 2
Events Affecting Guarantor, Any of the preceding events occurs with respect to any Guarantor of any of the indebtedness or any
Guarantor dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any guaranty of the indebtedness
evidenced by this Note. In the event of a death, Lender, at its option, may, but shall not be required to, permit the Guarantor's estate to
assume unconditionally the obligations arising under the guaranty in a manner satisfactory to Lender, and, in doing so, cure any Event of
Default.
Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or
performance of this Note is impaired.
Insecurity. Lender in good faith believes itself insecure.
Cure Provisions. If any default, other than a default in payment is curable and If Borrower has not been given a notice of a breach of the
same provision of this Note within the preceding twelve (12) months, it may be cured if Borrower, after receiving written notice from
Lender demanding cure of such default: (1) cures the default within ten (10) days; or (2) if the cure requires more than ten (10) days,
immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter continues and
completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical.
LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicable law, declare the entire unpaid principal
balance under this Note and all accrued unpaid interest immediately due, and then Borrower will pay that amount.
ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower will pay
Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or
not there is a lawsuit, including attorneys' fees, expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay
or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by
law,
JURY WAIVER. Lender and Borrower hereby waive the right to any jury trial in any action, proceeding, or counterclaim brought by either Lender
or Borrower against the other.
GOVERNING LAW. This Note will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of
the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. This Note has been accepted by Lender in the
Commonwealth of Pennsylvania.
CHOICE OF VENUE. If there Is a lawsuit, Borrower agrees upon Lender's request to submit to the jurisdiction of the courts of Lehigh County,
Commonwealth of Pennsylvania.
DISHONORED ITEM FEE. Borrower will pay a fee to Lender of $30.00 if Borrower makes a payment on Borrower's loan and the check or
preauthorized charge with which Borrower pays is later dishonored.
RIGHT OF SETOFF, To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether
checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may
open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by
law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any
and all such accounts, and, at Lender's option, to administratively freeze all such accounts to allow Lender to protect Lender's charge and setoff
rights provided in this paragraph.
COLLATERAL. Borrower acknowledges this Note is secured by the following collateral described in the security instruments listed herein:
(A) a Mortgage dated November 12, 2007, to Lender on real property located in Dauphin County, Commonwealth of Pennsylvania.
(B) an Assignment of All Rents to Lender on real property located in Dauphin County, Commonwealth of Pennsylvania.
SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and upon Borrower's heirs, personal representatives,
successors and assigns, and shall inure to the benefit of Lender and its successors and assigns.
NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. Please notify us if we report any inaccurate
information about your account(s) to a consumer reporting agency. Your written notice describing the specific inaccuracy(ies) should be sent to
us at the following address: NOVA Savings Bank Loan Operations 18 East Wynnewood Road Wynnewood, PA 19096.
GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo
enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses
this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this
Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or
endorser, shall be released from liability, All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this
loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the collateral; and take
any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Lender may modify
this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note
are joint and several. If any portion of this Note is for any reason determined to be unenforceable, it will not affect the enforceability of any
other provisions of this Note.
CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE
PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME
FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT
AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND
ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHER WITH COSTS
OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10 %) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR
COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR
MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL
BE SUFFICIENT WARRANT, THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE
EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN
FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A
HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER
SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN
REPRESENTED BY INDEPENDENT LEGAL COUNSEL.
PROMISSORY NOTE
loan No; 53800525 (Continued) Page 3
PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE. BORROWER AGREES TO THE
TERMS OF THE NOTE.
BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE.
THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A
SEALED INSTRUMENT ACCORDING TO LAW.
BORROWER:
C.G. DEVELOPMENT ENTERPRISES, LLC A/K/A CG DEVELOPMENT ENTERPRISES,,LL
By: ty2..P. ez..-
)
(Seal)
CYRI R. CASSNER, Member of C.G. S. HN, ember of C.G.
DEV OPMENT ENTERPRISES, LLC a/k/a CG DEVELOPMENT EN ERPRISES, LLC elk/a CG
DEV OPMENT ENTERPRISES, LLC. DEVELOPMENT N RPRISES, LLC.
LENDER:
NOVA SAVINGS BANK
x ■
/?'"
ph M. Zubia, Commercial-Lender
(Seal)
SEA P'40 AnA0A54 , VA, 54i400003 CuAA. HAuland Finanxiai $45445455,144. 4
7, AN Alex' AoservAd, PA GACAULF54SD20SC TR- I
Allonge to Promissory Note
Pay to the order of Gulf Coast Bank & Trust Co.
Without Recourse
FEDERAL DEPOSIT INSURANCE CORPORATION
As Receiver for Nova uccessor of NOVA Savings Bank.
By:‘
Joel Daste
Title: Attorney-in-Fact
Exhibit "B"
DMMERCIAL GUARANTY
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References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing ' " has been omitted due to text length limitations,
Borrower: C.G. DEVELOPMENT ENTERPRISES, LLC a/k/a CG
DEVELOPMENT ENTERPRISES, LLC.
850 WALNUT BOTTOM RD
SUITE 15-235
CARLISLE, PA 17015
Guarantor: GREGORY S. KUHN
198 S MIDDLESEX RD
CARLISLE, PA 17015
Lender:
NOVA Savings Bank
Allentown Loan Office
1605 N, Cedar Crest Blvd.
Suite 619
Allentown, PA 18104
(610) 782-2692
CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally
guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge ot all
Borrower's obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so
Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender's remedies against anyone else obligated to
pay the Indebtedness or against any collateral securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor
will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same-day funds, without set-oft or
deduction or counterclaim, and will otherwise perform Borrower's obligations under the Note and Related Documents. Under this Guaranty,
Guarantor's liability is unlimited and Guarantor's obligations are continuing. -
INDEBTEDNESS. The word "Indebtedness" as used in (his Guaranty means all of the principal amount outstanding from time to time and at any
one or more times, accrued unpaid interest thereon and all collection costs and legal expenses related thereto permitted by law, attorneys fees,
arising from any and all debts, liabilities and obligations of every nature or form, now existing or hereafter arising or acquired, that Borrower
individually or collectively or interchangeably with others, owes or will owe Lender. "Indebtedness" includes, without limitation, loans, advances,
debts, overdraft indebtedness, credit card indebtedness, lease obligations, liabilities and obligations under any interest rate protection
agreements or foreign currency exchange agreements or commodity price protection agreements, other obligations, and liabilities of Borrower,
and any present or future judgments against Borrower, future advances, loans or transactions that renew, extend, modify, refinance, consolidate
or substitute these debts, liabilities and obligations whether: voluntarily or involuntarily incurred; due or to become due by their terms or
acceleration; absolute or contingent; liquidated or unliquidated; determined or undetormined; direct or indirect; primary or secondary in nature or
arising from a guaranty or surety; secured or unsecured; joint or several or joint and several; evidenced by a negotiable or non-negotiable
instrument or writing; originated by Lender or another or others; barred or unenforceable against Borrower for any reason whatsoever; for any
transactions that may be voidable for any reason (such as infancy, insanity, ultra vires or otherwise); and originated then reduced or
extinguished and then afterwards increased or reinstated,
If Lender presently holds one or more guaranties, or hereafter receives additional Guarantor, Lender's rights under all guaranties
shall be cumulative, This Guaranty shall not (unless specifically provided below to the contrary) affect or invalidate any such other guaranties.
Guarantor's liability will be Guarantor's aggregate liability under the terms of this Guaranty and any such other unterminated guaranties.
CONTINUING GUARANTY. THIS IS A "CONTINUING GUARANTY" UNDER WHICH GUARANTOR AGREES TO GUARANTEE THE FULL AND
PUNCTUAL PAYMENT, PERFORMANCE AND SATISFACTION OF THE INDEBTEDNESS OF BORROWER TO LENDER, NOW EXISTING OR
HEREAFTER ARISING OR ACQUIRED, ON AN OPEN AND CONTINUING BASIS. ACCORDINGLY, ANY PAYMENTS MADE ON THE
INDEBTEDNESS WILL NOT DISCHARGE OR DIMINISH GUARANTOR'S OBLIGATIONS AND LIABILITY UNDER THIS GUARANTY FOR ANY
REMAINING AND SUCCEEDING INDEBTEDNESS EVEN WHEN ALL OR PART OF THE OUTSTANDING INDEBTEDNESS MAY BE A ZERO
BALANCE FROM TIME TO TIME.
DURATION OF GUARANTY. This Guaranty will take effect when received by Lender without the necessity of any acceptance by Lender, or any
notice to Guarantor or to Borrower, and will continue in full force until all the Indebtedness incurred or contracted before receipt by Lender of
any notice of revocation shall have been fully and finally paid and satisfied and all of Guarantor's other obligations under this Guaranty shall have
been performed in full. If Guarantor elects to revoke this Guaranty, Guarantor may only do so in writing. Guarantor's written notice of
revocation must be mailed to Lender, by certified mail, at Lender's address listed above or such other place as Lender may designate in writing.
Written revocation of this Guaranty will apply only to new Indebtedness created after actual receipt by Lender of Guarantor's written revocation.
For this purpose and without limitation, the term "new Indebtedness" does not include the Indebtedness which at the time of notice of
revocation is contingent, unliquidated, undetermined or not due and which later becomes absolute, liquidated, determined or due. For this
purpose and without limitation, "new Indebtedness" does not include all or part of the Indebtedness that is: incurred by Borrower prior to
revocation; incurred under a commitment that became binding before revocation; any renewals, extensions, substitutions, and modifications of
the Indebtedness. This Guaranty shall bind Guarantor's estate as to the Indebtedness created both before and after Guarantor's death or
incapacity, regardless of Lender's actual notice of Guarantor's death, Subject to the foregoing, Guarantor's executor or administrator or other
legal representative may terminate this Guaranty in the same manner in which Guarantor might have terminated it and with the same effect.
Release of any other guarantor or termination of any other guaranty of the Indebtedness shall not affect the liability of Guarantor under this
Guaranty. A revocation Lender receives from any one or more Guarantors shall not affect the liability of any remaining Guarantors under this
Guaranty. It is anticipated that fluctuations may occur in the aggregate amount of the Indebtedness covered by this Guaranty, and Guarantor
specifically acknowledges and agrees that reductions in the amount of the Indebtedness, even to zero dollars ($0.00), shall not constitute a
termination of this Guaranty. This Guaranty is binding upon Guarantor and Guarantor's heirs, successors and assigns so long as any of the
Indebtedness remains unpaid and even though the indebtedness may from time to time be zero dollars ($0.00).
GUARANTOR'S AUTHORIZATION TO LENDER. Guarantor authorizes Lender, either before or after any revocation hereof, without notice or
demand and without lessening Guarantor's liability under this Guaranty, from time to time: IA) prior to revocation es set forth above, to make
one or more additional secured or unsecured loans to Borrower, to lease equipment or other goods to Borrower, or otherwise to extend
additional credit to Borrower; IB) to alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for payment
or other terms of the Indebtedness or any part of the Indebtedness, Including increases and decreases of the rate of interest on the
Indebtedness; extensions may be repeated and may be for longer than the original loan term; (C) to take and hold security for the payment of
this Guaranty or the Indebtedness, and exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any such security, with
or without the substitution of new collateral; (DI to release, substitute, agree not to sue, or deal with any one or more of Borrower's sureties,
endorsers, or other guarantors on any terms or in any manner Lender may choose; 1E) to determine how, when and what application of
payments end credits shall be made on the Indebtedness; (F) to apply such security and direct the order or manner ot sale thereof, including
without limitation, any nonjudicial sale permitted by the terms of the controlling security agreement or deed of trust, as Lender in its discretion
COMMERCIAL GUARANTY
Loan No: 53800525 (Continued) Page 2
may determine; (G) to sell, transfer, assign or grant participations in all or any part of the Indebtedness; and (H) to assign or transfer this
Guaranty in whole or in part.
GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants to Lender that (A) no representations or
agreements of any kind have been made to Guarantor which would limit or qualify in any way the terms of this Guaranty; (B) this Guaranty is
executed at Borrower's request and not at the request of Lender; (C) Guarantor has full power, right and authority to enter into this Guaranty;
(D) the provisions of this Guaranty do not conflict with or result in a default under any agreement or other instrument binding upon Guarantor
and do not result in a violation of any law, regulation, court decree or order applicable to Guarantor; (E) Guarantor has not and will not, without
the prior written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer, or otherwise dispose of all or substantially all of
Guarantor's assets, or any interest therein; IF) upon Lender's request, Guarantor will provide to Lender financial and credit information in form
acceptable to Lender, and all such financial information which currently has been, and all future financial information which will be provided to
Lender is and will be true and correct in all material respects and fairly present Guarantor's financial condition as of the dates the financial
information is provided; (G) no material adverse change has occurred in Guarantor's financial condition since the date of the most recent
financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (HI
no litigation, claim, investigation, administrative proceeding or similar action (including those for unpaid taxes) against Guarantor is pending or
threatened; (I) Lender has made no representation to Guarantor as to the creditworthiness of Borrower; and (J) Guarantor has established
adequate means of obtaining from Borrower on a continuing basis information regarding Borrower's financial condition. Guarantor agrees to
keep adequately informed from such means of any facts, events, or circumstances which might in any way affect Guarantor's risks under this
Guaranty, and Guarantor further agrees that Lender shall have no obligation to disclose to Guarantor any information or documents acquired by
Lender in the course of its relationship with Borrower.
GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor waives any right to require Lender (A) to continue lending
money or to extend other credit to Borrower; (8) to make any presentment, protest, demand, or notice of any kind, including notice of any
nonpayment of the Indebtedness or of any nonpayment related to any collateral, or notice of any action or nonaction on the part of Borrower,
Lender, any surety, endorser, or other guarantor in connection with the Indebtedness or in connection with the creation of new or additional
loans or obligations; (C) to resort for payment or to proceed directly or at once against any person, including Borrower or any other guarantor;
(D) to proceed directly against or exhaust any collateral held by Lender from Borrower, any other guarantor, or any other person; (E) to give
notice of the terms, time, and place of any public or private sale of personal property security held by Lender from Borrower or to comply with
any other applicable provisions of the Uniform Commercial Code; (F) to pursue any other remedy within Lender's power; or (G) to commit any
act or omission of any kind, or at any time, with respect to any matter whatsoever.
Guarantor also waives any and all rights or defenses based on suretyship or impairment of collateral including, but not limited to, any rights or
defenses arising by reason of (A) any "one action" or "anti-deficiency" law or any other law which may prevent Lender from bringing any
action, including a claim for deficiency, against Guarantor, before or after Lender's commencement or completion of any foreclosure action,
either judicially or by exercise of a power of sale; (8) any election of remedies by Lender which destroys or otherwise adversely affects
Guarantor's subrogation rights or Guarantor's rights to proceed against Borrower for reimbursement, including without limitation, any loss of
rights Guarantor may suffer by reason of any law limiting, qualifying, or discharging the Indebtedness; (C) any disability or other defense of
Borrower, of any other guarantor, or of any other person, or by reason of the cessation of Borrower's liability from any cause whatsoever, other
than payment in full in legal tender, of the Indebtedness; (D) any right to claim discharge of the Indebtedness on the basis of unjustified
impairment of any collateral for the Indebtedness; (E) any statute of limitations, if at any time any action or suit brought by Lender against
Guarantor is commenced, there is outstanding Indebtedness which is not barred by any applicable statute of limitations; or (F) any defenses
given to guarantors at law or in equity other than actual payment and performance of the Indebtedness. If payment is made by Borrower,
whether voluntarily or otherwise, or by any third party, on the Indebtedness and thereafter Lender is forced to remit the amount of that payment
to Borrower's trustee in bankruptcy or to any similar person under any federal or state bankruptcy law or law for the relief of debtors, the
Indebtedness shall be considered unpaid for the purpose of the enforcement of this Guaranty.
Guarantor further waives and agrees not to assert or claim at any time any deductions to the amount guaranteed under this Guaranty for any
claim of setoff, counterclaim, counter demand, recoupment or similar right, whether such claim, demand or right may be asserted by the
Borrower, the Guarantor, or both.
GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and agrees that each of the waivers set forth above is
made with Guarantor's full knowledge of its significance and consequences and that, under the circumstances, the waivers are reasonable and
not contrary to public policy or law, If any such waiver is determined to be contrary to any applicable law or public policy, such waiver shall be
effective only to the extent permitted by taw or public policy.
RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Guarantor's accounts with Lender
(whether checking, savings, or some other account). This includes all accounts Guarantor holds jointly with someone else and all accounts
Guarantor may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be
prohibited by law. Guarantor authorizes Lender, to the extent permitted by applicable law, to hold these funds if there is a default, and Lender
may apply the funds in these accounts to pay what Guarantor owes under the terms of this Guaranty.
SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the Indebtedness, whether now existing or hereafter
created, shall be superior to any claim that Guarantor may now have or hereafter acquire against Borrower, whether or not Borrower becomes
insolvent. Guarantor hereby expressly subordinates any claim Guarantor may have against Borrower, upon any account whatsoever, to any
claim that Lender may now or hereafter have against Borrower. In the event of insolvency and consequent liquidation of the assets of Borrower,
through bankruptcy, by an assignment for the benefit of creditors, by voluntary liquidation, or otherwise, the assets of Borrower applicable to
the payment of the claims of both Lender and Guarantor shall be paid to Lender and shall be first applied by Lender to the Indebtedness.
Guarantor does hereby assign to Lender all claims which it may have or acquire against Borrower or against any assignee or trustee in
bankruptcy of Borrower; provided however, that such assignment shall be effective only for the purpose of assuring to Lender full payment in
legal tender of the Indebtedness. If Lender so requests, any notes or credit agreements now or hereafter evidencing any debts or obligations of
Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and shall be delivered to Lender. Guarantor
agrees, and Lender is hereby authorized, in the name of Guarantor, from time to time to file financing statements and continuation statements
and to execute documents and to take such other actions as Lender deems necessary or appropriate to perfect, preserve and enforce its rights
under this Guaranty.
MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty:
Amendments. This Guaranty, together with any Related Documents, constitutes the entire understanding and agreement of the parties as
to the matters set forth in this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing and
signed by the party or parties sought to be charged or bound by the alteration or amendment.
Attorneys' Fees; Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, including Lender's attorneys' fees
and Lender's legal expenses, incurred in connection with the enforcement of this Guaranty. Lender may hire or pay someone else to help
COMMERCIAL GUARANTY
Loan No: 53800525 (Continued) Page 3
enforce this Guaranty, and Guarantor shall pay the costs and expenses of such enforcement. Costs and expenses include Lender's
attorneys' fees and legal expenses whether or not there is a lawsuit, including attorneys' fees and legal expenses for bankruptcy
proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post- judgment collection
services. Guarantor also shall pay all court costs and such additional fees as may be directed by the court.
Caption Headings. Caption headings in this Guaranty are for convenience purposes only and are not to be used to interpret or define the
provisions of this Guaranty.
Governing Law. This Guaranty will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the
laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions.
Choice of Venue, If there is a lawsuit, Guarantor agrees upon Lender's request to submit to the jurisdiction of the courts of Lehigh County,
Commonwealth of Pennsylvania.
Integration. Guarantor further agrees that Guarantor has read and fully understands the terms of this Guaranty; Guarantor has had the
opportunity to be advised by Guarantor's attorney with respect to this Guaranty; the Guaranty fully reflects Guarantor's intentions and parol
evidence is not required to interpret the terms of this Guaranty. Guarantor hereby indemnifies and holds Lender harmless from all losses,
claims, damages, end costs (including Lender's attorneys' fees) suffered or incurred by Lender as a result of any breach by Guarantor of the
warranties, representations and agreements of this paragraph.
Interpretation. In all cases where there is more than one Borrower or Guarantor, then all words used in this Guaranty in the singular shall
be deemed to have been used In the plural where the context and construction so require; and where there is more than one Borrower
named in this Guaranty or when this Guaranty is executed by more than one Guarantor, the words "Borrower" and "Guarantor"
respectively shall mean all and any one or more of them. The words "Guarantor," "Borrower," and "Lender" include the heirs, successors,
assigns, and transferees of each of them. If a court finds that any provision of this Guaranty is not valid or should not be enforced, that
tact by itself will not mean that the rest of this Guaranty will not be valid or enforced. Therefore, a court will enforce the rest of the
provisions of this Guaranty even if a provision of this Guaranty may be found to be invalid or unenforceable, if any one or more of
Borrower or Guarantor are corporations, partnerships, limited liability companies, or similar entities, it is not necessary for Lender to inquire
into the powers of Borrower or Guarantor or of the officers, directors, partners, managers, or other agents acting or purporting to act on
their behalf, and any indebtedness made or created in reliance upon the professed exercise of such powers shall be guaranteed under this
Guaranty.
Notices. Unless otherwise provided by applicable law, any notice required to be given under this Guaranty shall be given in writing, and,
except for revocation notices by Guarantor, shall be effective when actually delivered, when actually received by telefacsimile (unless
otherwise required by taw), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United
States mail, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Guaranty.
All revocation notices by Guarantor shall be in writing and shall be effective upon delivery to Lender as provided in the section of this
Guaranty entitled "DURATION OF GUARANTY." Any party may change its address for notices under this Guaranty by giving formal written
notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Guarantor
agrees to keep Lender informed at all times of Guarantor's current address. Unless otherwise provided by applicable law, if there is more
than one Guarantor, any notice given by Lender to any Guarantor is deemed to be notice given to all Guarantors.
No Waiver by Lender. Londer shall not be deemed to have waived any rights under this Guaranty unless such waiver is given in writing and
signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other
right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lender's right otherwise to demand
strict compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender, nor any course of dealing between
Lender and Guarantor, shall constitute a waiver of any of Lender's rights or of any of Guarantor's obligations as to any future transactions.
Whenever the consent of Londer is required under this Guaranty, the granting of such consent by Lender in any instance shall not constitute
continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in
the sole discretion of Lender.
Successors and Assigns. The terms of this Guaranty shall be binding upon Guarantor, and upon Guarantor's heirs, personal
representatives, successors, and assigns, and shall be enforceable by Lender and its successors and assigns.
Waive Jury. Lender and Guarantor hereby waive the right to any jury trial in any action, proceeding, or counterclaim brought by either
Lender or Guarantor against the other.
DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Guaranty. Unless specifically
stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words and terms
used in the singular shall include the plural, and the plural shall include the singular, as the context may require. Words and terms not otherwise
defined in this Guaranty shall have the meanings attributed to such terms in the Uniform Commercial Code:
Borrower, The word "Borrower" means C.G. DEVELOPMENT ENTERPRISES, LLC a /k /a CG DEVELOPMENT ENTERPRISES, LLC. and
includes all co- signers and co- makers signing the Note and all their successors and assigns.
Guarantor. The word "Guarantor" means everyone signing this Guaranty, including without limitation GREGORY S. KUHN, and in each
case, any signer's successors and assigns.
Guaranty. The word "Guaranty" means this guaranty from Guarantor to Lender.
Indebtedness. The word "Indebtedness" means Borrower's indebtedness to Lender as more particularly described in this Guaranty.
Lender. The word "Lender" means NOVA Savings Bank, its successors and assigns.
Note. The word "Note" means and includes without limitation all of Borrower's promissory notes andfor credit agreements evidencing
Borrower's loan obligations in favor of Lender, together with all renewals of, extensions of, modifications of, refinancings of, consolidations
of and substitutions for promissory notes or credit agreements.
Related Documents. The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental
agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments,
agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness.
CONFESSION OF JUDGMENT. GUARANTOR HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE
PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME
FOR GUARANTOR AFTER THE AMOUNTS HEREUNDER BECOME DUE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER
JUDGMENT AGAINST GUARANTOR FOR THE ENTIRE PRINCIPAL BALANCE OF THIS GUARANTY AND ALL ACCRUED INTEREST, LATE
CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE
COMMERCIAL GUARANTY
Loan No: 53800525 (Continued) Page 4
INDEBTEDNESS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10 %) OF THE UNPAID
PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500)
ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS GUARANTY OR
A COPY OF THIS GUARANTY VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS GUARANTY
TO CONFESS JUDGMENT AGAINST GUARANTOR SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL
CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS GUARANTY.
GUARANTOR HEREBY WAIVES ANY RIGHT GUARANTOR MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH
CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF
JUDGMENT PROVISION TO GUARANTOR'S ATTENTION OR GUARANTOR HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL.
EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS GUARANTY AND AGREES TO ITS
TERMS. IN ADDITION, EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AND
DELIVERY OF THIS GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE MANNER SET FORTH
IN THE SECTION TITLED "DURATION OF GUARANTY ". NO FORMAL ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY
EFFECTIVE. THIS GUARANTY IS DATED NOVEMBER 12, 2007.
THIS GUARANTY IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS GUARANTY IS AND SHALL CONSTITUTE AND HAVE THE EFFECT
OF A SEALEDJNSTRUMENT ACCORDING TO LAW,
�a
(Seal)
INDIVIDUAL ACKNOWLEDGMENT
COMMONWEALTH OF PENNSYLVANIA
I SS
COUNTY OF
On this, the day of , 20 , before me
, the undersigned Notary Public, personally appeared GREGORY S. KUHN, known to me (or satisfactorily
proven) to be the person whose name is subscribed to the within instrument, and acknowledged that he or she executed the same for the
purposes therein contained.
In wimess whereof, I horeunto set my hand and official seal.
Notary Public in and for the State of
USER PRO Lmdi.g, Vv. 9.]0.07.009 Cup,. Hv ,,d Pnone41 Ln'01H..1. Inc, 1997. 2037. Ad N!an" Re,ervne. - PA OACPALPUE 70 PC 7A 7779 PA 54
DISCLOSI E FOR CONFESSION OF Jur MENT
Principal :.:
• $ 56.800.00
Loan: Date
11 -12 2007:
IVIatulrity.:
11 701 "2012
Loan N4:
53800525
Cait i Cott
01 . :
Account
'Qffieer..
342
; -Initials. ::
References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing " * * *" has been omitted due to text length limitations,
Borrower: C.G. DEVELOPMENT ENTERPRISES, LLC a /k /a CG
DEVELOPMENT ENTERPRISES, LLC.
850 WALNUT BOTTOM RD
SUITE 15 -235
CARLISLE, PA 17015
Declarant: GREGORY S. KUHN
198 S MIDDLESEX RD
CARLISLE, PA 17015
Lender:
NOVA Savings Bank
Allentown Loan Office
1605 N. Cedar Crest Blvd.
Suite 619
Allentown, PA 18104
(610) 782 -2692
DISCLOSURE FOR CONFESSION OF JUDGMENT
I AM EXECUTING, THIS DAY OF , 20 , A GUARANTY OF A PROMISSORY NOTE FOR
$56,800.00 OBLIGATING ME TO REPAY THAT AMOUNT.
A. I UNDERSTAND THAT THE GUARANTY CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER
JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE GUARANTY, WITHOUT ADVANCE NOTICE TO ME AND WITHOUT
OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE
OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT
LENDER MAY ASSERT AGAINST ME UNDER THE GUARANTY, I AM 'KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE
RIGHTS, INCLU,4}ING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND I EXPRESSLY AGREE AND CONSENT TO
LENDER'S E T RING JUDGMENT AGAINST ME BY CONFESSION AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION.
INITIALS:
B. I FURTHER UNDERSTAND THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST ME WITHOUT ADVANCE
NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY ALSO CONTAINS LANGUAGE THAT WOULD
PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE
JUDGMENT BY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY, IN FULL
OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE
AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, 1 AM KNOWINGLY, INTELLIGENTLY AND
VOLUNTARIL "WAIVING THESE RIGHTS. AND 1 EXPRESSLY AGREE AND CONSENT TO LENDER'S IMMEDIATELY EXECUTING ON THE
JUDGMENT N A . Y MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING ME ANY ADVANCE NOTICE.
INITIALS:
C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH
STATEMENT THAT APPLIES, 1 REPRESENT THAT:
INITIALS
1. 1 WAS REPRESENTED BY MY OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE GUARANTY.
2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY
TO MY ATTENTION.
D. 1 CERTIFY THAT MY ANNUAL INCOME EXCEEDS S10,000; THAT THE BLANKS IN THIS DISCLOSURE WERE FILLED IN WHEN I INITIALED
AND SIGNED IT; AND THAT I RECEIVED A COPY AT THE TIME OF SIGNING.
THIS DISCLOSURE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND HAVE THE
EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW.
DECLA CANT:
GORY S, U
(Seal)
LASER PRO Lender, V,, 5.34.011
7 Gnp. HoArvid en,ncal Solute ,,ire. 11317, ?W) AA *,M,
PA
O,3CPRtPL,07O.IC 33.3 ))3 PA 64
Exhibit "C"
PROMISSORY NOTE
IPtitPar '
$6146,00,J)0...,:::.).§...
'.:'.1010-11)atifi-
11-122007
, Mattir-ity. ..
11012012
:-:-.., .,- -loan Nt$ -
:.-',.--:•''.:.5300:052-4-._::::
....::::--Casiteottr,,. :,
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,.. '7.:A auilt : ',,,'::
I,: .'1';::::;;..::7::: . :'. .. ::: .. :1:' .......... :.
::Officer:
:: 342
.:Anititils
References M the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing """" has been omitted due to text length limitations.
Borrower: C.G. DEVELOPMENT ENTERPRISES, LLC
850 WALNUT BOTTOM RD
SUITE 15-235
CARLISLE, PA 17015
Lender:
NOVA Savings Bank
Allentown Loan Office
1605 N. Cedar Crest Blvd.
Suite 619
Allentown. PA 18104
(610) 782-2692
Principal Amount: 561,600.00 Interest Rate: 7.500% Date of Note: November 12, 2007
PROMISE TO PAY. C.G. DEVELOPMENT ENTERPRISES. LLC ("Borrower") promises to pay to NOVA Savings Bank (Lender"), or order. in
lawful money of the United States of America. the principal amount of Sixty-one Thousand Six Hundred & 00)100 Dollars ($61,600.00),
together with interest at the rate of 7.500% per annum on the unpaid principal balance from November 12, 2007, until paid in full. The interest
rate may change under the terms and conditions of tho "INTEREST AFTER DEFAULT" section.
PAYMENT. Borrower will pay this loan in 59 regular payments of $499.21 each and one irregular last payment estimated at $54,002.77.
Borrower's first payment Is due December 1, 2007, and all subsequent payments are due on the same day of each month atter that.
Borrower's final payment will be due on November 1, 2012, and will be for all principal and all accrued interest not yet paid. Payments include
principal and interest. Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid interest; then
to principal; then to any late charges; and then to any unpaid collection costs. The annual interest rate for this Note is computed on a 365/360
basis; that is, by applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied,
by the actual number of days the principal balance is outstanding. Borrower will pay Lender at Lender's address shown above or at such other
place as Lender may designate In writing.
PREPAYMENT PENALTY. Upon prepayment of this Note, Lender is entitled to the following prepayment penalty: Borrower shall pay to Lender a
prepayment penalty equal to five percent (5%) of the outstanding principal balance if said principal balance is reduced in excess of twenty
percent (20%) during months one (1) through twelve (12); a prepayment penalty equal to four percent (4%) of the outstanding principal balance
if said principal balance is reduced in excess of twenty percent 120%1 during months thirteen 113) through twenty-four (24); a prepayment
penalty equal to three percent 13%) of the outstanding principal balance if said principal balance is reduced In excess of twenty percent (20%)
during months twenty-five 1251 through thirty-six (36); a prepayment penalty equal to two percent (2%) of the outstanding principal balance if
said principal balance is reduced in excess of twenty percent (20%) during months thirty-seven (37) through forty-eight (48); and a prepayment
penalty equal to one percent (1%) of the outstanding principal balance if said principal balance is reduced in excess of twenty percent (20%)
during months forty-nine (49) through sixty (60). Prepayments made from the sale of the property or from earnings will not be subject to a
prepayment penalty. Except for the foregoing. Borrower may pay all or a portion of the amount owed earlier than It Is due. Early payments will
not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule.
Rather, early payments will reduce the principal balance due and may result in Borrower's making fewer payments. Borrower agrees not to send
Lender payments marked "paid in full", "without recourse", or similar language. If Borrower sends such a payment, Lender may accept it
without losing any of Lender's rights under this Note, and Borrower will remain obligated to pay any further amount owed to Lender. All written
communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitutes
"payment in full" of the amount owed or that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be
mailed or delivered to: NOVA Savings Bank, Loan Operations, 18 East Wynnewood Road Wynnewood, PA 19096.
LATE CHARGE, It a payment is 11 days or more late, Borrower will be charged 5.000% of the unpaid portion of the regularly scheduled
payment or $25.00, whichever is greater.
INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the interest rate on this Note shall be increased by 5.000
percentage points. If judgment is entered in connection with this Note, interest will continue to accrue after the date of judgment at the rate in
effect et the time judgment is entered. However, In no event will the interest rate exceed the maximum interest rate limitations under applicable
law.
DEFAULT. Each of the following shall constitute an event of default ("Event of Default") under this Note:
Payment Default. Borrower fails to make any payment when due under this Note.
Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Note or in
any of the related documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement
between Lender and Borrower.
Default in Favor of Third Parties. Borrower or any Grantor defaults under any loan, extension of credit, security agreement, purchase or
sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Borrower's property or
Borrower's ability to repay this Note or perform Borrower's obligations under this Note or any of the related documents.
False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this
Note or the related documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false
or misleading at any time thereafter.
Death or Insolvency. The dissolution of Borrower (regardless of whether election to continue is made), any member withdraws from
Borrower, or any other termination of Borrower's existence as a going business or the death of any member, the insolvency of Borrower,
tho appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type of creditor workout,
or the commencement of any proceeding under any bankruptcy or Insolvency laws by or against Borrower.
Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help,
repossession or any other method, by any creditor of Borrower or by any government& agency against any collateral securing the loan.
This includes a garnishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default shall
not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or
forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or
a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate
reserve or bond for the dispute.
Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the indebtedness or any
PROMISSORY NOTE
Loan Ne,: 53800524 (Continued) Page 2
Guarantor dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any guaranty of the indebtedness
evidenced by this Note. In the event of a death, Lender, at its option, may, but shall not be required to, permit the Guarantor's estate to
assume unconditionally the obligations arising under the guaranty in a manner satisfactory to Lender, and, in doing so, cure any Event of
Default,
Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or
performance of this Note is impaired.
Insecurity. Lender in good faith believes itself insecure.
Cure Provisions. If any default, other than a default in payment is curable and if Borrower has not been given a notice of a breach of the
same provision of this Note within the preceding twelve (12) months, it may be cured it Borrower, after receiving written notice from
Lender demanding cure of such default: (1) cures the default within ten (10) days; or (2) if the cure requires more than ten (10) days,
immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter continues and
completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical.
LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicable law, declare the entire unpaid principal
balance under this Note and all accrued unpaid interest immediately due, and then Borrower will pay that amount.
ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower will pay
Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or
not there is a lawsuit, including attorneys' tees, expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay
or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by
law.
JURY WAIVER. Lender and Borrower hereby waive the right to any jury trial in any action. proceeding, or counterclaim brought by either Lender
or Borrower against the other.
GOVERNING LAW, This Note will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of
the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. This Note has been accepted by Lender in the
Commonwealth of Pennsylvania.
CHOICE OF VENUE. If there is a lawsuit, Borrower agrees upon Lender's request to submit to the jurisdiction of the courts of Lehigh County,
Commonwealth of Pennsylvania.
DISHONORED ITEM FEE. Borrower will pay a fee to Lender of $30.00 if Borrower makes a payment on Borrower's loan and the chock or
preauthorized charge with which Borrower pays is later dishonored.
RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether
checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may
open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by
law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any
and all such accounts, and, at Lender's option, to administratively freeze all such accounts to allow Lender to protect Lender's charge and setoff
rights provided in this paragraph.
COLLATERAL. Borrower acknowledges this Note is secured by the following collateral described in the security instruments listed herein:
(A) a Mortgage dated November 12, 2007, to Lender on real property located in Dauphin County, Commonwealth of Pennsylvania.
(B) an Assignment of All Rents to Lender on real property located in Dauphin County, Commonwealth of Pennsylvania.
SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and upon Borrower's heirs, personal representatives,
successors and assigns, and shall inuro to the benefit of Lender and its successors and assigns.
NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. Please notify us if we report any inaccurate
information about your account(s) to a consumer reporting agency. Your written notice describing the specific inaccuracy(ies) should be sent to
us at the following address: NOVA Savings Bank Loan Operations 18 East Wynnewood Road Wynnewood, PA 19096.
GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo
enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses
this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this
Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or
endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this
loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the collateral; and take
any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Lender may modify
this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note
are joint and several. If any portion of this Note is for any reason determined to be unenforceable, it will not affect the enforceability of any
other provisions of this Note.
CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE
PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME
FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT
AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND
ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHER WITH COSTS
OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10 %) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR
COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($5001 ON WHICH JUDGMENT OR JUDGMENTS ONE OR
MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL
BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE
EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN
FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A
HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER
SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN
REPRESENTED BY INDEPENDENT LEGAL COUNSEL.
^
PROMISSORY NOTE
Loan N-N: 53800524 (Continued) Page 3
PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE. BORROWER AGREES TO THE
TEAMS OF THE NOTE.
BQRROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE.
THIS NOTE IS GIVEN UNDER SEAL AND IT IS NTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A
SEALED INSTRUMENT ACCORDING TO LAW.
BORROWER:
C.G. sxcLopMsmr ENT snpnoaeo. Lc
oASmNER. Member C.C.
LENDER:
NOVA SAVINGS BANK
°. '112 111)
Joseph M. Zubia, Comme
^= V., 0,34 Man Cop, ~v.., Vto 10117. MI. Ali Picpvt.~_ TA-=PA=
Allonge to Promissory Note
Pay to the order of Gulf Coast Bank & Trust Co.
Without Recourse
FEDERAL DEPOSIT INSURANCE CORPORATION
As Receiver for, ova Ban ccessor of NOVA Savings Bank.
Joel Daste
Title: Attorney-in-Fact
Exhibit "D"
OMMERCIAL GUARANTY `.
Principat:::
'.., Lean Date . :::
-. Materity '
i. Loa ' '"(:'
References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing "*"" has been omitted due to text length limitations.
Borrower:
C.G. DEVELOPMENT ENTERPRISES, LLC
850 WALNUT BOTTOM RD
SUITE 15-235
CARLISLE. PA 17015
Guarantor: GREGORY S. KUHN
198 S MIDDLESEX RD
CARLISLE, PA 17015
Lender:
NOVA Savings Bank
Allentown Loan Office
1605 N. Cedar Crest Blvd.
Suite 619
Alleniown, PA 18104
(610)+782-2692
CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally
guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all
Borrower's obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so
Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender's remedies against anyone else obligated to
pay the Indebtedness or against any collateral securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor
will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same-day funds, without set-off or
deduction or counterclaim, and will otherwise perform Borrower's obligations under the Note and Related Documents. Under this Guaranty,
Guarantor's liability is unlimited and Guarantor's obligations are continuing.
INDEBTEDNESS. The word "Indebtedness" as used in this Guaranty means all of the principal amount outstanding from time to time and at any
one or more times, accrued unpaid interest thereon and all collection costs and legal expenses related thereto permitted by law, attorneys' fees,
arising from any and all debts, liabilities and obligations of every nature or form, now existing or hereafter arising or acquired, that Borrower
individually or collectively or interchangeably with others, owes or will owe Lender, "Indebtedness" includes, without limitation, loans, advances,
debts, overdraft indebtedness, credit card indebtedness, lease obligations, liabilities and obligations under any interest rate protection
agreements or foreign currency exchange agreements or commodity price protection agreements, other obligations, and liabilities of Borrower,
and any present or future judgments against Borrower, future advances, loans or transactions that renew, extend, modify, refinance, consolidate
or substitute these debts, liabilities and obligations whether: voluntarily or involuntarily incurred; due or to become due by their terms or
acceleration; absolute or contingent; liquidated or unliquidated; determined or undetermined; direct or indirect; primary or secondary in nature or
arising from a guaranty or surety; secured or unsecured; joint or several or joint and several; evidenced by a negotiable or non-negotiable
instrument or writing; originated by Lender or another or others; barred or unenforceable against Borrower for any reason whatsoever; for any
transactions that may be voidable for any reason (such as infancy, insanity, ultra vires or otherwise); and originated then reduced or
extinguished and then afterwards increased or reinstated.
If Lender presently holds one or more guaranties, or hereafter receives additional guaranties from Guarantor, Lender's rights under all guaranties
shall be cumulative. This Guaranty shall not (unless specifically provided bolow to the contrary) affect or invalidate any such other guaranties.
Guarantor's liability will be Guarantor's aggregate liability under the terms of this Guaranty and any such other unterminated guaranties.
CONTINUING GUARANTY. THIS IS A "CONTINUING GUARANTY" UNDER WHICH GUARANTOR AGREES TO GUARANTEE THE FULL AND
PUNCTUAL PAYMENT, PERFORMANCE AND SATISFACTION OF THE INDEBTEDNESS OF BORROWER TO LENDER, NOW EXISTING OR
HEREAFTER ARISING OR ACQUIRED, ON AN OPEN AND CONTINUING BASIS. ACCORDINGLY, ANY PAYMENTS MADE ON THE
INDEBTEDNESS WILL NOT DISCHARGE OR DIMINISH GUARANTOR'S OBLIGATIONS AND LIABILITY UNDER THIS GUARANTY FOR ANY
REMAINING AND SUCCEEDING INDEBTEDNESS EVEN WHEN ALL OR PART OF THE OUTSTANDING INDEBTEDNESS MAY BE A ZERO
BALANCE FROM TIME TO TIME.
DURATION OF GUARANTY. This Guaranty will take effect when received by Lender without the necessity of any acceptance by Lender, or any
notice to Guarantor or to Borrower, and will continue in full force until all the Indebtedness incurred or contracted before receipt by Lender of
any notice of revocation shall have been fully and finally paid and satisfied and all of Guarantor's other obligations under this Guaranty shall have
been performed in full. If Guarantor elects to revoke this Guaranty, Guarantor may only do so in writing. Guarantor's written notice of
revocation must be mailed to Lender, by certified mail, at Lender's address listed above or such other place as Lender may designate in writing.
Written revocation of this Guaranty will apply only to new Indebtedness created after actual receipt by Lender of Guarantor's written revocation.
For this purpose and without limitation, the term "new Indebtedness" does not include the indebtedness which at the time of notice of
revocation is contingent, unliquidated, undetermined or not due and which later becomes absolute, liquidated, determined or due. For this
purpose and without limitation, new Indebtedness" does not include all or part of the Indebtedness that is: incurred by Borrower prior to
revocation; incurred under a commitment that became binding before revocation; any renewals, extensions, substitutions, and modifications of
the Indebtedness. This Guaranty shall bind Guarantor's estate as to the Indebtedness created both before and after Guarantor's death or
incapacity, regardless of Lender's actual notice of Guarantor's death. Subject to the foregoing, Guarantor's executor or administrator or other
legal representative may terminate this Guaranty in the same manner in which Guarantor might have terminated it and with the same effect.
Release of any other guarantor or termination of any other guaranty of the Indebtedness shall not affect the liability of Guarantor under this
Guaranty. A revocation Lender receives from any one or more Guarantors shall not affect the liability of any remaining Guarantors under this
Guaranty. ft is anticipated that fluctuations may occur in the aggregate amount of the Indebtedness covered by this Guaranty, and Guarantor
specifically acknowledges and agrees that reductions in the amount of the Indebtedness, even to zero dollars ($0.00), shall not constitute a
termination of this Guaranty. This Guaranty is binding upon Guarantor and Guarantor's heirs, successors and assigns so long as any of the
Indebtedness remains unpaid and even though the Indebtedness may from time to time be zero dollars 00.001.
GUARANTOR'S AUTHORIZATION TO LENDER. Guarantor authorizes Lender, either before or after any revocation hereof, without notice or
demand and without lessening Guarantor's liability under this Guaranty, from time to time: (A) prior to revocation as set forth above, to make
one or more additional secured or unsecured loans to Borrower, to lease equipment or other goods to Borrower, or otherwise to extend
additional credit to Borrower; (B) to alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for payment
or other terms of the Indebtedness or any part of the Indebtedness, including increases and decreases of the rate of interest on the
Indebtedness; extensions may be repeated and may be for longer than the original loan term; (C) to take and hold security for the payment of
this Guaranty or the Indebtedness, and exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any such security, with
or without the substitution of new collateral; (D) to release, substitute, agree not to sue, or deal with any one or more of Borrower's sureties,
endorsers, or other guarantors on any terms or in any manner Lender may choose; (El to determine how, when and what application of
payments and credits shall be made on the Indebtedness; (F) to apply such security and direct the order or manner of sale thereof, including
without limitation, any nonjudlcial sale permitted by the terms of the controlling security agreement or deed of trust, as Lender in its discretion
COMMERCIAL GUARANTY
Loan No: 53800524 (Continued) - Page 2
may determine; (GI to sell, transfer, assign or grant participations in all or any part of the Indebtedness; and (H) to assign or transfer this
Guaranty in whole or in part.
GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants to Lender that (A) no representations or
agreements of any kind have been made to Guarantor which would limit or qualify in any way the terms of this Guaranty; (B) this Guaranty is
executed at Borrower's request and not at the request of Lender; (C) Guarantor has full power, right and authority to enter into this Guaranty;
(D) the provisions of this Guaranty do not conflict with or result in a default under any agreement or other instrument binding upon Guarantor
and do not result in a violation of any law, regulation, court decree or order applicable to Guarantor; (E) Guarantor has not and will not, without
the prior written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer, or otherwise dispose of all or substantially all of
Guarantor's assets, or any interest therein; {F) upon Lender's request, Guarantor will provide to Lender financial and credit information in form
acceptable to Lender, and all such financial information which currently has been, and all future financial information which will be provided to
Lender is and will be true and correct in all material respects and fairly present Guarantor's financial condition as of the dates the financial
information is provided; (G) no material adverse change has occurred in Guarantor's financial condition since the date of the most recent
financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (H)
no litigation, claim, investigation, administrative proceeding or similar action (including those for unpaid taxes) against Guarantor is pending or
threatened; (I) Lender has made no representation to Guarantor as to the creditworthiness of Borrower; and (J) Guarantor has established
adequate means of obtaining from Borrower on a continuing basis information regarding Borrower's financial condition. Guarantor agrees to
keep adequately informed from such means of any facts, events, or circumstances which might in any way affect Guarantor's risks under this
Guaranty, and Guarantor further agrees that Lender shall have no obligation to disclose to Guarantor any information or documents acquired by
Lender in the course of its relationship with Borrower.
GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor waives any right to require Lender (A) to continue lending
money or to extend other credit to Borrower; (B) to make any presentment, protest, demand, or notice of any kind, including notice of any
nonpayment of the Indebtedness or of any nonpayment related to any collateral, or notice of any action or nonaction on the part of Borrower,
Lender, any surety, endorser, or other guarantor in connection with the Indebtedness or in connection with the creation of new or additional
loans or obligations; (C) to resort for payment or to proceed directly or at once against any person, Including Borrower or any other guarantor;
(D) to proceed directly against or exhaust any collateral held by Lender from Borrower, any other guarantor, or any other person; (E) to give
notice of the terms, time, and place of any public or private sale of personal property security held by Lender from Borrower or to comply with
any other applicable provisions of the Uniform Commercial Code; (F) to pursue any other remedy within Lender's power; or (G) to commit any
act or omission of any kind, or at any time, with respect to any matter whatsoever.
Guarantor also waives any and all rights or defenses based on suretyship or impairment of collateral including, but not limited to, any rights or
defenses arising by reason of (A) any one action" or "anti - deficiency" law or any other law which may prevent Lender from bringing any
action, including a claim for deficiency, against Guarantor, before or after Lender's commencement or completion of any foreclosure action,
either judicially or by exercise of a power of sale; (B) any election of remedies by Lender which destroys or otherwise adversely affects
Guarantor's subrogation rights or Guarantor's rights to proceed against Borrower for reimbursement, including without limitation, any loss of
rights Guarantor may suffer by reason of any law limiting, qualifying, or discharging the Indebtedness; (C) any disability or other defense of
Borrower, of any other guarantor, or of any other person, or by reason of the cessation of Borrower's liability from any cause whatsoever, other
than payment in full in legal tender, of the Indebtedness; (D) any right to claim discharge of the Indebtedness on the basis of unjustified
impairment of any collateral for the Indebtedness; (E) any statute of limitations, if at any time any action or suit brought by Lender against
Guarantor is commenced, there is outstanding Indebtedness which is not barred by any applicable statute of limitations; or (F) any defenses
given to guarantors at law or in equity other than actual payment and performance of the Indebtedness, If payment is made by Borrower,
whether voluntarily or otherwise, or by any third party, on the Indebtedness and thereafter Lender is forced to remit the amount of that payment
to Borrower's trustee in bankruptcy or to any similar person under any federal or state bankruptcy law or law for the relief of debtors, the
Indebtedness shall be considered unpaid for the purpose of the enforcement of this Guaranty.
Guarantor further waives and agrees not to assert or claim at any time any deductions to tho amount guaranteed under this Guaranty for any
claim of setoff, counterclaim, counter demand, recoupmont or similar right, whether such claim, demand or right may be asserted by the
Borrower, the Guarantor, or both,
GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and agrees that each of the waivers set forth above Is
made with Guarantor's full knowledge of its significance and consequences and that, under the circumstances, the waivers are reasonable and
not contrary to public policy or law. If any such waiver is determined to be contrary to any applicable law or public policy, such waiver shall be
effective only to the extent permitted by law or public policy.
RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Guarantor's accounts with Lender
(whether checking, savings, or some other account). This includes all accounts Guarantor holds jointly with someone else and all accounts
Guarantor may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be
prohibited by law. Guarantor authorizes Lender, to the extent permitted by applicable law, to hold these funds if there is a default, and Lender
may apply the funds in these accounts to pay what Guarantor owes under the terms of this Guaranty,
SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the Indebtedness, whether now existing or hereafter
created, shall be superior to any claim that Guarantor may now have or hereafter acquire against Borrower, whether or not Borrower becomes
insolvent. Guarantor hereby expressly subordinates any claim Guarantor may have against Borrower, upon any account whatsoever, to any
claim that Lender may now or hereafter have against Borrower. In the event of insolvency and consequent liquidation of the assets of Borrower,
through bankruptcy, by an assignment for the benefit of creditors, by voluntary liquidation, or otherwise, the assets of Borrower applicable to
the payment of the claims of both Lender and Guarantor shall be paid to Lander and shall be first applied by Lender to the Indebtedness.
Guarantor does hereby assign to Lender all claims which it may have or acquire against Borrower or against any assignee or trustee in
bankruptcy of Borrower; provided however, that such assignment shall be effective only for the purpose of assuring to Lender full payment in
legal tender of the Indebtedness. If Lender so requests, any notes or credit agreements now or hereafter evidencing any debts or obligations of
Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and shell be delivered to Lender. Guarantor
agrees, and Lender is hereby authorized, in the name of Guarantor, from time to time to tile financing statements and continuation statements
and to execute documents and to take such other actions as Lender deems necessary or appropriate to perfect, preserve and enforce its rights
under this Guaranty.
MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty:
Amendments. This Guaranty, together with any Related Documents, constitutes the entire understanding and agreement of the parties as
to the matters set forth in this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing and
signed by the party or parties sought to be charged or bound by the alteration or amendment.
Attorneys' Fees; Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, including Lender's attorneys' fees
and Lender's legal expenses, incurred in connection with the enforcement of this Guaranty. Lender may hire or pay someone else to help
COMMERCIAL GUARANTY
Loan No: 53800524 (Continued) Page 3
enforce this Guaranty, and Guarantor shall pay the costs and expenses of such enforcement. Costs and expenses include Lender's
attorneys' fees and legal expenses whether or not there is a lawsuit, including attorneys' fees and legal expenses for bankruptcy
proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post - judgment collection
services. Guarantor also shall pay all court costs and such additional fees as may be directed by the court.
Caption Headings. Caption headings in this Guaranty are for convenience purposes only and are not to be used to interpret or define the
provisions of this Guaranty.
Governing Law. This Guaranty will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the
taws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions.
Choice of Venue. If there is a lawsuit, Guarantor agrees upon Lender's request to submit to the jurisdiction of the courts of Lehigh County,
Commonwealth of Pennsylvania.
Integration. Guarantor further agrees that Guarantor has read and fully understands the terms of this Guaranty; Guarantor has had the
opportunity to be advised by Guarantor's attorney with respect to this Guaranty; the Guaranty fully reflects Guarantor's intentions and parol
evidence is not required to interpret the terms of this Guaranty. Guarantor hereby indemnifies and holds Lender harmless from all losses,
claims, damages, and costs (including Lender's attorneys' fees) suffered or incurred by Lender as a result of any breach by Guarantor of the
warranties, representations and agreements of this paragraph.
Interpretation. In all cases where there is more than one Borrower or Guarantor, then all words used in this Guaranty in the singular shall
be deemed to have been used in the plural where the context and construction so require; and where there is more than one Borrower
named in this Guaranty or when this Guaranty is executed by more than one Guarantor, the words 'Borrower" and "Guarantor"
respectively shall mean all and any one or more of them. The words "Guarantor," "Borrower," and "Lender" include the heirs, successors,
assigns, and transferees of each of them. If a court finds that any provision of this Guaranty is not valid or should not be enforced, that
fact by itself will not mean that the rest of this Guaranty will not be valid or enforced. Therefore, a court will enforce the rest of the
provisions of this Guaranty even if a provision of this Guaranty may be found to be invalid or unenforceable. If any one or more of
Borrower or Guarantor are corporations, partnerships, limited liability companies, or similar entities, it is not necessary for Lender to inquire
into the powers of Borrower or Guarantor or of the officers, directors, partners, managers, or other agents acting or purporting to act on
their behalf, and any indebtedness made or created in reliance upon the professed exercise of such powers shall be guaranteed under this
Guaranty.
Notices. Unless otherwise provided by applicable law, any notice required to be given under this Guaranty shall be given in writing, and,
except for revocation notices by Guarantor, shall be effective when actually delivered, when actually received by telefacsimile (unless
otherwise required by law), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United
States mail, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Guaranty.
All revocation notices by Guarantor shall be in writing and shall be effective upon delivery to Lender as provided in the section of this
Guaranty entitled "DURATION OF GUARANTY." Any party may change its address for notices under this Guaranty by giving formal written
notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Guarantor
agrees to keep Lender informed at all times of Guarantor's current address. Unless otherwise provided by applicable law, if there is more
than one Guarantor, any notice given by Lender to any Guarantor is deemed to be notice given to all Guarantors.
No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Guaranty unless such waiver is given in writing and
signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other
right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lender's right otherwise to demand
strict compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender, nor any course of dealing between
Lender and Guarantor, shall constitute a waiver of any of Lender's rights or of any of Guarantor's obligations as to any future transactions.
Whenever the consent of Lender is required under this Guaranty, the granting of such consent by Lender in any instance shall not constitute
continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in
the sole discretion of Lender.
Successors and Assigns. The terms of this Guaranty shall be binding upon Guarantor, and upon Guarantor's heirs, personal
representatives, successors, and assigns, and shall be enforceable by Lender and its successors and assigns.
Waive Jury. Lender and Guarantor hereby waive the right to any jury trial in any action, proceeding, or counterclaim brought by either
Lender or Guarantor against the other.
DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Guaranty. Unless specifically
Stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words and terms
used in the singular shall include the plural, and the plural shall include the singular, as the context may require. Words and terms riot otherwise
defined in this Guaranty shall have the meanings attributed to such terms in the Uniform Commercial Code:
Borrower. The word "Borrower" means C.G. DEVELOPMENT ENTERPRISES, LLC and includes all co- signers and co- makers signing the
Note and all their successors and assigns.
Guarantor. The word "Guarantor" means everyone signing this Guaranty, including without limitation GREGORY S. KUHN, and in each
case, any signer's successors and assigns.
Guaranty. The word "Guaranty" means this guaranty from Guarantor to Lender.
Indebtedness. The word "Indebtedness" means Borrower's indebtedness to Lender as more particularly described in this Guaranty.
Lender. The word "Lender" means NOVA Savings Bank, its successors and assigns.
Note. The word "Note" means and includes without limitation all of Borrower's promissory notes and/or credit agreements evidencing
Borrower's loan obligations in favor of Lender, together with all renewals of, extensions of, modifications of, refinancings of, consolidations
of and substitutions for promissory notes or credit agreements.
Related Documents. The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental
agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments,
agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness.
CONFESSION OF JUDGMENT. GUARANTOR HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE
PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME
FOR GUARANTOR AFTER THE AMOUNTS HEREUNDER BECOME DUE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER
JUDGMENT AGAINST GUARANTOR FOR THE ENTIRE PRINCIPAL BALANCE OF THIS GUARANTY AND ALL ACCRUED INTEREST, LATE
CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE
COMMERCIAL GUARANTY
Loan No: 53800524 (Continued) Page 4
INDEBTEDNESS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10 %) OF THE UNPAID
PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS (5500)
ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS GUARANTY OR
A COPY OF THIS GUARANTY VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS GUARANTY
TO CONFESS JUDGMENT AGAINST GUARANTOR SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL
CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS GUARANTY,
GUARANTOR HEREBY WAIVES ANY RIGHT GUARANTOR MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH
CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF
JUDGMENT PROVISION TO GUARANTOR'S ATTENTION OR GUARANTOR HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL.
EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS GUARANTY AND AGREES TO ITS
TERMS. IN ADDITION, EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AND
DELIVERY OF THIS GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE MANNER SET FORTH
IN THE SECTION TITLED "DURATION OF GUARANTY ". NO FORMAL ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY
EFFECTIVE. THIS GUARANTY IS DATED NOVEMBER 12, 2007.
THIS GUARANTY IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS GUARANTY IS AND SHALL CONSTITUTE AND HAVE THE EFFECT
OF A SEALED INSTRUMENT ACCORDING TO LAW.
GUARANTOR: /
X b =.
GRE
(Seal)
COMMONWEALTH OF PENNSYLVANIA
COUNTY OF
INDIVIDUAL ACKNOWLEDGMENT
)
On this, the
) SS
day of , 20 , before me
, the undersigned Notary Public, personally appeared GREGORY S. KUHN, known to me (or satisfactorily
proven) to be the person whose name is subscribed to the within instrument, and acknowledged that he or she executed the same for the
purposes therein contained.
In witness whereof, I hereunto sot my hand and official seal.
Notary Public in and for the State of
LAStA Pq0 LAAPP to Y(Yt. `va3d.00.0O3 Ca[n. AAA. [{ AnAAt41 jnWVOPa. fit. Mt, i[K17. AA fl#jMi Rexe•sed. • PA 0:1CPAtP11E MAC OA 4774 PA
DISCLOSE' 'E FOR CONFESSION OF JUI` MVIENT
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References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing "" " "" has been omit ed due to text length limitations,
Borrower:
C,G. DEVELOPMENT ENTERPRISES, LLC
850 WALNUT BOTTOM RD
SUITE 15 -235
CARLISLE, PA 17015
Declarant: GREGORY S. KUHN
198 S MIDDLESEX RD
CARLISLE, PA 17015
Lender:
NOVA Savings Bank
Allentown Loan Office
1605 N. Cedar Crest Blvd.
Suite 619
Allentown, PA 18104
1610) 782-2692
DISCLOSURE FOR CONFESSION OF JUDGMENT
I AM EXECUTING. THIS DAY OF
$61,600.00 OBLIGATING ME TO REPAY THAT AMOUNT.
20 , A GUARANTY OF A PROMISSORY NOTE FOR
A. 1 UNDERSTAND THAT THE GUARANTY CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER
JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE GUARANTY, WITHOUT ADVANCE NOTICE TO ME AND WITHOUT
OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE
OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT
LENDER MAY ASSERT AGAINST ME UNDER THE GUARANTY, I AM KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE
RIGHTS, INECUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND 1 EXPRESSLY AGREE AND CONSENT TO
LENDER ENTER,I G JUDGMENT AGAINST ME BY CONFESSION AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION.
INITIALS r
B. I FURTHER UNDERSTAND THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST ME WITHOUT ADVANCE
NOTICE OR A HEARING. THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY ALSO CONTAINS LANGUAGE THAT WOULD
PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE
JUDGMENT BY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY. IN FULL
OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE
AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, I AM KNOWINGLY, INTELLIGENTLY AND
VOLUNTARILY WAIVING THESE RIGHTS, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S IMMEDIATELY EXECUTING ON THE
JUDGM TIN NY MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING ME ANY ADVANCE NOTICE.
INITIALS
C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY
STATEMENT THAT APPLIES, 1 REPRESENT THAT:
INITIALS
1. I WAS REPRESENTED BY MY OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE GUARANTY.
TIALIN
EACH
2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY
TO MY ATTENTION.
D. i CERTIFY THAT MY ANNUAL INCOME EXCEEDS $10,000; THAT THE BLANKS IN THIS DISCLOSURE WERE FILLED IN WHEN I INITIALED
AND SIGNED IT; AND THAT I RECEIVED A COPY AT THE TIME OF SIGNING.
THIS DISCLOSURE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND HAVE THE
EFFECT -OF A SEALED INSTRUMENT ACCORDING TO LAW.
PECLARA►.T:
Seal)
tASEfi PPO ta"d'ng, V.r,
00,003 Copt NMaod rat Salm..., rite. 1997, 707. All P.Ol1 Pre,rv,d. PA O.1CF1,1,00 O.FC TA•1778 P9444
Exhibit "E"
4
PROMISSORY NOTE
Borrower: C.G. DEVELOPMENT ENTERPRISES, LLC a/k/a CG
DEVELOPMENT ENTERPRISES LLC
850 WALNUT BOTTOM RD, SUITE 15-235
CARLISLE, PA 17015
Lender:
NOVA Savings Bank
Westiakes Business Center
1235 Westlakes Drive, Suite 420
Berwyn, PA 19312
(610) 993-4160
Principal Amount: 852,950.00 Interest Rate: 7.000% Date of Note: April 11, 2008
PROMISE TO PAY. C.G. DEVELOPMENT ENTERPRISES, LLC a/kla CG DEVELOPMENT ENTERPRISES LLC ("Borrower") promises to pay to
NOVA Savings Bank ("Lender"), or order, in lawful money of the United States of America, the principal amount of Fifty-two Thousand Nine
Hundred Fifty & 00/100 Dollars (852,950.00) or so much as may be outstanding, together with interest at the rate of 7.000% per annum on
the unpaid outstanding principal balance of each advance. Interest shall be calculated from the date of each advance until repayment of each
advance. The interest rate may change under the terms and conditions of the "INTEREST AFTER DEFAULT" section.
PAYMENT. Borrower will pay this loan In accordance with the following payment schedule:
Borrower will pay this loan in 59 regular payments of 8376.96 each and one irregular last payment estimated at $48,615.09. Borrower's
first payment is due May 1, 2008, and all subsequent payments are due on the same day of each month after that. Borrower's final
payment will be due on April 1, 2013, and will be for all principal and all accrued interest not yet paid. Payments include principal and
interest.
Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid interest; then to principal; then to
any late charges; and then to any unpaid collection costs. The annual interest rate for this Note is computed on a 365/360 basis; that is, by
applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual
number of days the principal balance is outstanding. Borrower will pay Lender at Lender's address shown above or at such other place as
Lender may designate In writing.
PREPAYMENT PENALTY. Upon prepayment of this Note. Lender is entitled to the following prepayment penalty: Borrower shall pay to Lender a
prepayment penalty equal to three percent (3%) of the outstanding principal balance if said principal balance is reduced in excess of twenty
percent (20%) during months one (1) through twelve (12); a prepayment penalty equal to two percent (2%) of the outstanding principal balance
if said principal balance is reduced In excess of twenty percent (20%) during months thirteen (13) through twenty-four (24); and a prepayment
penalty equal to one percent (1%I of the outstanding principal balance if said principal balance is reduced in excess of twenty percent (20%)
during months twenty-five (25) through thirty-six (36). Prepayments made from the sale of the property or from earnings will not be subject to
a prepayment penalty. Except for the foregoing, Borrower may pay all or a portion oi the amount owed earlier than it Is due. Early payments
will not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments of accrued unpaid
interest. Rather, early payments will reduce the principal balance due. Borrower agrees not to send Lender payments marked "paid in full",
"without recourse", or similar language. If Borrower sends such a payment, Lender may aocept it without losing any of Lender's rights under
this Note, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed
amounts, including any check or other payment instrument that indicates that the payment constitutes "payment in full" of the amount owed or
that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: NOVA Savings
Bank, Loan Operations, 18 East Wynnewood Road Wynnewood, PA 19096.
LATE CHARGE. If a payment is 11 days or more late, Borrower will he charged 5.000% of the unpaid portion of the regularly scheduled
payment or $25.00, whichever is greater.
INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the interest rate on this Note shall be increased by 5,000
percentage points, If judgment is entered in connection with this Note, interest will continue to accrue after the date of judgment at the rate in
effect at the time judgment is entered. However, in no event will the interest rate exceed the'maximum interest rate limitations under applicable
law.
DEFAULT. Each of the following shall constitute an event of default ("Event of Default") under this Note:
Payment Default, Borrower fails to make any payment when due under this Note.
Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Note or in
any of the (elated documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement
between Lender and Borrower.
Default In Favor of Third Parties. Borrower or any Grantor defaults under any loan, extension of credit, security agreement, purchase or
sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Borrower's property or
Borrower's ability to repay this Note or perform Borrower's obligations under this Note or any of the related documents.
False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this
Note or the related documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false
or misleading at any time thereafter.
Death or Insolvency. The dissolution of Borrower (regardless of whether election to continue is made), any member withdraws from
Borrower, or any other termination of Borrower's existence as a going business or the death of any member, the insolvency of Borrower,
the appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type of creditor workout,
or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower,
Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help,
repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the loan.
This includes a garnishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default shall
not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or
forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or
a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate
reserve or bond for the dispute.
Events Affecting Guarantor, Any of the preceding events occurs with respect to any Guarantor of any of the indebtedness or any
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References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing "**•" has been omit ed due to text length limitations,
Borrower: C.G. DEVELOPMENT ENTERPRISES, LLC a/k/a CG
DEVELOPMENT ENTERPRISES LLC
850 WALNUT BOTTOM RD, SUITE 15-235
CARLISLE, PA 17015
Lender:
NOVA Savings Bank
Westiakes Business Center
1235 Westlakes Drive, Suite 420
Berwyn, PA 19312
(610) 993-4160
Principal Amount: 852,950.00 Interest Rate: 7.000% Date of Note: April 11, 2008
PROMISE TO PAY. C.G. DEVELOPMENT ENTERPRISES, LLC a/kla CG DEVELOPMENT ENTERPRISES LLC ("Borrower") promises to pay to
NOVA Savings Bank ("Lender"), or order, in lawful money of the United States of America, the principal amount of Fifty-two Thousand Nine
Hundred Fifty & 00/100 Dollars (852,950.00) or so much as may be outstanding, together with interest at the rate of 7.000% per annum on
the unpaid outstanding principal balance of each advance. Interest shall be calculated from the date of each advance until repayment of each
advance. The interest rate may change under the terms and conditions of the "INTEREST AFTER DEFAULT" section.
PAYMENT. Borrower will pay this loan In accordance with the following payment schedule:
Borrower will pay this loan in 59 regular payments of 8376.96 each and one irregular last payment estimated at $48,615.09. Borrower's
first payment is due May 1, 2008, and all subsequent payments are due on the same day of each month after that. Borrower's final
payment will be due on April 1, 2013, and will be for all principal and all accrued interest not yet paid. Payments include principal and
interest.
Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid interest; then to principal; then to
any late charges; and then to any unpaid collection costs. The annual interest rate for this Note is computed on a 365/360 basis; that is, by
applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual
number of days the principal balance is outstanding. Borrower will pay Lender at Lender's address shown above or at such other place as
Lender may designate In writing.
PREPAYMENT PENALTY. Upon prepayment of this Note. Lender is entitled to the following prepayment penalty: Borrower shall pay to Lender a
prepayment penalty equal to three percent (3%) of the outstanding principal balance if said principal balance is reduced in excess of twenty
percent (20%) during months one (1) through twelve (12); a prepayment penalty equal to two percent (2%) of the outstanding principal balance
if said principal balance is reduced In excess of twenty percent (20%) during months thirteen (13) through twenty-four (24); and a prepayment
penalty equal to one percent (1%I of the outstanding principal balance if said principal balance is reduced in excess of twenty percent (20%)
during months twenty-five (25) through thirty-six (36). Prepayments made from the sale of the property or from earnings will not be subject to
a prepayment penalty. Except for the foregoing, Borrower may pay all or a portion oi the amount owed earlier than it Is due. Early payments
will not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments of accrued unpaid
interest. Rather, early payments will reduce the principal balance due. Borrower agrees not to send Lender payments marked "paid in full",
"without recourse", or similar language. If Borrower sends such a payment, Lender may aocept it without losing any of Lender's rights under
this Note, and Borrower will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed
amounts, including any check or other payment instrument that indicates that the payment constitutes "payment in full" of the amount owed or
that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: NOVA Savings
Bank, Loan Operations, 18 East Wynnewood Road Wynnewood, PA 19096.
LATE CHARGE. If a payment is 11 days or more late, Borrower will he charged 5.000% of the unpaid portion of the regularly scheduled
payment or $25.00, whichever is greater.
INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the interest rate on this Note shall be increased by 5,000
percentage points, If judgment is entered in connection with this Note, interest will continue to accrue after the date of judgment at the rate in
effect at the time judgment is entered. However, in no event will the interest rate exceed the'maximum interest rate limitations under applicable
law.
DEFAULT. Each of the following shall constitute an event of default ("Event of Default") under this Note:
Payment Default, Borrower fails to make any payment when due under this Note.
Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Note or in
any of the (elated documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement
between Lender and Borrower.
Default In Favor of Third Parties. Borrower or any Grantor defaults under any loan, extension of credit, security agreement, purchase or
sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Borrower's property or
Borrower's ability to repay this Note or perform Borrower's obligations under this Note or any of the related documents.
False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this
Note or the related documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false
or misleading at any time thereafter.
Death or Insolvency. The dissolution of Borrower (regardless of whether election to continue is made), any member withdraws from
Borrower, or any other termination of Borrower's existence as a going business or the death of any member, the insolvency of Borrower,
the appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type of creditor workout,
or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower,
Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help,
repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the loan.
This includes a garnishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default shall
not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or
forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or
a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate
reserve or bond for the dispute.
Events Affecting Guarantor, Any of the preceding events occurs with respect to any Guarantor of any of the indebtedness or any
4
PROMISSORY NOTE
Loan No: 53800678 (Continued) Page 2
Guarantor dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any guaranty of the indebtedness
evidenced by this Note. In the event of a death, Lender, at its option, may, but shall not be required to, permit the Guarantor's estate to
assume unconditionally the obligations arising under the guaranty in a manner satisfactory to Lender, and in doing so, cure any Event of
Default.
Adverse Change, A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or
performance of this Note is impaired.
Insecurity. Lender in good faith believes itself insecure,
Cure Provisions. If any default, other than a default in payment is curable and if Borrower has not been given a notice of a breach of the
same provision of this Note within the preceding twelve (12) months, it may be cured if Borrower, after receiving written notice from
Lender demanding cure of such default (1) cures the default within ten (10) days; or (2) if the cure requires more than ten (10) days,
immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter continues and
completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical.
LENDER'S RIGHTS. Upon default, Lender may after giving such notices as required by applicable law, declare the entire unpaid principal
balance under this Note and all accrued unpaid interest immediately due, and then Borrower will pay that amount.
ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower will pay
Lender that amount. This includes, subject to any limits under applicable law, Lender's reasonable attorneys fees and Lender's legal expenses,
whether or not there is a lawsuit, including reasonable attorneys' fees, expenses for bankruptcy proceedings (including efforts to modify or
vacate any automatic stay or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to
all other sums provided by law.
JURY WAIVER. Lender and Borrower hereby waive the right to any jury trial in any action, proceeding, or counterclaim brought by either Lender
or Borrower against the other.
GOVERNING LAW. This Note will be governed by federal law applicable to Lender and, to the extent not preempted by federal law. the laws of
the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. This Note has been accepted by Lender in the
Commonwealth of Pennsylvania.
CHOICE OF VENUE. It there is a lawsuit, Borrower agrees upon Lender's request to submit to the jurisdiction of the courts of Chester County,
Commonwealth of Pennsylvania,
DISHONORED ITEM FEE. Borrower will pay a fee to Lender of $30.00 if Borrower makes a payment on Borrower's loan and the check or
preauthorized charge with which Borrower pays is later dishonored,
RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether
checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may
open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by
law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any
and all such accounts, and, at Lender's option, to administratively freeze all such accounts to allow Lender to protect Lender's charge and setoff
rights provided in this paragraph.
COLLATERAL. Borrower acknowledges this Note is secured by the following collateral described in the security instruments listed herein:
(A) an Open-End Mortgage dated April 11, 2008, to Lender on real property located in York County, Commonwealth of Pennsylvania,
(B) an Assignment of All Rents to Lender on real property located in York County, Commonwealth of Pennsylvania.
LINE OF CREDIT. This Note evidences a straight line of credit, Once the total amount of principal has been advanced, Borrower is not entitled
to further loan advances. Advances under this Note may be requested orally by Borrower or as provided in this paragraph, All oral requests
shall be confirmed in writing on the day of the request. All communications, instructions, or directions by telephone or otherwise to Lender are
to be directed to Lender's office shown above. The following person or persons are authorized, except as provided in this paragraph, to request
advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender's address shown above, written notice
of revocation of such authority: CYRIL. R. CASSNER, Member of C.G. DEVELOPMENT ENTERPRISES, LLC a/k/a CG DEVELOPMENT
ENTERPRISES LLC; and GREGORY S. KUHN, Member of C.G. DEVELOPMENT ENTERPRISES, LLC a/k/a CG DEVELOPMENT ENTERPRISES LLC.
Advances shall be made at Lender's sole discretion upon inspection of improvements by Lender's inspector. The final draw and working capital
proceeds will not be releases until a "Use and Occupancy Certificate " is received by the Lender. Borrower agrees to be liable for all sums
either: IA) advanced in accordance with the instructions of an authorized person or (B) credited to any of Borrower's accounts with Lender.
The unpaid principal balance owing on this Note at any time may be evidenced by endorsements on this Note or by Lender's internal records,
including daily computer print-outs,
SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and upon Borrower's heirs, personal representatives,
successors and assigns, and shall inure to the benefit of Lender and its successors and assigns.
NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. Please notify us if we report any inaccurate
information about your account(s) to a consumer reporting agency. Your written notice describing the specific inaccuracylies) should be sent to
us at the following address: NOVA Savings Bank Loan Operations 18 East Wynnewood Road Wynnewood, PA 19096.
GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo
enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses
this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this
Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or
endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this
loan or release any party or guarantor or collateral; or impair, tail to realize upon or perfect Lender's security interest in the collateral; and take
any other action deemed necessary by Lender without the consent of or notice to anyone. Al( such parties also agree that Lender may modify
this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note
are joint and several. If any portion of this Note is for any reason determined to be unenforceable, it will not affect the enforceability of any
other provisions of this Note,
CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE
PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME
FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT
AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND
ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHER WITH COSTS
Ailonge to Promissory Note
Pay to the order of Gulf Coast Bank & Trust Co.
Without Recourse
FEDERAL DEPOSIT INSURANCE CORPORATION
As Receiver for Nov Bank successor of NOVA Savings Bank.
By:,
Joel Daste
Title: Attorney-in-Fact
Exhibit "F"
COMMERCIAL GUARANTY
• rndipal
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References in the boxes above are or Lender's use only and do not limit the applicability of this document to any particular loan 0 item.
Any item above containing " "" "' has been omit ed due to text length limitations.
Borrower: C.G, DEVELOPMENT ENTERPRISES, LLC a /kla CG
DEVELOPMENT ENTERPRISES LLC
850 WALNUT BOTTOM RD, SUITE 15 -235
CARLISLE, PA 17015
Guarantor: GREGORY S. KUHN
198 S MIDDLESEX RD
CARLISLE, PA 17015
Lender: NOVA Savings Bank
Westlakes Business Center
1235 Westlakes Drive, Suite 420
Berwyn, PA 19312
(610) 993 -4160
CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally
guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all
Borrower's obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so
Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender's remedies against anyone else obligated to
pay the Indebtedness or against any collateral securing the Indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor
will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same -day funds, without set -off or
deduction or counterclaim, and will otherwise perform Borrower's obligations under the Note and Related Documents. Under this Guaranty,
Guarantor's liability is unlimited and Guarantor's obligations are continuing.
INDEBTEDNESS. The word "Indebtedness" as used in this Guaranty means all of the principal amount outstanding from time to time and at any
one or more times, accrued unpaid interest thereon and all collection costs and legal expenses related thereto permitted by law, reasonable
attorneys' fees, arising from any and all debts, liabilities and obligations of every nature or form, now existing or hereafter arising or acquired,
that Borrower individually or collectively or interchangeably with others, owes or will owe Lender. "Indebtedness" includes, without limitation,
loans, advances, debts, overdraft indebtedness, credit card indebtedness, lease obligations, liabilities and obligations under any interest rate
protection agreements or foreign currency exchange agreements or commodity price protection` agreements, other obligations, and liabilities of
Borrower, and any present or future judgments against Borrower, future advances, loans or transactions that renew, extend, modify, refinance,
consolidate or substitute these debts, liabilities and obligations whether: voluntarily or involuntarily incurred; due or to become due by their
terms or acceleration; absolute or contingent; liquidated or unliquidated; determined or undetermined; direct or indirect; primary or secondary in
nature or arising from a guaranty or surety; secured or unsecured; joint or several or joint and several; evidenced by a negotiable or
non - negotiable instrument or writing; originated by Lender or another or others; barred or unenforceable against Borrower for any reason
whatsoever; for any transactions that may be voidable for any reason such as infancy, insanity, ultra vires or otherwise); and originated then
reduced or extinguished and then afterwards increased or reinstated.
If Lender presently holds one or more guaranties, or hereafter receives additional guaranties from Guarantor, Lender's rights under all guaranties
shall he cumulative. This Guaranty shall not (unless specifically provided below to the contrary) affect or invalidate any such other guaranties.
Guarantor's liability will be Guarantor's aggregate liability under the terms of this Guaranty and any such other unterminated guaranties.
CONTINUING GUARANTY. THIS IS A "CONTINUING GUARANTY" UNDER WHICH GUARANTOR AGREES TO GUARANTEE THE FULL AND
PUNCTUAL PAYMENT, PERFORMANCE AND SATISFACTION OF THE INDEBTEDNESS OF BORROWER TO LENDER, NOW EXISTING OR
HEREAFTER ARISING OR ACQUIRED, ON AN OPEN AND CONTINUING BASIS. ACCORDINGLY, ANY PAYMENTS MADE ON THE
INDEBTEDNESS WILL NOT DISCHARGE OR DIMINISH GUARANTOR'S OBLIGATIONS AND LIABILITY UNDER THIS GUARANTY FOR ANY
REMAINING AND SUCCEEDING INDEBTEDNESS EVEN WHEN ALL OR PART OF THE OUTSTANDING INDEBTEDNESS MAY BE A ZERO
BALANCE FROM TIME TO TIME.
DURATION OF GUARANTY. This Guaranty will take effect when received by Lender without the necessity of any acceptance by Lender, or any
notice to Guarantor or to Borrower, and will continue in full force until all the Indebtedness incurred or contracted before receipt by Lender of
any notice of revocation shall have been fully and finally paid and satisfied and all of Guarantor's other obligations under this Guaranty shall have
been performed in full. If Guarantor elects to revoke this Guaranty, Guarantor may only do so in writing, Guarantor's written notice of
revocation must be mailed to Lender, by certified mail, at Lender's address listed above or such other place as Lender may designate in writing.
Written revocation of this Guaranty will apply only to new Indebtedness created after actual receipt by Lender of Guarantor's written revocation.
For this purpose and without limitation, the term "new Indebtedness" does not include the Indebtedness which at the time of notice of
revocation is contingent, unliquidated, undetermined or not due and which later becomes absolute, liquidated, determined or due. For this
purpose and without limitation, "new Indebtedness" does not include all or part of the Indebtedness that is: incurred by Borrower prior to
revocation; incurred under a commitment that became binding before revocation; any renewals, extensions, substitutions, and modifications of
the Indebtedness. This Guaranty shall bind Guarantor's estate as to the Indebtedness created both before and after Guarantor's death or
incapacity, regardless of Lender's actual notice of Guarantor's death. Subject to the foregoing, Guarantor's executor or administrator or other
legal representative may terminate this Guaranty in the same manner in which Guarantor might have terminated it and with the same effect.
Release of any other guarantor or termination of any other guaranty of the Indebtedness shall not affect the liability of Guarantor under this
Guaranty, A revocation Lender receives from any one or more Guarantors shall not affect the liability of any remaining Guarantors under this
Guaranty. It is anticipated that fluctuations may occur in the aggregate amount of the Indebtedness covered by this Guaranty, and Guarantor
specifically acknowledges and agrees that reductions in the amount of the Indebtedness, even to zero dollars ($0.00), shall not constitute a
termination of this Guaranty. This Guaranty is binding upon Guarantor and Guarantor's heirs, successors and assigns so long as any of the
Indebtedness remains unpaid and even though the Indebtedness may from time to time be zero dollars ($0.00).
GUARANTOR'S AUTHORIZATION TO LENDER. Guarantor authorizes Lender, either before or after any revocation hereof, without notice or
demand and without lessening Guarantor's liability under this Guaranty, from time to time: (A) prior to revocation as set forth above, to make
one or more additional secured or unsecured loans to Borrower, to lease equipment or other goods to Borrower, or otherwise to extend
additional credit to Borrower; (B) to alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for payment
or other terms of the Indebtedness or any part of the Indebtedness, including increases and decreases of the rate of interest on the
Indebtedness; extensions may be repeated and may be for longer than the original loan term; (C) to take and hold security for the payment of
this Guaranty or the Indebtedness, and exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any such security, with
or without the substitution of new collateral; (D) to release, substitute, agree not to sue, or deal with any one or more of Borrower's sureties,
endorsers, or other guarantors on any terms or in any manner Lender may choose; (E) to determine how, when and what application of
payments and credits shall be made on the Indebtedness; (F) to apply such security and direct the order or manner of sale thereof, including
without limitation, any nonjudicial sale permitted by the terms of the controlling security agreement or deed of trust, as Lender in its discretion
may determine; (GI to sell, transfer, assign or grant participations in all or any part of the Indebtedness; and (H) to assign or transfer this
COMMERCIAL GUARANTY
Loan No: 53800678 (Continued) Page 2
Guaranty in whole or in part.
GUARANTOR'S REPRESENTATIONS AND WARRANTIES: Guarantor represents and warrants to Lender that (A) no representations or
agreements of any kind have been made to Guarantor which would limit or qualify in any way the terms of this Guaranty; (B) this Guaranty is
executed at Borrower's request and not at the request of Lender; IC) Guarantor has full power, right and authority to enter into this Guaranty;
(D) the provisions of this Guaranty do not conflict with or result in a default under any agreement or other instrument binding upon Guarantor
and do not result in a violation of any law, regulation, court decree or order applicable to Guarantor; (E) Guarantor has not and will not, without
the prior written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer, or otherwise dispose of all or substantially all of
Guarantor's assets, or any interest therein; (F) upon Lender's request, Guarantor will provide to Lender financial and credit information in form
acceptable to Lender, and all such financial information which currently has been, and all future financial information which will be provided to
Lender is and will be true and correct in all material respects and fairly present Guarantor's financial condition as of the dates the financial
information is provided; (G) no material adverse change has occurred in Guarantor's financial condition since the date of the most recent
financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (H)
no litigation, claim, investigation, administrative proceeding or similar action (including those for unpaid taxes) against Guarantor is pending or
threatened; 111 Lender has made no representation to Guarantor as to the creditworthiness of Borrower; and (J) Guarantor has established
adequate means of obtaining from Borrower on a continuing basis information regarding Borrower's financial condition. Guarantor agrees to
keep adequately informed from such means of any facts, events, or circumstances which might in any way affect Guarantor's risks under this
Guaranty, and Guarantor further agrees that Lender shall have no obligation to disclose to Guarantor any information or documents acquired by
Lender in the course of its relationship with Borrower.
GUARANTOR'S FINANCIAL STATEMENTS. Guarantor agrees to furnish Lender with the following:
Annual Statements. As soon as available, but in no event later than one - hundred- twenty (120) days after the end of each fiscal year,
Guarantor's balance sheet and income statement for the year ended, prepared by Guarantor in form satisfactory to Lender.
Tax Returns. As soon as available, but in no event later than thirty (30) days after the applicable filing date for the tax reporting period
ended, Federal and other governmental tax returns, prepared by a tax professional satisfactory to Lender.
All financial reports required to be provided under this Guaranty shall be prepared in accordance with GAAP, applied on a consistent basis, and
certified by Guarantor as being true and correct.
GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor waives any right to require Lender (A) to continue lending
money or to extend other credit to Borrower; (B) to make any presentment, protest, demand, or notice of any kind, including notice of any
nonpayment of the Indebtedness or of any nonpayment related to any collateral, or notice of any action or nonaction on the part of Borrower,
Lender, any surety, endorser, or other guarantor in connection with the Indebtedness or in connection with the creation of new or additional
loans or obligations; (C) to resort for payment or to proceed directly or at once against any person, including Borrower or any other guarantor;
(D) to proceed directly against or exhaust any collateral held by Lender from Borrower, any other guarantor, or any other person; (E) to give
notice of the terms, time, and place of any public or private sale of personal property security held by Lender from Borrower or to comply with
any other applicable provisions of the Uniform Commercial Code; (F) to pursue any other remedy within Lender's power; or (G) to commit any
act or omission of any kind, or at any time, with respect to any matter whatsoever.
Guarantor also waives any and all rights or defenses based on suretyship or impairment of collateral including, but not limited to, any rights or
defenses arising by reason of (A) any "one action" or "anti- deficiency" law or any other law which may prevent Lender from bringing any
action, including a claim for deficiency, against Guarantor, before or after Lender's commencement or completion of any foreclosure action,
either judicially or by exercise of a power of sale; (B) any election of remedies by Lender which destroys or otherwise adversely affects
Guarantor's subrogation rights or Guarantor's rights to proceed against Borrower for reimbursement, including without limitation, any loss of
rights Guarantor may suffer by reason of any law limiting, qualifying, or discharging the Indebtedness; (C) any disability or other defense of
Borrower, of any other guarantor, or of any other person, or by reason of the cessation of Borrower's liability from any cause whatsoever, other
than payment in full in legal tender, of the Indebtedness; (D) any right to claim discharge of the Indebtedness on the basis of unjustified
impairment of any collateral for the Indebtedness; (E) any statute of limitations, if at any time any action or suit brought by Lender against
Guarantor is commenced, there is outstanding Indebtedness which is not barred by any applicable statute of limitations; or (F) any defenses
given to guarantors at law or in equity other than actual payment and performance of the Indebtedness. If payment is made by Borrower,
whether voluntarily or otherwise, or by any third party, on the Indebtedness and thereafter Lender is forced to remit the amount of that payment
to Borrower's trustee in bankruptcy or to any similar person under any federal or state bankruptcy law or law for the relief of debtors, the
Indebtedness shall be considered unpaid for the purpose of the enforcement of this Guaranty.
Guarantor further waives and agrees not to assert or claim at any time any deductions to the amount guaranteed under this Guaranty for any
claim of setoff, counterclaim, counter demand, recoupment or similar right, whether such claim, demand or right may be asserted by the
Borrower, the Guarantor, or both.
GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and agrees that each of the waivers set forth above is
made with Guarantor's full knowledge of its significance and consequences and that, under the circumstances, the waivers are reasonable and
not contrary to public policy or law. If any such waiver is determined to be contrary to any applicable law or public policy, such waiver shall be
effective only to the extent permitted by law or public policy.
RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Guarantor's accounts with Lender
(whether checking, savings, or some other account). This includes all accounts Guarantor holds jointly with someone else and all accounts
Guarantor may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be
prohibited by law. Guarantor authorizes Lender, to the extent permitted by applicable law, to hold these funds if there is a default, and Lender
may apply the funds in these accounts to pay what Guarantor owes under the terms of this Guaranty.
SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the indebtedness, whether now existing or hereafter
created, shall be superior to any claim that Guarantor may now have or hereafter acquire against Borrower, whether or not Borrower becomes
insolvent. Guarantor hereby expressly subordinates any claim Guarantor may have against Borrower, upon any account whatsoever, to any
claim that Lender may now or hereafter have against Borrower. In the event of insolvency and consequent liquidation of the assets of Borrower,
through bankruptcy, by an assignment for the benefit of creditors, by voluntary liquidation, or otherwise, the assets of Borrower applicable to
the payment of the claims of both Lender and Guarantor shall be paid to Lender and shall be first applied by Lender to the Indebtedness.
Guarantor does hereby assign to Lender all claims which it may have or acquire against Borrower or against any assignee or trustee in
bankruptcy of Borrower; provided however, that such assignment shall be effective only for the purpose of assuring to Lender full payment in
legal tender of the Indebtedness. If Lender so requests, any notes or credit agreements now or hereafter evidencing any debts or obligations of
Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and shall be delivered to Lender. Guarantor
agrees, and Lender is hereby authorized, in the name of Guarantor, from time to time to file financing statements and continuation statements
and to execute documents and to take such other actions as Lender deems necessary or appropriate to perfect, preserve and enforce its rights
under this Guaranty.
COMMERCIAL GUARANTY
Loan No: 53800678 (Continued)
Page 3
MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty:
Amendments. This Guaranty, together with any Related Documents, constitutes the entire understanding and agreement of the parties as
to the matters set forth in this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing and
signed by the party or parties sought to be charged or bound by the alteration or amendment.
Attorneys' Fees: Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, including Lender's reasonable
attorneys' fees and Lender's legal expenses, incurred in connection with the enforcement of this Guaranty. Lender may hire or pay
someone else to help enforce this Guaranty, and Guarantor shall pay the costs and expenses of such enforcement. Costs and expenses
include Lender's reasonable attorneys' fees and legal expenses whether or not there is a lawsuit, including reasonable attorneys' fees and
Legal expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any
anticipated post - judgment collection services. Guarantor also shall pay all court costs and such additional fees as may be directed by the
court.
Caption Headings, Caption headings in this Guaranty are for convenience purposes only and are not to be used to interpret or define the
provisions of this Guaranty.
Governing Law. This Guaranty will be governed by federal law applicable to Lender and, to the extent not preempted by federal taw, the
laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions.
Choice of Venue, If there is a lawsuit, Guarantor agrees upon Lender's request to submit to the jurisdiction of the courts of Chester
County, Commonwealth of Pennsylvania.
Integration. Guarantor further agrees that Guarantor has read and fully understands the terms of this Guaranty; Guarantor has had the
opportunity to be advised by Guarantor's attorney with respect to this Guaranty; the Guaranty fully reflects Guarantor's intentions and parol
evidence is not required to interpret the terms of this Guaranty. Guarantor hereby indemnifies and holds Lender harmless from all losses,
claims, damages, and costs (including Lender's attorneys' fees) suffered or incurred by Lender as a result of any breach by Guarantor of the
warranties, representations and agreements of this paragraph.
Interpretation. In all cases where there is more than one Borrower or Guarantor, then all words used in this Guaranty in the singular shall
be deemed to have been used in the plural where the context and construction so require; and where there is more than one Borrower
named in this Guaranty or when this Guaranty is executed by more than one Guarantor, the words "Borrower" and 'Guarantor"
respectively shall mean all and any one or more of them. The words "Guarantor," "Borrower," and "Lender" include the heirs, successors,
assigns, and transferees of each of them, if a court finds that any provision of this Guaranty is not valid or should not be enforced, that
fact by itself will not mean that the rest of this Guaranty will not be valid or enforced. Therefore, a court will enforce the rest of the
provisions of this Guaranty even if a provision of this Guaranty may be found to be invalid or unenforceable. If any one or more of
Borrower or Guarantor are corporations, partnerships, limited liability companies, or similar entities, it is not necessary for Lender to inquire
into the powers of Borrower or Guarantor or of the officers, directors, partners, managers, or other agents acting or purporting to act on
their behalf, and any indebtedness made or created in reliance upon the professed exercise of such powers shall be guaranteed under this
Guaranty.
Notices. Unless otherwise provided by applicable law, any notice required to be given under this Guaranty shall be given in writing, and,
except for revocation notices by Guarantor, shall be effective when actually delivered, when actually received by telefacsimile (unless
otherwise required by taw), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United
States mail, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Guaranty.
All revocation notices by Guarantor shall be in writing and shall be effective upon delivery to Lender as provided in the section of this
Guaranty entitled "DURATION OF GUARANTY." Any party may change its address for notices under this Guaranty by giving formal written
notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Guarantor
agrees to keep Lender informed at all times of Guarantor's current address. Unless otherwise provided by applicable law, if there is more
than one Guarantor, any notice given by Lender to any Guarantor is deemed to be notice given to all Guarantors.
No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Guaranty unless such waiver is given in writing and
signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other
right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lender's right otherwise to demand
strict compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender, nor any course of dealing between
Lender and Guarantor, shall constitute a waiver of any of Lender's rights or of any of Guarantor's obligations as to any future transactions.
Whenever the consent of Lender is required under this Guaranty, the granting of such consent by Lender in any instance shall not constitute
continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in
the sole discretion of Lender.
Successors and Assigns. The terms of this Guaranty shall be binding upon Guarantor, and upon Guarantor's heirs, personal
representatives, successors, and assigns, and shall be enforceable by Lender and its successors and assigns.
Waive Jury. Lender and Guarantor hereby waive the right to any jury trial in any action, proceeding, or counterclaim brought by either
Lender or Guarantor against the other.
DEPOSIT ACCOUNT. Borrower and /or Guarantor agrees to maintain a deposit account with Lender at all times during the term of the loan.
DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Guaranty. Unless specifically
stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words and terms
used in the singular shall include the plural, and the plural shall include the singular, as the context may require. Words and terms not otherwise
defined in this Guaranty shall have the meanings attributed to such terms in the Uniform Commercial Code:
Borrower. The word "Borrower" means C.G. DEVELOPMENT ENTERPRISES, LLC afk /a CG DEVELOPMENT ENTERPRISES LLC and includes
all co- signers and co- makers signing the Note and all their successors and assigns,
GAAP. The word "GAAP" means generally accepted accounting principles.
Guarantor. The word "Guarantor" means everyone signing this Guaranty, including without limitation GREGORY S. KUHN, and in each
case, any signer's successors and assigns.
Guaranty. The word "Guaranty" means this guaranty from Guarantor to Lender.
Indebtedness. The word "Indebtedness" means Borrower's indebtedness to Lender as more particularly described in this Guaranty.
Lender. The word "Lender" means NOVA Savings Bank, its successors and assigns,
Note. The word "Note" means and includes without limitation all of Borrower's promissory notes and /or credit agreements evidencing
COMMERCIAL GUARANTY
Loan No: 53800678 (Continued) Page 4
Borrower's loan obligations in favor of Lender, together with all renewals of, extensions of, modifications of, refinancings of, consolidations
of and substitutions for promissory notes or credit agreements.
Related Documents. The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental
agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments,
agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness.
CONFESSION OF JUDGMENT. GUARANTOR HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE
PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME
FOR GUARANTOR AFTER THE AMOUNTS HEREUNDER BECOME DUE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER
JUDGMENT AGAINST GUARANTOR FOR THE ENTIRE PRINCIPAL BALANCE OF THIS GUARANTY AND ALL ACCRUED INTEREST, LATE
CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE
INDEBTEDNESS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID
PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500)
ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS GUARANTY OR
A COPY OF THIS GUARANTY VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS GUARANTY
TO CONFESS JUDGMENT AGAINST GUARANTOR SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL
CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS GUARANTY,
GUARANTOR HEREBY WAIVES ANY RIGHT GUARANTOR MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH
CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF
JUDGMENT PROVISION TO GUARANTOR'S ATTENTION OR GUARANTOR HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL,
EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS GUARANTY AND AGREES TO ITS
TERMS. IN ADDITION, EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AND
DELIVERY OF THIS GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE MANNER SET FORTH
IN THE SECTION TITLED "DURATION OF GUARANTY ". NO FORMAL ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY
EFFECTIVE. THIS GUARANTY IS DATED APRIL 11, 2008.
THIS GUARANTY IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS GUARANTY IS AND SHALL CONSTITUTE AND HAVE THE EFFECT
OF A,SEALED INSTRUMENT ACCORDING TO LAW.
ARANTOR;
(Seal)
COMMONWEALTH OF PENNSYLVANIA
COUNTY OF
On this, the �l
INDIVIDUAL ACKNOWLEDGMENT
1 SS
day of fjTr„ ' , 20 before me
, the undersigned Notary Public, personally apprrarrd- GORY S. KUHN. known to me for satisfactorily
proven) to be the person whose name is subscribed to the within instrument, and acknowledge ftfa t lz or she executed the same for the
purposes therein contained.`
In witness whereof, 1 hereunto set my hand and official SP 1.
NOTARIAL SEAL
Notary PubtiC Notary ublic in and for the State of — :•,,.. -...:- �~•
DARREN L MILLER
MANCHESTER 1WP, YORK COUNTY
My Commission Expires Sep 11, 2008
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References in the boxes above are or Lender's use only and do not limit the applicability of this document to any particular loan o item,
Any item above containing *..'" has been omitted due to text length limitations.
Borrower: C.G. DEVELOPMENT ENTERPRISES, LLC ark /a CG
DEVELOPMENT ENTERPRISES LLC
850 WALNUT BOTTOM RD, SUITE 15 -236
CARLISLE, PA 17015
Declarant: GREGORY S. KUHN
198 S MIDDLESEX RD
CARLISLE, PA 17015
Lender:
NOVA Savings Bank
Westlakes Business Center
1235 Westlakes Drive, Suite 420
Berwyn, PA 19312
(610) 993 4160
DISCLOSURE FOR CONFESSION OF JUDGMENT
I AM EXECUTING, THIS f DAY OF , A GUARANTY FOR AN UNLIMITED AMOUNT.
pp,{
dW
A. I UNDERSTAND THAT THE GUARANTY CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER
JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE GUARANTY, WITHOUT ADVANCE NOTICE TO ME AND WITHOUT
OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE
OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY JUDGMENT OR OTHER CLAIMS THAT
LENDER MAY ASSERT AGAINST ME UNDER THE GUARANTY, I AM KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE
RIGHTS, INC-Lb-DING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND l EXPRESSLY AGREE AND CONSENT TO
LENDER'SATEFiIN JUDGMENT AGAINST ME BY CONFESSION AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION.
INITIALS/ i% 'C r
B. I FURTiiER UNDERSTAND THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST ME WITHOUT ADVANCE
NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY ALSO CONTAINS LANGUAGE THAT WOULD
PERMIT LENDER, AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE
JUDGMENT BY FORECLOSING UPON, ATTACHING, LEVYING ON, TAKING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY, IN FULL
OR PARTIAL PAYMENT OF THE JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE
AND A HEARING AFTER JUDGMENT IS ENTERED AND BEFORE EXECUTION ON THE JUDGMENT, I AM KNOWINGLY, INTELLIGENTLY AND
VOLUNTA IL1' WAIVING THESE RIGHTS, AND I EXPRESSLY AGREE AND CONSENT TO LENDER'S IMMEDIATELY EXECUTING ON THE
JUDGM T I NY MANNER PERMITTED BY APPLICABLE STATE AND FEDERAL LAW, WITHOUT GIVING ME ANY ADVANCE NOTICE.
INITIAIfi:
C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH
STATEMENT THAT APPLIES, I REPRESENT THAT:
INITIALS
1. I WAS REPRESENTED BY MY OWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE GUARANTY.
2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY
TO MY ATTENTION.
D. I CERTIFY THAT MY ANNUAL INCOME EXCEEDS 810,000; THAT THE BLANKS IN THIS DISCLOSURE WERE FILLED IN WHEN 1 INITIALED
AND SIGNED IT; AND THAT I RECEIVED A COPY AT THE TIME OF SIGNING.
THIS DISCLOSURE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND HAVE THE
EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW.
DECLARANT:)
/ / /
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GREGORY S. KU
(Seal)
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Exhibit "G"
PROMISSORY NOTE
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References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan o item.
Any item above containing " • • '''" has been omitted due to text length limitations.
Borrower: C.G. DEVELOPMENT ENTERPRISES, LLC a /k /a CG
DEVELOPMENT ENTERPRISES, LLC
850 WALNUT BOTTOM RD. SUITE 15 -235
CARLISLE, PA 17015
Lender: NOVA Savings Bank
Westlakes Business Center
1235 Westlakes Drive, Suite 420
Berwyn, PA 19312
(610) 993 -4160
Principal Amount: $61,875.00 Interest Rate: 7.000% Date of Note: April 11, 2008
PROMISE TO PAY. C.G. DEVELOPMENT ENTERPRISES, LLC a /k /a CG DEVELOPMENT ENTERPRISES, LLC ("Borrower") promises to pay to
NOVA Savings Bank ( "Lender "), or order, in lawful money of the United States of America, the principal amount of Sixty -one Thousand Eight
Hundred Seventy-five & 00/100 Dollars ($61,875.00) or so much as may be outstanding, together with interest at the rate of 7.000% per
annum on the unpaid outstanding principal balance of each advance. Interest shall be calculated from the date of each advance until repayment
of each advance. The interest rate may change under the terms and conditions of the "INTEREST AFTER DEFAULT" section.
PAYMENT. Borrower will pay this loan in accordance with the following payment schedule:
Borrower will pay this loan in 59 regular payments of $440.50 each and one irregular last payment estimated at $56,809.33. Borrower's
first payment is due May T, 2008, and all subsequent payments are due on the same day of each month after that. Borrower's final
payment will be due on April 1, 2013, and will be for all principal and all accrued interest not yet paid. Payments include principal and
interest.
Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid interest; then to principal; then to
any late charges; and then to any unpaid collection costs. The annual interest rate for this Note is computed on a 365/360 basis; that is, by
applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual
number of days the principal balance is outstanding. Borrower will pay Lender at Lender's address shown above or at such other place as
Lender may designate in writing.
PREPAYMENT PENALTY. Upon prepayment of this Note, Lender is entitled to the following prepayment penalty: Borrower shall pay to Lender a
prepayment penalty equal to three percent (3 %) of the outstanding principal balance if said principal balance is reduced in excess of twenty
percent (20 %) during months one (1) through twelve (12); a prepayment penalty equal to two percent 12 %) of the outstanding principal balance
if said principal balance is reduced in excess of twenty percent 120 %) during months thirteen (13) through twenty -four (24); and a prepayment
penalty equal to one percent 11 %) of the outstanding principal balance if said principal balance is reduced in excess of twenty percent 120 %)
during months twenty -five (25) through thirty-six (36). Prepayments made from the sale of the property or from earnings will not be subject to
a prepayment penalty. Except for the foregoing, Borrower may pay all or a portion of the amount owed earlier than it is due. Early payments
will not, unless agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments of accrued unpaid
interest, Rather, early payments will reduce the principal balance due. Borrower agrees not to send Lender payments marked "paid in full ",
"without recourse ", or similar language, If Borrower sends such a payment, Lender may accept it without losing any of Lender's rights under
this Note, and Borrower will remain obligated to pay any further amount owed to Lender, All written communications concerning disputed
amounts, including any check or other payment instrument that indicates that the payment constitutes "payment in full" of the amount owed or
that is tendered with other conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: NOVA Savings
Bank, Loan Operations, 18 East Wynnewood Road Wynnewood, PA 19096.
LATE CHARGE. If a payment is 11 days or more late, Borrower will be charged 5.000% of the unpaid portion of the regularly scheduled
payment or $25.00, whichever is greater.
INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the interest rate on this Note shall be increased by 5.000
percentage points. If judgment is entered in connection with this Note, interest will continue to accrue after the date of judgment at the rate in
effect at the time judgment is entered. However, in no event will the interest rate exceed the maximum interest rate limitations under applicable
law.
DEFAULT. Each of the following shall constitute an event of default ( "Event of Default ") under this Note:
Payment Default. Borrower fails to make any payment when due under this Note.
Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Note or in
any of the related documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement
between Lender and Borrower.
Default in Favor of Third Parties. Borrower or any Grantor defaults under any loan, extension of credit, security agreement, purchase or
sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Borrower's property or
Borrower's ability to repay this Note or perform Borrower's obligations under this Note or any of the related documents.
False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this
Note or the related documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false
or misleading at any time thereafter.
Death or Insolvency. The dissolution of Borrower (regardless of whether election to continue is made), any member withdraws from
Borrower, or any other termination of Borrower's existence as a going business or the death of any member, the insolvency of Borrower,
the appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type of creditor workout,
or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower.
Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help,
repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the loan.
This includes a garnishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default shall
not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or
forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or
a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate
reserve or bond for the dispute.
Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the indebtedness or any
Loan No: 53800676
PROMISSORY NOTE
(Continued)
Page 2
Guarantor dies or becomes incompetent, or revokes or disputes the validity af, or liability under, any guaranty of the indebtedness
evidenced by this Note. In the event of a death, Lender, at its option, may, but shall not be required to, permit the Guarantor's estate to
assume unconditionally the obligations arising under the guaranty in a manner satisfactory to Lender, and, in doing so, cure any Event of
Default.
Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or
performance of this Note is impaired.
Insecurity. Lender in good faith believes itself insecure.
Cure Provisions. If any default, other than a default in payment is curable and if Borrower has not been given a notice of a breach of the
same provision of this Note within the preceding twelve (12) months, it may be cured if Borrower, after receiving written notice from
Lender demanding cure of such default: (1) cures the default within ten (10) days; or (2) if the cure requires more than ten (10) days,
immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter continues and
completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical.
LENDER'S RIGHTS. Upon default, Lender may after giving such notices as required by applicable law, declare the entire unpaid principal
balance under this Note and all accrued unpaid interest immediately due, and then Borrower will pay that amount.
ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower will pay
Lender that amount. This includes, subject to any limits under applicable law, Lender's reasonable attorneys' fees and Lender's legal expenses,
whether or not there is a lawsuit, including reasonable attorneys' fees, expenses for bankruptcy proceedings (including efforts to modify or
vacate any automatic stay or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to
all other sums provided by law.
JURY WAIVER. Lender and Borrower hereby waive the right to any jury trial in any action, proceeding, or counterclaim brought by either Lender
or Borrower against the other,
GOVERNING LAW. This Note will be governed by federal law applicable to Lender and to the extent not preempted by federal law, the laws of
the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. This Note has been accepted by Lender in the
Commonwealth of Pennsylvania.
CHOICE OF VENUE. If there is a lawsuit, Borrower agrees upon Lender's request to submit to the jurisdiction of the courts of Chester County,
Commonwealth of Pennsylvania.
DISHONORED ITEM FEE. Borrower will pay a fee to lender of $30.00 if Borrower makes a payment on Borrower's loan and the check or
preauthorized charge with which Borrower pays is later dishonored.
RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether
checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may
open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by
law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any
and all such accounts, and at Lender's option, to administratively freeze all such accounts to allow Lender to protect Lender's charge and setoff
rights provided in this paragraph.
COLLATERAL. Borrower acknowledges this Note is secured by the following collateral described in the security instruments listed herein:
(A) an Open-End Mortgage dated April 11, 2008, to Lender on real property located in York County, Commonwealth of Pennsylvania.
(B) an Assignment of All Rents to Lender on real property located in York County, Commonwealth of Pennsylvania.
LINE OF CREDIT. This Note evidences a straight line of credit. Once the total amount of principal has been advanced, Borrower is not entitled
to further loan advances. Advances under this Note may be requested orally by Borrower or as provided in this paragraph. All oral requests
shall be confirmed in writing on the day of the request. All communications, instructions, or directions by telephone or otherwise to Lender am
to be directed to Lender's office shown above. The following person or persons are authorized, except as provided in this paragraph, to request
advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender's address shown above, written notice
of revocation of such authority: CYRIL R. CASSNER, Member of C.G. DEVELOPMENT ENTERPRISES, LLC a /k /a CG DEVELOPMENT
ENTERPRISES, LLC: and GREGORY S. KUHN, Member of C.G. DEVELOPMENT ENTERPRISES, LLC a /k /a CG DEVELOPMENT ENTERPRISES,
LLC. Advances shall be made at Lender's sole discretion upon inspection of improvements by Lender's inspector. The final draw and working
capital proceeds will not be releases until a "Use and Occupancy Certificate " is received by the Lender. Borrower agrees to be liable for all
sums either: IA) advanced in accordance with the instructions of an authorized person or (B) credited to any of Borrower's accounts with
Lender. The unpaid principal balance owing on this Note at any time may he evidenced by endorsements on this Note or by Lender's internal
records, including daily computer print-outs.
SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and upon Borrower's heirs, personal representatives,
successors and assigns, and shall inure to the benefit of Lender and its successors and assigns.
NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. Please notify us if we report any inaccurate
information about your account(s) to a consumer reporting agency. Your written notice describing the specific inaccuracy(ies) should be sent to
us at the following address: NOVA Savings Bank Loan Operations 18 East Wynnewood Road Wynnewood, PA 19096.
GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo
enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses
this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this
Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or
endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this
loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the collateral; and take
any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Lender may modify
this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note
are joint and several. If any portion of this Note is for any reason determined to be unenforceable, it will not affect the enforceability of any
other provisions of this Note.
CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE
PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME
FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT
AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND
ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHER WITH COSTS
PROMISSORY NOTE
Loan No: 53800676 (Continued)
Page 3
OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR
COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR
MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL.
BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE
EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN
FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A
HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER
SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN
REPRESENTED BY INDEPENDENT LEGAL COUNSEL.
PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE. BORROWER AGREES TO THE
TERMS OF THE NOTE.
BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE.
THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A
SEALED INSTRUMENT ACCORDING TO LAW.
BORROWER:
.//- ,, t
C.G. VELOPMENT ENTERPRISES, LLC A /K /A CG DEVELOPMENT ENTERPRISES, LLC
4 G
By: L 4,4j. L- �1 c" 1 -44..- (Seal)
R. CASSNER, Member of C.G. GRE +RY ' U N, Member of C.G.
DE OPMENT ENTERPRISES, LLC a /kla CG DEVELOPi)+IEN ) E TERPRISES, LLC a /k /a CG
DEVELOPMENT ENTERPRISES, LLC - `6- EVELOPUIENT,/ ENTERPRISES, LLC
\ A/
LENDER:
NOVA SAVINGS BANK
X
Joseph M. Zubia, Commercial tender
(Seal)
LASER PRO i. d.,o. Vo. 4 3, 10.C41 In,.
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Mange to Promissory Note
Pay to the order of Gulf Coast Bank & Trust Co.
Without Recourse
FEDERAL DEPOSIT INSURANCE CORPORATION
As Receiver for Nov nk successor of NOVA Savings Bank.
By:
/ Joel Daste
itle: Attorney-in-Fact
Exhibit "H"
COMMERCIAL, GUARANT'
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References in the boxes above are or Lender's use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing "* * *" has been omitted due to text length limitations,
Borrower:
C.G. DEVELOPMENT ENTERPRISES, LLC a /k /a CG
DEVELOPMENT ENTERPRISES, LLC
850 WALNUT BOTTOM RD, SUITE 15 -235
CARLISLE, PA 17015
Guarantor: GREGORY S. KUHN
198 S MIDDLESEX RD
CARLISLE, PA 17015
Lender:
NOVA Savings Bank
Westlakes Business Center
1235 Westlakes Drive, Suite 420
Berwyn, PA 19312
(610) 993 -4160
CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration, Guarantor absolutely and unconditionally
guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all
Borrower's obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection, so
Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender's remedies against anyone else obligated to
pay the Indebtedness or against any collateral securing the indebtedness, this Guaranty or any other guaranty of the Indebtedness. Guarantor
will make any payments to Lender or its order, on demand, in legal tender of the United States of America, in same -day funds, without set -off or
deduction or counterclaim, and will otherwise perform Borrower's obligations under the Note and Related Documents. Under this Guaranty,
Guarantor's liability is unlimited and Guarantor's obligations are continuing.
INDEBTEDNESS. The word "Indebtedness" as used in this Guaranty means all of the principal amount outstanding from time to time and at any
one or more times, accrued unpaid interest thereon and all collection costs and legal expenses related thereto permitted by law, reasonable
attorneys' fees, arising from any and all debts, liabilities and obligations of every nature or form, now existing or hereafter arising or acquired,
that Borrower individually or collectively or interchangeably with others, owes or will owe Lender, "Indebtedness" includes, without limitation,
loans, advances, debts, overdraft indebtedness, credit card indebtedness, lease obligations, liabilities and obligations under any interest rate
protection agreements or foreign currency exchange agreements or commodity price protection agreements, other obligations, and liabilities of
Borrower, and any present or future judgments against Borrower, future advances, loans or transactions that renew, extend, modify, refinance,
consolidate or substitute these debts, liabilities and obligations whether: voluntarily or involuntarily incurred; due or to become due by their
terms or acceleration; absolute or contingent; liquidated or unliquidated; determined or undetermined; direct or indirect; primary or secondary in
nature or arising from a guaranty or surety; secured or unsecured; joint or several or joint and several; evidenced by a negotiable or
non - negotiable instrument or writing; originated by Lender or another or others; barred or unenforceable against Borrower for any reason
whatsoever; for any transactions that may be voidable for any reason (such as infancy, insanity, ultra vires or otherwise); and originated then
reduced or extinguished and then afterwards increased or reinstated.
If Lender presently holds one or more guaranties, or hereafter receives additional guaranties from Guarantor, Lender's rights under all guaranties
shall be cumulative. This Guaranty shall not (unless specifically provided below to the contrary) affect or invalidate any such other guaranties.
Guarantor's liability will be Guarantor's aggregate liability under the terms of this Guaranty and any such other unterminated guaranties.
CONTINUING GUARANTY. THIS IS A "CONTINUING GUARANTY" UNDER WHICH GUARANTOR AGREES TO GUARANTEE THE FULL AND
PUNCTUAL PAYMENT, PERFORMANCE AND SATISFACTION OF THE INDEBTEDNESS OF BORROWER TO LENDER, NOW EXISTING OR
HEREAFTER ARISING OR ACQUIRED, ON AN OPEN AND CONTINUING BASIS. ACCORDINGLY, ANY PAYMENTS MADE ON THE
INDEBTEDNESS WILL NOT DISCHARGE OR DIMINISH GUARANTOR'S OBLIGATIONS AND LIABILITY UNDER THIS GUARANTY FOR ANY
REMAINING AND SUCCEEDING INDEBTEDNESS EVEN WHEN ALL OR PART OF THE OUTSTANDING INDEBTEDNESS MAY BE A ZERO
BALANCE FROM TIME TO TIME.
DURATION OF GUARANTY. This Guaranty will take effect when received by Lender without the necessity of any acceptance by Lender, or any
notice to Guarantor or to Borrower, and will continue in full force until all the Indebtedness incurred or contracted before receipt by Lender of
any notice of revocation shall have been fully and finally paid and satisfied and all of Guarantor's other obligations under this Guaranty shall have
been performed in full. If Guarantor elects to revoke this Guaranty, Guarantor may only do so in writing. Guarantor's written notice of
revocation must be mailed to Lender, by certified mail, at Lender's address listed above or such other place as Lender may designate in writing.
Written revocation of this Guaranty will apply only to new Indebtedness created after actual receipt by Lender of Guarantor's written revocation.
For this purpose and without limitation, the term "new Indebtedness" does not include the Indebtedness which at the time of notice of
revocation is contingent, unliquidated, undetermined or not due and which later becomes absolute, liquidated, determined or due. For this
purpose and without limitation, "new Indebtedness" does not include all or part of the Indebtedness that is; incurred by Borrower prior to
revocation; incurred under a commitment that became binding before revocation; any renewals, extensions, substitutions, and modifications of
the Indebtedness. This Guaranty shall bind Guarantor's estate as to the Indebtedness created both before and after Guarantor's death or
incapacity, regardless of Lender's actual notice of Guarantor's death. Subject to the foregoing, Guarantor's executor or administrator or other
legal representative may terminate this Guaranty in the same manner in which Guarantor might have terminated it and with the same effect.
Release of any other guarantor or termination of any other guaranty of the Indebtedness shall not affect the liability of Guarantor under this
Guaranty. A revocation Lender receives from any one or more Guarantors shall not affect the liability of any remaining Guarantors under this
Guaranty. It is anticipated that fluctuations may occur in the aggregate amount of the Indebtedness covered by this Guaranty, and Guarantor
specifically acknowledges and agrees that reductions in the amount of the Indebtedness, even to zero dollars ($0.001, shall not constitute a
termination of this Guaranty. This Guaranty is binding upon Guarantor and Guarantor's heirs, successors and assigns so long as any of the
Indebtedness remains unpaid and even though the Indebtedness may from time to time be zero dollars (S0.00).
GUARANTOR'S AUTHORIZATION TO LENDER. Guarantor authorizes Lender, either before or after any revocation hereof, without notice or
demand and without lessening Guarantor's liability under this Guaranty, from time to time: (Al prior to revocation as set forth above, to make
one or more additional secured or unsecured loans to Borrower, to lease equipment or other goods to Borrower, or otherwise to extend
additional credit to Borrower; (B) to alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for payment
or other terms of the Indebtedness or any part of the Indebtedness, including increases and decreases of the rate of interest on the
Indebtedness; extensions may be repeated and may be for longer than the original loan term; (C) to take and hold security for the payment of
this Guaranty or the Indebtedness, and exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any such security, with
or without the substitution of new collateral; (D) to release, substitute, agree not to sue, or deal with any one or more of Borrower's sureties,
endorsers, or other guarantors no any terms or in any manner Lender may choose; (E) to determine how, when and what application of
payments and credits shall be made nn the Indebtedness; (F) to apply such security and direct the order or manner of sale thereof, including
without limitation, any nonjudicial sale permitted by the terms of the controlling security agreement or deed of trust, as Lender in its discretion
may determine; (G) to sell, transfer; assign or grant participations in all or any part of the Indebtedness; and )H) to assign or transfer this
Loan No: 53800676
COMMERCIAL GUARANTY
(Continued)
Page 2
Guaranty in whole or in part
GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants to Lender that (A) no representations or
agreements of any kind have been made to Guarantor which would limit or qualify in any way the terms of this Guaranty; (B) this Guaranty is
executed at Borrower's request and not at the request of Lender; (C) Guarantor has full power, right and authority to enter into this Guaranty;
(D) the provisions of this Guaranty do not conflict with or result in a default under any agreement or other instrument binding upon Guarantor
and do not result in a violation of any law, regulation, court decree or order applicable to Guarantor; (E) Guarantor has not and will not, without
the prior written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer, or otherwise dispose of all or substantially all of
Guarantor's assets, or any interest therein; (FI upon Lender's request, Guarantor will provide to Lender financial and credit information in form
acceptable to Lender, and all such financial information which currently has been, and all future financial information which will be provided to
Lender is and will be true and correct in all material respects and fairly present Guarantor's financial condition as of the dates the financial
information is provided; (G) no material adverse change has occurred in Guarantor's financial condition since the date of the most recent
financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (H)
no litigation, claim, investigation, administrative proceeding or similar action (including those for unpaid taxes) against Guarantor is pending or
threatened; (e Lender has made no representation to Guarantor as to the creditworthiness of Borrower; and (J) Guarantor has established
adequate means of obtaining from Borrower on a continuing basis information regarding Borrovver's financial condition. Guarantor agrees to
keep adequately informed from such means of any facts, events, or circumstances which might in any way affect Guarantor's risks under this
Guaranty, and Guarantor further agrees that Lender shall have no obligation to disclose to Guarantor any information or documents acquired by
Lender in the course of its relationship with Borrower.
GUARANTOR'S FINANCIAL STATEMENTS. Guarantor agrees to furnish Lender with the following)
Annual Statements. As soon as available, but in no event later than one-hundred-twenty (120) days after the end of each fiscal year,
Guarantor's balance sheet and income statement for the year ended, prepared by Guarantor in form satisfactory to Lender.
Tax Returns. As soon as available, but in no event later than thirty (30) days after the applicable filing date for the tax reporting period
ended, Federal and other governmental tax returns, prepared by a tax professional satisfactory to Lender.
All financial reports required to be provided under this Guaranty shall be prepared in accordance with GAAP, applied on a consistent basis, and
certified by Guarantor as being true and correct.
GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor waives any right to require Lender (A) to continue lending
money or to extend other credit to Borrower; (B) to make any presentment, protest, demand, or notice of any kind, including notice of any
nonpayment of the Indebtedness or of any nonpayment related to any collateral, or notice of any action or nonaction on the part of Borrower,
Lender, any surety, endorser, or other guarantor in connection with the Indebtedness or in connection with the creation of new or additional
loans or obligations; (C) to resort for payment or to proceed directly or at once against any person, including Borrower or any other guarantor;
(D) to proceed directly against or exhaust any collateral held by Lender from Borrower, any other guarantor, or any other person; (El to give
notice of the terms, time, and place of any public or private sale of personal property security held by Lender from Borrower or to comply with
any other applicable provisions of the Uniform Commercial Code; (F) to pursue any other remedy within Lender's power; or (G) to commit any
act or omission of any kind, or at any time, with respect to any matter whatsoever,
Guarantor also waives any and all rights or defenses based on suretyship or impairment of collateral including, but not limited to, any rights or
defenses arising by reason of (A) any "one action" or "anti-deficiency" law or any other law which may prevent Lender from bringing any
action, including a claim for deficiency, against Guarantor, before or after. Lender's commencement or completion of any foreclosure action,
either judicially or by exercise of a power of sale; (8) any election of remedies by Lender which destroys or otherwise adversely affects
Guarantor's subrogation rights or Guarantor's rights to proceed against Borrower for reimbursement, including without limitation, any less of
rights Guarantor may suffer by reason of any law limiting, qualifying, or discharging the Indebtedness; (C) any disability or other defense of
Borrower, of any other guarantor, or of any other person, or by reason of the cessation of Borrower's liability from any cause whatsoever, other
than payment in full in legal tender, of the Indebtedness; (D) any right to claim discharge of the Indebtedness on the basis of unjustified
impairment of any collateral for the Indebtedness; (El any statute of limitations, if at any time any action or suit brought by Lender against
Guarantor is commenced, there is outstanding Indebtedness which is not barred by any applicable statute of limitations; or (F) any defenses
given to guarantors at law or in equity other than actual payment and performance of the Indebtedness. If payment is made by Borrower,
whether voluntarily or otherwise, or by any third party, on the Indebtedness and thereafter Lender is forced to remit the amount of that payment
to Borrower's trustee in bankruptcy or 10 any similar person under any federal or state bankruptcy law or law for the relief of debtors, the
Indebtedness shall he considered unpaid for the purpose of the enforcement of this Guaranty.
Guarantor further waives and agrees not to assert or claim at any time any deductions to the amount guaranteed under this Guaranty for any
claim of setoff, counterclaim, counter demand, recoupment or similar right, whether such claim, demand or right may be asserted by the
Borrower, the Guarantor, or both.
GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and agrees that each of the waivers set forth above is
made with Guarantor's full knowledge of its significance and consequences and that, under the circumstances, the waivers are reasonable and
not contrary to public policy or law. If any such waiver is determined to be contrary to any applicable law or public policy, such waiver shall be
effective only to the extent permitted by law or public policy.
RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Guarantor's accounts with Lender
(whether checking, savings, or some other account). This includes all accounts Guarantor holds jointly with someone else and all accounts
Guarantor may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be
prohibited by law. Guarantor authorizes Lender, to the extent permitted by applicable law, to hold these funds if there is a default, and Lender
may apply the funds in these accounts to pay what Guarantor owes under the terms of this Guaranty.
SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the Indebtedness, whether now existing or hereafter
created, shall be superior to any claim that Guarantor may now have or hereafter acquire against Borrower, whether or not Borrower becomes
insolvent. Guarantor hereby expressly subordinates any claim Guarantor may have against Borrower, upon any account whatsoever, to any
claim that Lender may now or hereafter have against Borrower. In the event of insolvency and consequent liquidation of the assets of Borrower,
through bankruptcy, by an assignment for the benefit of creditors, by voluntary liquidation, or otherwise, the assets of Borrower applicable to
the payment of the claims of both Lender and Guarantor shall be paid to Lender and shall be first applied by Lender to the Indebtedness.
Guarantor does hereby assign to Lender all claims which it may have or acquire against Borrower or against any assignee or trustee in
bankruptcy of Borrower; provided however, that such assignment shall be effective only for the purpose of assuring to Lender full payment in
legal tender of the Indebtedness. If Lender so requests, any notes or credit agreements now or hereafter evidencing any debts or obligations of
Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and shall be delivered to Lender. Guarantor
agrees, and Lender is hereby authorized, in the name of Guarantor, from time to time to file financing statements and continuation statements
and to execute documents and to take such other actions as Lender deems necessary or appropriate to perfect, preserve and enforce its rights
under this Guaranty.
COMMERCIAL GUARANTY
Loan No: 53800676 (Continued) Page 3
MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty;
Amendments. This Guaranty, together with any Related Documents, constitutes the entire understanding and agreement of the parties as
to the matters set forth in this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing and
signed by the party or parties sought to be charged or bound by the alteration or amendment,
Attorneys' Fees; Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, including Lender's reasonable
attorneys' fees and Lender's legal expenses, incurred in connection with the enforcement of this Guaranty. Lender may hire or pay
someone else to help enforce this Guaranty, and Guarantor shall pay the costs and expenses of such enforcement. Costs and expenses
include Lender's reasonable attorneys' fees and legal expenses whether or not there is a lawsuit, including reasonable attorneys' fees and
legal expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any
anticipated post - judgment collection services. Guarantor also shall pay all court costs and such additional fees as may be directed by the
court.
Caption Headings. Caption headings in this Guaranty are for convenience purposes only and are not to be used to interpret or define the
provisions of this Guaranty.
Governing Law. This Guaranty will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the
laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions.
Choice of Venue. If there is a lawsuit, Guarantor agrees upon Lender's request to submit to the jurisdiction of the courts of Chester
County, Commonwealth of Pennsylvania.
Integration. Guarantor further agrees that Guarantor has read and fully understands the terms of this Guaranty; Guarantor has had the
opportunity to be advised by Guarantor's attorney with respect to this Guaranty; the Guaranty fully reflects Guarantor's intentions and parol
evidence is not required to interpret the terms of this Guaranty. Guarantor hereby indemnifies and holds Lender harmless from all losses,
claims, damages, and costs (including Lender's attorneys' feesl suffered or incurred by Lender as a result of any breach by Guarantor of the
warranties, representations and agreements of this paragraph.
Interpretation. In all cases where there is more than one Borrower or Guarantor, then all words used in this Guaranty in the singular shall
be deemed to have been used in the plural where the context and construction so require; and where there is more than one Borrower
named in this Guaranty or when this Guaranty is executed by more than one Guarantor, the words "Borrower" and "Guarantor"
respectively shall mean all and any one or more of them. The words "Guarantor," "Borrower," and "Lender" include the heirs, successors,
assigns, and transferees of each of them, If a court finds that any provision of this Guaranty is not valid or should not be enforced, that
fact by itself will not mean that the rest of this Guaranty will not be valid or enforced, Therefore, a court will enforce the rest of the
provisions of this Guaranty even if a provision of this Guaranty may be found to be invalid or unenforceable. If any one or more of
Borrower or Guarantor are corporations, partnerships, limited liability companies, or similar entities, it is not necessary for Lender to inquire
into the powers of Borrower or Guarantor or of the officers, directors, partners, managers, or other agents acting or purporting to act on
their behalf, and any indebtedness made or created in reliance upon the professed exercise of such powers shall be guaranteed under this
Guaranty.
Notices. Unless otherwise provided by applicable law, any notice required to be given under this Guaranty shall be given in writing, and
except for revocation notices by Guarantor, shall be effective when actually delivered, when actually received by telefacsimile (unless
otherwise required by law), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United
States mail, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Guaranty.
All revocation notices by Guarantor shall be in writing and shall be effective upon delivery to Lender as provided in the section of this
Guaranty entitled "DURATION OF GUARANTY." Any party may change its address for notices under this Guaranty by giving formal written
notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Guarantor
agrees to keep Lender informed at all times of Guarantor's current address. Unless otherwise provided by applicable law, if there is more
than one Guarantor, any notice given by Lender to any Guarantor is deemed to be notice given to all Guarantors.
No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Guaranty unless such waiver is given in writing and
signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other
right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lender's right otherwise to demand
strict compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender, nor any course of dealing between
Lender and Guarantor, shall constitute a waiver of any of Lender's rights or of any of Guarantor's obligations as to any future transactions.
Whenever the consent of Lender is required under this Guaranty, the granting of such consent by Lender in any instance shall not constitute
continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in
the sole discretion of Lender.
Successors and Assigns. The terms of this Guaranty shall be binding upon Guarantor, and upon Guarantor's heirs, personal
representatives, successors, and assigns, and shall he enforceable by Lender and its successors and assigns.
Waive Jury. Lender and Guarantor hereby waive the right to any jury trial in any action, proceeding, or counterclaim brought by either
Lender or Guarantor against the other.
DEPOSIT ACCOUNT. Borrower and /or Guarantor agrees to maintain a deposit account with Lender at all times during the term of the loan.
DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Guaranty. Unless specifically
stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words and terms
used in the singular shall include the plural, and the plural shall include the singular, as the context may require. Words and terms not otherwise
defined in this Guaranty shall have the meanings attributed to such terms in the Uniform Commercial Code:
Borrower. The word "Borrower" means C.G. DEVELOPMENT ENTERPRISES, LLC a /k /a CG DEVELOPMENT ENTERPRISES, LLC and
includes all co- signers and co- makers signing the Note and all their successors and assigns.
GAAP. The word "GAAP" means generally accepted accounting principles.
Guarantor. The word "Guarantor" means everyone signing this Guaranty, including without limitation GREGORY S. KUHN, and in each
case, any signer's successors and assigns.
Guaranty. The word "Guaranty" means this guaranty from Guarantor to Lender.
Indebtedness. The word "Indebtedness" means Borrower's indebtedness to Lender as more particularly described in this Guaranty.
Lender. The word "Lender" means NOVA Savings Bank, its successors and assigns.
Note. The word "Note" means and includes without limitation all of Borrower's promissory notes and /or credit agreements evidencing
COMMERCIAL GUARANTY
Loan No: 53800676 (Continued) Page 4
Borrowers mao obhgations in favor of Lender, together with afl renewals of, extensions of, modifications of, refinancings m, consolidations
of and substitutons for promissory notes or credit agreements.
Related Documents, The words "Related Documents" mean all promissory notex, credit agreements, loan vememvnm, environmental
agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mn,*ooao,, and all other instruments,
agreemonts and documents, whether now or hereafter existing, executed in connection with the Indebtedness.
CONFESSION OF JUDGMENT. GUARANTOR HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE
FROTHONOTARY 08 CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, on ELSEWHERE, TO APPEAR AT ANY TIME
FOR GUARANTOR AFTER THE AMOUNTS HEREUNDER BECOME DUE AND WITH on WITHOUT COMPLAINT nLeo, CONFESS on ENTER
JUDGMENT AGAINST GUARANTOR FOR THE ENTIRE PRINCIPAL BALANCE OF THIS GUARANTY AND ALL ACCRUED INTEREST, LATE
CHARGES AND ANY AND ALL AMOUNTS EXPENDED on ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE
iwoEoTcowsus. TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT 11 0%) OF THE UNPAID
PRINCJPAL 8ALANCE AND ACCRUED INTEREST FOR cousonom, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS (vnun)
ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS GUARANTY OR
A COPY OF THIS GLIARANTY VER)FIED BY AFFIDAVIT SHALL BE SLJFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS GUARANTY
TO CONFESS JUDGMENT AGAINST GUARANTOR SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL
CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS GUARANTY.
GUARANTOR HEREBY WAIVES ANY RIGHT GUARANTOR MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH
CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTAT)VE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF
JUDGMENT PROVISION TO GUARANTOR'S ATTENTION OR GUARANTOR HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL,
EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PR0VIS0NS OF THIS GUARANTY AND AGREES TO ITS
TERMS. IN ADDITION, EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AND
DELIVERY OF THIS GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE MANNER SET FORTH
IN THE SECTION TITLED DURATION OF GLIARANTY'. NO FORMAL ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY
EFFECTIVE. THIS GUARANTY m DATED APRIL `1.z000.
THIS GUAFlANTY IS GIVEN UNOER SEAL AND IT IS INTENOED THAT THIS GUARANTY IS AND SHALL CONSTITUTE AND HAVE THE EFFECT
OF ASEALED INSTRUMENT ACCORDING TO LAW.
GUARANTOR:
(Seal)
emoRYS.
COMMONWEALTH PENNSYLVANIA
On this, the
�
/N������AL ACKNOWLEDGMENT
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) oS
)
day of ���� ��u�� �^��mp /��../
, the undersigned ry Public, personally ea--opeareci GREGORY S. KUHN,' n to me (or satisfactorily
proven) to be the per on whose name is subscribed to the within instrument, and acknowledged tifat- ^^v, she executed the same for the vmvv,es'. wmincnmamev.
n
'or e my hand
Notary NOTARIAL
DARREN MILER
Public
My Cornmisslon EXPITe5 Sep 11, 2008
Notary Public in and for the State of
DUSCUC iRE FOR CONFESSION OF . )GMENT
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document to any particu>ar
limitations.
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loan or
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item.
References * the boxes above are or Lender's use only and do not limit the applicability of this
Any item above containing " '"" has been omitted due to text length
Borrower: n.o. DEVELOPMENT ENTERPRISES, uo*wmom
DEVELOPMENT ENTERPRISES, LLC
850 WALNUT BOTTOM no.ou/rc 15-235
CARLISLE, PA 17015
Declarant: GREGORY S. KUHN
1exn MIDDLESEX no
CARLISLE, PA 1701e
Lender: NOVA Savings Bank
westmw, Business Center
12oewwstlamm Drive, Suite ^zo
Berwyn, PA 19312
(6101 993-4160
1 AM EXECUTING. THIS
DISCLOSURE FOR CONFESSION OF JUDGMENT
DAY OF
r�
.onv.A GUARANTY FOR Am UNLIMITED AMOUNT.
A. I UNDERSTAND THAT THE GUARANTY CONTAINS A CONFESSION OF JUDGMENT PROVISION THAT WOULD PERMIT LENDER TO ENTER
JUDGMENT AGAINST ME IN COURT, AFTER A DEFAULT ON THE GUARANTY, WITHOUT ADVANCE NOTICE TO ME AND WITHOUT
OFFERING ME AN OPPORTUNITY TO DEFEND AGAINST THE ENTRY OF JUDGMENT. IN EXECUTING THE GUARANTY, BEING FULLY AWARE
OF MY RIGHTS TO ADVANCE NOTICE AND TO A HEARING TO CONTEST THE VALIDITY OF ANY .JUDGMENT OR OTHER CLAIMS THAT
LENDER MAY ASSERT AGAINST ME UNDER THE GUARANTY, /uM KNOWINGLY, INTELLIGENTLY, AND VOLUNTARILY WAIVING THESE
n/mnra. IN9LUDING ANY RIGHT TO ADVANCE NOTICE OF THE ENTRY OF JUDGMENT, AND / EXPRESSLY AGREE AND CONSENT TO
LENDER'S/EN G UDGMENT AGAINST ME BY CONFESSION AS PROVIDED FOR IN THE CONFESSION OF JUDGMENT PROVISION.
B. I FURTHER UNDERSTAND THAT IN ADDITION TO GIVING LENDER THE RIGHT TO ENTER JUDGMENT AGAINST ME WITHOUT ADVANCE
NOTICE OR A HEARING, THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY ALSO CONTAINS LANGUAGE THAT WOULD
PERMIT Lovosn. AFTER ENTRY OF JUDGMENT, AGAIN WITHOUT EITHER ADVANCE NOTICE OR A HEARING, TO EXECUTE ON THE
JUDGMENT BY FORECLOSING UPON, xrrxomms. LEVYING ON, TAI(ING POSSESSION OF OR OTHERWISE SEIZING MY PROPERTY, IN FULL
OR PARTIAL PAYMENT OF THE JUDGMENT IN EXECUTING THE GuAnAmTv, BEING FULLY AWARE OF MY RIGHTS TO ADVANCE NOTICE
AND A HEARING AFTER JUDGMENT 15 ENTERED AND 8EFORE EXECUTION ON THE JUDGMENT, /Am KNOWINGLY, INTELLIGENTLY AND
VOLUNTARILY THESE RIGHTS, AND / EXPRESSLY AGREE AND CONSENT TO LENDER'S IMMEDIATELY EXECUTING ON THE
JuouM NER PERMITTED BY APPLICABLE STATE AND FEDERAL LAxv.vv'T*ourmw/wmMsxwvAov*mosmor/us.
/mmoLs
C. AFTER HAVING READ AND DETERMINED WHICH OF THE FOLLOWING STATEMENTS ARE APPLICABLE, BY INITIALING EACH
STATEMENT THAT APPLIES, I REPRESENT THAT:
INITIALS
1. 1 WAS REPRESENTED BY MY QWN INDEPENDENT LEGAL COUNSEL IN CONNECTION WITH THE GUARANTV.
2. A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THE CONFESSION OF JUDGMENT PROVISION IN THE GUARANTY
TO MY ATTENTION.
D. / CERTIFY THAT MY ANNUAL INCOME EXCEEDS mu.noo. THAT THE BLANKS IN THIS OISCLOSURE WERE FILLED IF'J WHEN / INITIALED
AND SIGNEO IT; AND THAT 1 RECEIVED A COPY AT THE TIME OF SIGNING.
THIS DISCLOSURE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS DISCLOSURE IS AND SHALL CONSTITUTE AND I-4AVE THE
EFFECT,Of A SEALED INSTRUMENT ACCORDING TO LAW.
/ /�'
(Seal)
~
Exhibit "I
1$110911,
201300287284
POP 1/4
LIMITED POWER OF ATTORNEY
Loan Pool Numbcr: MR2-13-23010
KNOW ALL PERSONS BY THESE PRESENTS, that the FEDERAL DEPOSIT
INSURANCE CORPORATION, a corporation organized and existing under an Act of Congress,
hereafter called "FDIC", hereby designates thc individual(s) employed by Gulf Coast Bank &
Trust Co. as set out below (the "Attorney(s)-in-Fact") for the sole purpose of executing the
documents outlined below:
Joel Daste
Donna Herrmann
WHEREAS, the undersigned has full authority to execute this instrument on behalf of
FDIC under applicable Resolutions of FDIC's Board of Directors and redelegations thereof.
NOW THEREFORE, FDIC grants to the above-named Attorney(s)-in-Fact the authority,
subject to the limitations herein, as follows:
1. To execute, acknowledge, seal and deliver on behalf of FDIC, as Receiver for the
Failed Banks listed on Exhibit A to this Limited Power of Attorney, all instruments of transfer
and conveyance, appropriately completed, with all ordinary or necessary endorsements,
acknowledgments, affidavits and supporting documents as may be necessary or appropriate to
evidence the sale and transfer of any asset contained in the Loan Pools enumerated above,
pursuant to that certain Loan Sale Agreement dated as of September 4, 2013, between the FDIC.
as Receiver, as aforesaid and Gulf Coast Bank & Trust Co.
The form which the Attorney(s)-in-Fact shall use for endorsing promissory notes or preparing
allonges to promissory notes is as follows:
Pay to the order of
Without Recourse
FEDERAL DEPOSIT INSURANCE
CORPORATION, as Receiver for [insert name
of appropriate failed financial institution}
13y:
Name:
Title: Attorney-in-Fact
MR2-13-23010 - Cash Sale Transaction Page 1 of 4
Limited Power of Attorney for Gulf Coast Bank Zit Trust Co. Septcmher, 2013
Prepared by: Darlene Waller, Federal Deposit Insurance Corporation, Dallas Regional Office, Legal Division
13728E94,3
All other documents of assignment, conveyance or transfer shall contain this sentence: "This
assignment is made without recourse, representation or warranty, express or implied, by FDIC in
its corporate capacity or as Receiver."
2. FDIC further grants to each. Attorney -in -Fact full power and authority to do and
perform all acts necessary to carry into effect the powers granted by this Limited Power of
Attorney as fully as FDIC might or could do with the same validity as if all and every such act
had been herein particularly stated, expressed and especially provided for.
This Limited Power of Attorney shall be effective from September 9, 2013 and shall
continue in full force and effect through September 9, 2014, unless otherwise terminated by an
official of FDIC authorized to do so by the Board of Directors ( "Revocation "). At such time this
Limited Power of Attorney will be automatically revoked. Additionally, upon the termination of
employment from Gulf Coast Bank & Trust Co. (for any reason) of any Attorneys) -in -Fact
named herein, such terminated employee's power and authority provided pursuant to this
Limited Power of Attorney shall immediately be revoked and be of no further force and effect as
of the date of such termination. Any third party may rely upon this document as the named
individual(s)' authority to continue to exercise the powers herein granted unless a Revocation has
been recorded in the public records of the jurisdiction where this Limited Power of Attorney has
been recorded, or unless a third party has received actual notice of a Revocation.
[Remainder of page intentionally left blank.]
MR2-13-23010 - Cash Sale Transaction Page 2 of 4
Limited Power of Attorney for Gull-Coast Bank & Trust Co. September, 2013
Prepared by: Darlene Waller, Federal Deposit Insurance Corporation, Dallas Regional Office, Legal Division
13728894.3
IN WITNESS WHEREOF, the FDIC, by its duly authorized officer empowered by appropriate
resolution of its Board of Directors, has caused these presents to he subscribed in its name this 40day of
September, 2013.
FEDERAL DEPOSIT INSURANCE CORPORATION
By: P)11,
Name: Eugene M. Galvan
Title: Resolutions and Closings Manager
Dallas Regional Office
Signed in the presence of:
_L 9 ,
Witness
Name:
Witnes
Name:
ApLe, (6‘
ckr-R-icie
STATE OF TEXAS
COUNTY OF DALLAS
On this /0 day of September, 2013, before me, a Notary Public in and for the State of Texas
appeared Eugene M. Galvan, to me personally known, who, being by me first duly sworn did depose that
he is Resolutions and Closings Manager, Dallas Regional Office of the Federal Deposit Insurance
Corporation (the "Corporation"), in whose name the foregoing Limited Power of Attorney was executed
and subscribed, and the said Limited Power of Attorney was executed and subscribed on behalf of the
said Corporation by due authority of the Corporation's Board of Directors, and the said Eugene M.
Galvan, acknowledged the said Limited Power of Attorney to be the free act and deed of said
Corporation.
STA
REGINA M. RICHARDSON
MY COMMISSION EXPIRES
fernber 28, 2014
COUNTY OF DALLA
Public
y C mmission expires:
On this/0 day of Septern1cr, 2013, before me, a Nota
appeared k e_
and
Public in and for the State of Texas
(witness #I)
(witness #2), to me personally known to be the
persons whose names are subscribed as witness to the foregoing instrument Eugene M. Galvan,
Resolutions and Closings Manager, Dallas Regional Office of the Federal Deposit Insurance Corporation,
the person who executed the foregoing instrument, subscribe the same, and that they had signed the same
as a witness at the request of the person who executed the same.
REGINA M. RICHARDSON
MY COMMISSION EXPIRES
September 28, 2014
Public
mission expires; -c2c1-0-0 /57
MR2-13-23010 - Cash Sale Transaction Page 3 of 4
Limited Power of Attorney for Gulf Coast Bank & Trust Co. September, 2013
Prepared by: Darlene Waller, Federal Dept/sit Insurance Corporation, Dallas Regional Office, Legal Division
l?.72804.3
FIN
EXHBIT A
To Limited Power of Attorney issued to:
Gulf Coast Bank & Trust Co., New Orleans, LA
RECEIVERSHIP
10047 Firstcity Bank
10104 Dwelling House Savings & Loan
10115 Platinum Community Bank
10171 Barnes Banking Company
10199 Appalachian Community Bank
10220 Citizens Bank & Trust Company of Chicago
10221 Lincoln Park Savings Bank
10317 Earthstar Bank
10369 Atlantic Bank & Trust
10462 Gulfsouth Private Bank
10463 Nova Bank
10465 Heritage Bank of Florida
R8526 R-G Mortgage Company
CITY/STATE
Stockbridge, GA
Pittsburg, PA
Rolling Meadows, IL
Kaysville, UT
Elijay, GA
Chicago, IL
Chicago, IL
Southhampton, PA
Charleston, SC
Destin, FL
Berwyn, PA
Lutz, FL
Hato Rey, PR
MR2-I 3-23010 - Cash Sale Transaction Page 4 of 4
Limited Power of Attorney for Gulf Coast Bank & Trust Co. September, 2013
Prepared by: Darlene Waller, Federal Deposit Insurance Corporation, Dallas Regional Office, Legal Division
1372U94.3
Filed and Recorded
Official Public Records
John F. Warren, County Clerk
Dallas County, TEXPS
0900/2013 12:38,19 PM
S28.00
201300287284
Exhibit "J'
STEVENS & LEE
LAWYERS & CONSULTANTS
111 N. Sixth Street
P.O. Box 679
Reading, PA 19603
(610) 478 -2000 Fax (610) 376 -5610
www.stevenslee.com
February 21, 2014
VIA FEDERAL EXPRESS
C.G. Development Enterprises, LLC
850 Walnut Bottom Road
Suite 15 -235
Carlisle, PA 17015
Mr. Cyril R. Cassner
875 Prospect Drive
Shippensburg, PA 17257
Mr. Gregory S. Kuhn
198 S. Middlesex Road
Carlisle, PA 17015
Direct Dial: (610) 478 -2133
Email: sja @stevenslee.com
Direct Fax: (610) 988 -0841
Re: Nova Bank Loan Nos. 53800678, 53800676, 53800525 and 53800524 now owned by Gulf
Coast Bank & Trust Company
Gentlemen:
We are counsel for Gulf Coast Bank & Trust Company ( "Gulf Coast "). On September 4,
2013, Gulf Coast purchased the above - referenced Nova Bank loans (the "Loans ") and is now (1)
the "Lender" under the four promissory notes evidencing C. G. Development Enterprises, LLC's
(the "Borrower's ') obligation to repay the Loans (collectively, the "Notes "), (2) is the "Lender"
under the Commercial Guarantees pursuant to which Cyril Cassner and Gregory Kuhn
(collectively, the "Guarantors ") personally guaranteed payment of the Notes (collectively, the
"Guarantees ") and (3) the "Lender" and mortgagee under the mortgages that secure repayment of
the Notes (collectively, the "Mortgages ").
Please be advised that Events of Default exist under the Notes because the Borrower has
failed to make the monthly payments required under the Notes when due. As a result of these
Events of Default, Gulf Coast has elected to accelerate payment of all sums due under the Notes
and the Guarantees.
Philadelphia • Reading • Valley Forge • Lehigh Valley • Harrisburg • Lancaster • Scranton
Wilkes -Barre • Princeton • Cherry Hill • New York • Wilmington
A PROFESSIONAL CORPORATION
SL 1 1286322v1 108472.00003
STEVENS & LEE
LAWYERS & CONSULTANTS
C.G. Development Enterprises, LLC
Mr. Cyril R. Cassner
Mr. Gregory S. Kuhn
February 21, 2014
Page 2
As February 21, 2014, the total amount due Gulf Coast under the Notes and the
Guarantees was $237,372.33, itemized as follows:
$52,950.00 Note (Nova Loan No. 53800678 — New Loan
No. 608081931):
Principal $48,597.62
Accrued Interest 5,953.50
Attorneys' Fees 250.00
$61,875.00 Note (Nova Loan No. 53800676 — New Loan
No. 608081915):
Principal $56,832.98
Accrued Interest 6,961.50
Attorneys' Fees 250.00
$56,800.00 Note (Nova Loan No. 53800525 —New Loan
No. 608081352):
Principal $50,049.73
Accrued Interest 6,570.90
Attorneys' Fees 250.00
$61,600.00 Note (Nova Loan No. 53800524 — New Loan
No. 608081337):
Principal $54,280.80
Accrued Interest 7,125.30
Attorneys' Fees 250.00
TOTAL $237,372.33
Interest will continue to accrue on the principal balance of the Notes on and after
February 22, 2014 until the date they are paid in full at the Default Rates set forth in the Notes,
which in the aggregate equals $71.37 per day.
SL1 1286322v1 108472.00003
STEVENS & LEE
LAWYERS & CONSULTANTS
C.G. Development Enterprises, LLC
Mr. Cyril R. Cassner
Mr. Gregory S. Kuhn
February 21, 2014
Page 3
On behalf of Gulf Coast, we hereby demand that the Borrower and/or the Guarantors pay
to Gulf Coast the total sum of $237,372.33 (plus additional interest after February 21, 2014 at the
rate of $71.37 per day), in full, by no later than February 28, 2014. If this sum is not paid to Gulf
Coast by that date, Gulf Coast has authorized us to immediately commence legal proceedings
against you and/or to bring suits on the Notes and the Guarantees and/or to foreclose on the
Mortgage. If legal proceedings are commenced, you will be responsible for all legal fees and
court costs incurred by Gulf Coast in all such proceedings.
Payment in full should be made directly to Gulf Coast and delivered to the attention of
Mr. Michael Paternostro at 200 St. Charles Avenue, New Orleans, LA 70130-2997.
Please contact the undersigned if you have any questions.
Very truly your
S 1EVENS/ EE
ven Adams
SJA:dbd
Enclosures
SLI 1286322v1 108472.00003
GULF COAST BANK & TRUST
COMPANY,
Plaintiff
vs.
GREGORY S. KUHN,
Defendant
IN THE COURT OF COMMON PLEAS OF
CUMBERLAND COUNTY, PENNSYLVANIA
CIVIL ACTION - LAW
No. 14 -1430 Civil Term
AFFIDAVIT OF SERVICE OF NOTICE UNDER
RULE 2958.1 OF JUDGMENT AND EXECUTION THEREON
Commonwealth of Pennsylvania
County of Berks
: ss.
Pursuant to Rules 405 and 2958.1(c), the undersigned, being duly sworn according to
law, deposes and says that:
1. I am counsel for the plaintiff in the above action.
2. Pursuant to Rules 403 and 2958.1(b)(ii), I caused a Notice Under Rule 2958.1 of
Judgment and Execution Thereon (the "Rule 2958.1 Notice ") to be served on defendant Gregory
S. Kuhn on or about March 21, 2014, via United States certified mail, return receipt requested, at
198 S. Middlesex Road, Carlisle, Pennsylvania 17015.
3. A true and correct copy of the Rule 2958.1 Notice and pr • : • service thereof on
the defendant by certified mail is attached hereto, marked as Exhi .. A" . nd incorporated herein
by reference.
Ste -n J. Ad
Sworn to and subscribed before me this 25th day of March, 2014.
Notary Public
SL1 1292989v1 108472.00003
COMMONWEALTH OF PENNSYLVANIA
NOTARIAL SEAL
DAREN B. DeANTONIO, Notary Public
Reading C�ityr, Berks County
My Commission Expirres July 13, 2017
Exhibit "A"
S'I'EVENS & LEE
LAWYERS & CONSULTANTS
111 North 6th Street
P.O. Box 679
Reading, PA 19603 -0679
(610) 478-2000 Fax (610) 376 -5610
www.stevenslee.com
VIA CERTIFIED MAIL,
RETURN RECEIPT REQUESTED
Mr. Gregory S. Kuhn
198 S. Middlesex Road
Carlisle, PA 17015
March 12, 2014
COPY
Direct Dial: (610) 478 -2133
Email: sja@stevenslee.com
Direct Fax: (610) 988 -0841
Certified Article Number
9314 8699 0430 0001 2365 56
SENDERS RECORD
Re: Gulf Coast Bank & Trust Company vs. Gregory S. Kuhn
No. 14 -1430 Civil Term
Dear Mr. Kuhn:
Enclosed for service upon you is a Notice Under Rule 2958.1 of Judgment and Execution
Thereon.
Very truly yours,
SJA:dbd
Enclosure
Philadelphia • Reading • Valley Forge • Lehigh Valley • Harrisburg • Lancaster • Scranton
Wilkes -Barre • Princeton • Cherry Hill • New York • Wilmington
A PROFESSIONAL CORPORATION
SL I 1290795v 1 108472.00003
GULF COAST BANK & TRUST
COMPANY,
Plaintiff
VS.
GREGORY S. KUHN,
Defendants
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY, PENNSYLVANIA
: CIVIL ACTION — LAW
: No. 14-1430 Civil Term
NOTICE UNDER RULE 2958.1
OF JUDGMENT AND EXECUTION THEREON
NOTICE OF DEFENDANTS' RIGHTS
TO: Gregory S. Kuhn
198 S. Middlesex Road
Carlisle, PA 17015
A judgment in the amount of $260,567.13 (plus additional interest and costs) has been
entered against you and in favor of the Plaintiff without any prior notice or hearing based on a
confession of judgment contained in a written agreement or other paper allegedly signed by you.
The sheriff may take your money or other property to pay the judgment at any time after thirty
(30) days after the date on which this notice is served upon you.
You may have legal rights to defeat the judgment or to prevent your money or property
from being taken. YOU MUST FILE A PETITION SEEKING RELIEF FROM THE
JUDGMENT AND PRESENT IT TO A JUDGE WITHIN THIRTY (30) DAYS AFTER THE
DATE ON WHICH THIS NOTICE IS SERVED UPON YOU OR YOU MAY LOSE YOUR
RIGHTS.
YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO
NOT HAVE A LAWYER, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW.
THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER.
SL1 1290729v1 108472.00003
IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE
TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER
LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE.
Lawyer Referral Service
Cumberland County Bar Association
32 S. Bedford Street
Carlisle, PA 17013
Telephone (800) 990 -9108
STEVENS
By:
Ste en J. Adams, Es- sire
Attorney I.D. No. 56293
111 N. Sixth Street
P.O. Box 679
Reading, PA 19603
(610) 478 -2133
Attorneys for Plaintiff
Gulf Coast Bank & Trust Company
2
SL 1 1290729v1 108472.00003
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'HE rl OH O r,
IN THE UNITED STATES BANKRUPTCY COURT�°� Z PH 2: f I}
FOR THE MIDDLE DISTRICT OF PENNSYLVANIA
CUMBERLAND COUNTY
In re: Chapter 13 PENNSYLVANIA
GREGORY S. KUHN and KIM L. KUHN, : Case No. 1-14-bk-04522
Lien Avoidance
Debtors : Court of Common Pleas of Cumberland County, PA
' No. 14-1430
AMENDED
ORDER OF COURT AVOIDING JUDICIAL LIEN
In consideration of the within Motion for Order Voiding Judicial Lien filed by counsel
for Debtor/Movant on November 25, 2014 (the "Motion"), and the Court fords that being
advised that Respondent Gulf Coast Bank and Trust Company ("Gulf Coast") does not oppose
the relief sought in the Motion if the relief requested is granted in accordance with the terms of
this Order.
IT IS HEREBY ORDERED, adjudged and decreed that the judgment lien held by Gulf
Coast against Debtor Gregory S. Kuhn's marital residence located at 198 S. Middlesex Road,
Carlisle, Pennsylvania is hereby avoided as a lien against that property. Pursuant to
Section 349(b) of the United States Bankruptcy Code, this Order shall become null and void, and
the judicial lien avoided by this order shall be reinstated, Willis case is dismissed prior to Debtor
Gregory S. Kuhn being granted a discharge in this case under either Chapter 7 or Chapter 13 of
the Bankruptcy Code.
By the Court,
CERTIFIED ROM THE RECORD this--
,
hisL..—, 20`(---
day of
Clerk, U.
Per
Bankrup
1744.6-1.#14.0 Bankruptcy ,Judge
(JK)
Dated: January 5, 2015
Deputy Clerk
P. son
' SLLglo
Case 1:14-bk-04522-MDF Doc 36 Filed 01/05/15 Entered 01/05/15 11:59:08 Desc
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