HomeMy WebLinkAbout14-5784 Supreme Court of 1?ennsylvania
Courfo�%Coinmon leas For Prothonotary Use Only:
Civil'CovenSheet
Docket No:
CUT �land'f Coun
ty
l y jr-1 �Y
The in&-tnation collected on this fortn is used solely-fir court administration purposes. This form does not
supplement or replace thefiling and service g1'pleodings or other papers as required by lm+ or rules of court.
Commencement of Action:
S El Complaint El Writ of Summons ❑ Petition
Transfer from Another Jurisdiction 0 Declaration of Taking
E
C Lead Plaintiff's Name: Lead Defendant's Name:
T Magnolia Portfolio, LLC Pinexpress, LLC
Dollar Amount Requested: Elwithin arbitration limits
I Are money damages requested? x Yes No
(check one) outside arbitration limits
O
N Is this a Class Action Suit? Q Yes X No Is this an MDJAppeal? Yes 0 No
A Name of Plaintiff/Appellant's Attorney: Stephanie E. DiVittore, Esquire
El Check here if you have no attorney(are a Self-Represented 1Pro Set Litigant)
Nature of the Case: Place an"X"to the left of the ONE case category that most accurately describes your
PRIMARY CASE. If you are making more than one type of claim,check the one that
you consider most important.
TORT(do not include Mass Tort) CONTRACT(do not include Judgments) CIVIL APPEALS
Intentional El Buyer Plaintiff Administrative Agencies
E] Malicious Prosecution E:] Debt Collection:Credit Card n Board of Assessment
Motor Vehicle ] Debt Collection: Other El Board of Elections
Nuisance 0 Dept. of Transportation
Premises Liability El Statutory Appeal:Other
S 0 Product Liability (does not include
E mass tort) F1 Employment Dispute:
Slander/Libel/Defamation Discrimination
C D Other: Employment Dispute:Other Zoning Board
T 0 Other:
I Fl Other:
O MASS TORT
E] Asbestos
N Tobacco
E] Toxic Tort-DES
Toxic Tort-Implant
Q Toxic Waste REAL PROPERTY MISCELLANEOUS
Other: 0 Ejectment [:] Common Law/Statutory Arbitration
B Eminent Domain/Condemnation Declaratory Judgment
Ground Rent Mandamus
El Landlord/Tenant Dispute E]Non-Domestic Relations
El Mortgage Foreclosure: Residential Restraining Order
PROFESSIONAL LIABLITY El Mortgage Foreclosure:Commercial Quo Warranto
E] Dental El Partition 0 Replevin
M Legal Q Quiet Title El Other:
E] Medical Other:
Q Other Professional:
Updated 1/1/2011
MAGNOLIA PORTFOLIO, LLC, IN THE COURT OF COMMON PLEAS
OF CUMBERLAND COUNTY,
Plaintiff PENNSYLVANIA
�ry
V. CIVIL ACTION - MORTGAGE = �,
: FORECLOSURE
T-;
PINEXPRESS, LLC,
NO. �
Defendant = -'T
NOTICE TO DEFEND -
YOU HAVE BEEN SUED IN COURT. If you wish to defend against the claim set forth
in the following pages, you must take action within twenty (20) days after this Complaint and
Notice are served, by entering a written appearance personally or by attorney and filing in
writing with the Court your defenses or objections to the claims set forth against you. You are
warned that if you fail to do so the case may proceed without you and a judgment may be entered
against you by the court without further notice for any money claimed in the Complaint or for
any other claim or relief requested by the Plaintiff. You may lose money or property or other
rights important to you.
YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO
NOT HAVE A LAWYER OR YOU CANNOT AFFORD ONE, GO TO OR TELEPHONE THE
OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP.
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.
Court Administrator
4th Floor, Cumberland County Courthouse
Carlisle, PA 17013
(717) 240-6200
Lawyer Referral Service
4th Floor, Cumberland County Courthouse
Carlisle, PA 17013
(717) 240-6200
Lawyer Referral Service
Pennsylvania Lawyer Referral Service
(800) 692-7375
AVISO
USTED HA SIDE DEMANDADO/A EN CORTE. Si usted desea defenderse de las
demandas que se presentan mas adelante en las siguientes paginas, debe tomar accion dentro de los
proximos veinte (20) dias despues de la notificacion de esta Demanda y Aviso radicando
personalmente o por medio de un abogado una comparecencia escrita y radicando en la Corte por
escrito sus defensas de, y objecciones a, las demandas presentadas aqui en contra suya. Se le
advierte de que si usted falla de tomar accion como se describe anteriormente, el caso puede
proceder sin usted y un fallo por cualquier suma de dinero reclamada en la demanda o cualquier otra
reclamacion o remedio solicitado por el demandante puede ser dictado en contra suya por la Corte
sin mas aviso adicional. Usted puede perder dinero o propiedad u otros derechos importantes para
usted.
USTED DEBE LLEVAR ESTE DOCUMENTO A SU ABOGADO
INMEDIATAMENTE. SI USTED NO TIENE UN ABOGADO 0 NO PUEDE PAGARLE A
UNO, LLAME 0 VAYA A LA SIGUIENTE OFICINA PARA AVERIGUAR DONDE PUEDE
ENCONTRAR ASISTENCIA LEGAL.
Court Administrator
4t" Floor, Cumberland County Courthouse
Carlisle, PA 17013
(717) 240-6200
Lawyer Referral Service
4t" Floor, Cumberland County Courthouse
Carlisle, PA 17013
(717) 240-6200
Lawyer Referral Service
Pennsylvania Lawyer Referral Service
(800) 692-7375
Stephanie E. DiVittore,Esquire
Attorney I.D.No. 85906
sdivittore@rhoads-sinon.com
Kathryn D. Sallie,Esquire
Attorney I.D.No. 208116
ksallie@rhoads-sinon.com
RHOADS& SINON LLP
One South Market Square, 12th Floor
P.O. Box 1146
Harrisburg, PA 17108-1146
Phone: (717)233-5731
Fax: (717)231-6637
Attorneys for Plaintiff
MAGNOLIA PORTFOLIO, LLC, IN THE COURT OF COMMON PLEAS
OF CUMBERLAND COUNTY,
Plaintiff PENNSYLVANIA
V. CIVIL ACTION - MORTGAGE
: FORECLOSURE
PINEXPRESS, LLC,
NO.
Defendant
COMPLAINT IN MORTGAGE FORECLOSURE
NOW COMES Plaintiff Magnolia Portfolio, LLC, by and through its attorneys, Rhoads
& Sinon LLP, and files the within Complaint in Mortgage Foreclosure. In support, Magnolia
Portfolio, LLC avers as follows:
1. Plaintiff Magnolia Portfolio, LLC (the "Lender") is a Delaware limited liability
company with its principal place of business at 4675 Macarthur Court, Suite 1550, Newport
Beach, California 92660.
2. Defendant Pinexpress, LLC (the "Borrower") is a Pennsylvania limited liability
company with its principal place of business at 60 Pine Street, Carlisle, Cumberland County,
Pennsylvania 17013.
963473.1
COUNT
MORTGAGE FORECLOSURE
3. Magnolia incorporates herein by reference Paragraphs 1 through 2 above.
4. Magnolia brings this action to foreclosure upon a mortgage dated as of September
5, 2007 between Pinexpress, LLC, as grantor, and Orrstown Bank, as lender (the "Mortgage").
(A copy of the Mortgage is attached hereto as Exhibit "A" and incorporated herein by reference).
5. The Mortgage secured the amount of$894,000 and was recorded in the Office of
the Recorder of Deeds, Cumberland County, Pennsylvania as Instrument No. 200734704 on
September 5, 2007. (Exhibit A).
6. The Mortgage secures a Promissory Note executed and delivered by Pinexpress,
LLC to Orrstown Bank on or about September 5, 2007 in the amount of$894,000. (A copy of
the Promissory Note is attached hereto as Exhibit "B" and incorporated herein by reference).
7. Lender Magnolia is successor by assignment to Orrstown Bank, as on or about
February 5, 2013, Orrstown Bank assigned all of its right, title and interest in the Mortgage and
Note to Magnolia Portfolio, LLC. (Copies of the Assignments are attached hereto as Exhibit "C"
and incorporated herein by reference). The Assignment of Mortgage was recorded in the Office
of the Recorder of Deeds, Cumberland County, Pennsylvania as Instrument No. 201305012 on
February 14, 2013. (Exhibit Q.
8. The property subject to the Mortgage for which the Lender seeks foreclosure is
comprised of two tracts located in South Middleton Township, Cumberland County,
Pennsylvania with an address of 60 Pine Street, Carlisle, Cumberland County, Pennsylvania and
is more fully described in Exhibit A to the Mortgage.
9. The property is not a residential property.
10. Pursuant to Rule 1142 of the Pennsylvania Rules of Civil Procedure, venue is
proper as the mortgaged property is located entirely within Cumberland County. Pa. R. Civ. P.
1142.
11. Pinexpress, LLC is the fee owner of the property subject to the Mortgage upon
which foreclosure is sought.
12. The real property at issue in this action is not subject to any obligations
subordinate to the $894,000 Mortgage upon which the Lender proceeds to foreclose.
13. Pursuant to the terms of the Note securing the Mortgage, the Mortgagor was to
make payments as follows:
14. Borrower will pay this loan in full immediately upon Lender's demand. If no
demand is made, subject to any payment changes resulting from changes in the
Index, Borrower will pay this loan in accordance with the following payment
schedule: 6 monthly consecutive interest payments, beginning October 5, 2007,
with interest calculated on the unpaid principal balance at an interest rate of
7.800% per annum; 54 monthly consecutive principal and interest payments in the
initial amount of $6,849.87 beginning April 5, 2008, with interest calculated on
the unpaid principal balances at an interest rate of 7.800% per annum; 185
monthly consecutive principal and interest payments in the initial amount of
$7,633.79 each, beginning October 5, 2012, with interest calculated on the unpaid
principal balances at an interest rate based on the Wall Street Prime (currently
8.250%), plus a margin of 1.000 percentage points, resulting in an initial interest
rate of 9.250%; and one principal and interest payment of$372,034.22 on March
5, 2028 with interest calculated on the unpaid principal balances at an interest rate
based on the Wall Street Prime (currently 8.250%), plus a margin of 1.000
percentage points, resulting in an initial interest rate of 9.250%. This estimated
final payment is based on the assumption that all payments will be made exactly
as scheduled and that the Index does not change; the actual final payment will be
for all principal and accrued interest not yet paid, together with any other unpaid
amounts under this Note. 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.
(Exhibit B—Promissory Note, p. 1).
15. An Event of Default has occurred under the terms of the Note, as the Borrower
failed to make payments when due. (Exhibit B —Note).
16. On June 19, 2014, Orrstown Bank notified the Borrower of her default and
demanded payment in full. (A copy of the Demand Notice is attached hereto as Exhibit "D" and
incorporated herein by reference).
17. As of July 29, 2014, the amount due and owing on the Note (inclusive of accrued
interest, late charges and other charges) that is secured by a pledge of the Mortgage is
$280,154.09 itemized as follows:
(a) Unpaid Principal $ 834,328.11
(b) Unpaid Interest $ 129,571.15
(c) Late Charges $ 9,424.65
(d) Attorneys' Fees $ 6,745.24
TOTAL $ 980,069.15
18. The Lender seeks to exercise its right to foreclose on the Mortgage pledged as
collateral for the Note.
WHEREFORE Plaintiff Magnolia Portfolio, LLC respectfully requests this Court enter
judgment of mortgage foreclosure against the mortgaged property for $980,069.15 plus all other
costs advanced by Plaintiff and interest accruing at a per diem rate of $168.02 and order a
judicial sale of the interests of the Mortgagor in the mortgaged premises.
Respectfully submitted,
RHOADS & SINON LLP
By: -
Stephanie E. DiVittore
Attorney I.D. No. 85906
sdivittore@rhoads-si non.coin
Kathryn D. Sallie
Attorney I.D. No. 208116
ksallienrhoads-sinon.com
One South Market Square
P.O. Box 1146
Harrisburg, PA 17108-1146
(717) 233-5731
Attorneys for Magnolia
Portfolio, LLC
VERIFICATION
Ann Hempfling, Asset Manager of Sabal Finanical Group, L.P., servicing agent for
Magnolia Portfolio, LLC,deposes and says, subject to the penalties of 18 Pa. C.S. §4904 relating
to unsworn falsification to authorities, that she makes this verification by her authority as such
officer and that the facts set forth in the foregoing Complaint are true and correct to the best of
her knowledge, information and belief,
Date Ann H mpflin , A ger
Sabal Financial Group, L.P.
EXHIBIT A
Parcal.Identification
Number.:
RECORDATION
REQUESTED BY:
CRRSTOWN BANK
$ ONEiEOGE OFF!O=
77 EAST KING ST'REE7
P O BOX 250
SHIPPENSBURG,PA
172-57
WHEN RECORDED MAIL
T0:
ORRSTOWN BANK
77 EAST KING STIR=-
P.O.
P.O.BCX 250
SHIPPENSBURG.PA
,7257
'rOR REOCR��n^'S+BSc ONLY
MORTGAGE
THIS IS A PURCHASE MONEY MORTGAGE
"mount Secured Hereby: $694,000.00
THIS MORTGAGE dated September 5, 2007, is made and executed between Pinexpress, LLC,
whose address is 60 Pine Street, Carlisle, PA 1.7013 (referred to below as "Grantor") and
ORRSTOWN BANK, whose address is 77 EAST KING STREET,P 0 SOX 250, SHIPPENSBURG,
PA 17257 (referred to below as "Lender"),
GRANT Or MORTGAGE For valuable consideration, Grantor grants, bargains, sells, conveys, assigns, transfers,
releases, corfinns and mortgages to;_ender all of Grantor's right,title, and;merest in and tc the following described
rEai propary, together with all existing or subsequently erected or affixed'buildings, improvements and fixtures; all
streets, lanes, alleys, passages, and ways; all easements, fights of way, all liberties, privileges, teneme
hereditaments,and appurtenances th=ereunto belonging or anywise made appurtenant hereafter,and the reversionsnts,and
remainders with respect thereto; all vater,water rights,watercourses and ditch riohts (including stock in utilities with
ditch or irrigation rights); and all other rights, royalties, and profits relating to the real property, including without
lim;ta-tion all minerals,oil,gas,geothermal and similes matters, (the "Real Property") located in Cumberland
County, Commonwealth of Pennsylvania:
See attached
The Real Property or its address is commonly known as 60 Pine Street,Carlisle, PA 17013.
CROSS-COLLATERALIZATION. In addition to the Note,this Mortgage secures all obligations,debts and Rabilities,plus
interest thereon,of Grantor to Lender,or any one or more of them,as well as all claims by Lender against Grantor or
any one or more of them,whether now existing or hereafter arising,whether related or unrelated to the purpose of the
Note,whether voluntary or otherwise,whether due or not due,direct or indirect,determined or undetermined,absolute
or contingent, liquidated or unliquidated, whether Grantor may be.liable individually or jointly with others, whether
obligated as guarantor,surety,accommodation party or otherwise,and whether recovery upon such amounts may be or
hereafter may become barred by any statute of limitations,and whether the obligation to repay such amounts may be or
hereafter may become otherwise unenforceable.
Grantor presently assigns to Lender all of Grantor's right,title,and interest.in and to all present and future leases of the
Property and all Rents from the Property. In addition, Grantor grants to Lender a Uniform Commercial Code security
interest in the Personal Property and Rents. _
THIS MORTGAGE,INCLUDING THE ASSIGNMENT OF RENTS AND THE SECURRY INTEREST IN THE RENTS AND
PERSONAL PROPERTY,IS GIVEN TO SECURE,(A) PAYMENT OF THE INDEBTEDNESS AND (B) PERFORMANCE OF
ANY AND ALL OBLIGATIONS UNDER THE NOTE IN THE ORIGINAL PRINCIPAL AMOUNT OF $694,000.00, THE
RELATED DOCUMENTS,AND THIS MORTGAGE. THIS MORTGAGE IS GIVEN AND ACCEPTED ON THE FOLLOWING
TERMS:
PURCHASE E MONEY MORTGAGE. If any of the debt secured by this Mortgage is tent to Grantor to acquire title to the
Real Property,this Mortgage shall be a purchase money mortgage under 42 P.S.Section 8141.
PAYMENT AND PERFORMANCE. Except as otherwise provided in this Mortgage, Grantor shall pay to Lender all
Mort aamountsesecured by this Mortgage as they become due and shall strictly perform all of Grantor's obligations under this
9
POSSESSION AND MAINTENANCE OF THE PROPERTY. Grantor agrees that Grantor's possession and use
Property shall be governed by the following provisions: of the
Possession and Use. Until the occurrence of an Event of Default,Grantor may (U remain in possession and
control of the Property; (21 use,operate or manage the Property;and (3) milect the Rents from the Property.
Duty to Maintain. Grantor shall maintain the.Property in tenantable condition and promptly perform all repairs,
replacements,and maintenance necessary to preserve Its value.
Compliance With Environmental Laws, Grantor represents and warrants to Lender that: (1) During the period of
Grantor's ownership of the Property,there has been no use,generation,manufacture,storage,treatment,disposal,
release or threatened release of anv Hazardous Substance by any Derson on.under. about or from the Pronern,:
3
t'
MORTGAGE
(Continued) Page 2
authorizeo user of the Property shall use,generate,menufac:ure,store,treat,dispose of please any Hazardous
Substance or,under,about or from the Pmoeriy;and fbl any such acti.�ty shall be conducted it m
copiiance with
all eopiicaole, federe
rai. sta , and local laws, regulations and ordinances, in cluding without lim a;ion all
EnvironmentsLaws. Grzraor authorizes Lender and its agents to enter upon the Property tc make such
inspections and tess, at Grartor's Expense. as lender may deem appropriate to de-,ermins compliance of the
Property with this saction of the Moricage. Any inspections or tests made b• Le nderh r '
s.ail oe for Lender's
purposes only and shaP not be construed to create any responsibility or fabiiity or the par;of Lender to Grantor or
to any other person. The representations and wenanties contained.*.erein ante based or Granmr's due diligence in
irn•esticating the Property for Hazardous Substances. Grantor hereby (i) ,61eases snd waivas any f•.t ure claims
against Lender for indemnity or cantribudon in the event Gran for becomes liable for cleanup or other coun
sts der
any such laws;and f2) agrees to indemnify,defend.and hold harmless Lender apainst an.and all claims,losses,
liabilftie_s,damages,penafties,and expenses which Lender may direcih•or indirectly sust :n or sufler resulting from
ft
a breach of this section of the ,or:gEge or as a consequence of any use, generation, manufacture_, storege,
disposal,release or threatened release occu ring prior to Grantor's ownership or interest.in the Property, whether
or not the same was or should have been known to Grantor. :nee m orovisiors of this seDn of the Mortgage,
including the oblioetior,to indemnify and defend,shall survive the pa)^nent of the Ind=ebtedness and the satis-acrior.
and reconveyance of the lien of this Mortgage and shall not be affected by Lender's acquisi mn of any interest in
the Property,whether by fgractcsure or othe wise.
Nuisance. Waste. Grantor shall not cause, conduct or permit any nuisance nor commir, parm^, or suffer any
stripping of or waste on or to the Property or any portion Of the Property. VA-:n tri limiting the generality of the
foregoing,Grantor will rot remove,or grant to any other party the right to remove,any timber,minerals(including
0"and gas),coal,clay,scoria,soil,gravel or rock products without Lender's prior written consent.
Removal of Improvements. Grantor shall not demolish or remove any improvements from the Real Property
without Lender's prior written consent. As a condition to the remove)of any Improvements,Lender may require
Grartor to make ansngements satisfactory to Lender to replace such Improvements with Improvements of at)east
equal value.
Lender's Right to Enter. Lender and Lender's agents and representatives may enter upon the Real Property at all
reasonable times to arend to Lender's interests and tg inspect the Real Property for purposes of Grantor's
compliance with the terns and conditions of this Mortgage.
Compliance with Governmental Requirements. Grantor shall promptly comply with all laws, ordinances, and
regulations, now or hereafter fn effect,of all governmental authorities applicable to the use or occupancy of the
Property,including without limitation,the Americans With Disabilities Act. Grantor may contest)n good faith any
such law,ordinance,or regulation and withhold compliance during any proceeding•including appropriate appeals,
so long as Grantor has notified Lender in writing prior to doing so and so long as,in Lender's sole opinion,Lender's
interests in the Property are not jeopardized. Lender may require Grantor to post adequate security or a surety
bond,reasonably satisfactory to Lender,to protect Lender's interest.
Duty to Protect. Grantor agrees nether to abandon or leave unattended the Property. Grantor shall do all other
acts,in addition to those ects set forth above in this section,which from the character and use of the Property are
reasonably necessary to protect and preserve the Property,
DUE ON SALE•CONSENT BY LENDER. Lender may,at Lender's option,declare immediately due and payable all sums
secured by this Mortgage upon the sale or transfer,without Lender's prior written consent,of all or any part of the Real
Property,or arty interest in the Real Property. A'sale or transfer'means the conveyance of Real Property or any right,
title or interest in the Real Property;whether legal,beneficial or equitable;whether voluntary or involuntary;whether by
outright sale,deed, installment sale contracL land contract,contract for deed,leasehold interest with a term greater
than three 13)years,lease-opUon contract,or by sale,assignment,.or transfer of any.bensficiai interest in or to any land
trust holding title to the Real Property,or by any other method of conveyance of an interest in the Real Property. If any
Grantor is a corporation,partnership or limited liability company,transfer also includes any change in ownership of more
than twenty-five percent(25%)of the voting stock,partnership interests or limited liability company interests,as the
case may be,of such Grantor. However,this option shall not be exercised by Lender if such exercise is prohibited by
federal law or by Pennsylvania low.
TAXES AND LIENS. The following provisions relating to the taxes and liens on the Property are part of this Mortgage;
PaymenL Grantor shall pay when due land in an evens prior to delinquency)all taxes,payroll taxes,special taxes,
assessments,water charges and sewer service charges levied against or on account of the Property,and shall pay
when due all claims for work done on or for services rendered or material furnished to the Property. Grantor shall
maintain the Property free of any gents having priority over or equal to the interest of Lender under this Mortgage,
except for those liens specifically agreed to in writing by Lender,and except for the Gen of taxes and assessments
not due as further specified in the.Right to Contest paragraph.
Right to Contest. Grantor may withhold payment of any tax,assessment,or claim in connection with a good taith
dispute over the obligation to pay,so long as Lender's interest in the Property is not jeopardized. If a lien arises or
is filed as a result of nonpayment,Grantor shag within fifteen(15)days after the lien arises or,if a lien is filed,.
within fifteen(i 51 days after Grantor has notice of the filing,secure the discharge of the lien,or if requested by
Lender,deposit with Lender cash or a sufficient corporate surety bond or other security satisfactory to Lender in an
amount sufficient to discharge the lien plus any costs and reasonable attorneys'fees,or other charges that could
accrue as a result of a foreclosure or sale under the lien. In any contest,Grantor shall defend itself and Lender and
shall satisfy any adverse.judgment before enforcement against the Property. Grantor shall name Lender as an
additional obligee under any surety bond furnished in the contest proceedings.
Evidence of Payment. Grantor shag upon demand furnish to Lender satisfactory evidence of payment of the taxes
or assessments and shall authorize the appropriate governmental official to deliver to Lender at any time a written
statement of the taxes and assessments against the Property.
Notice of Construction. Grantor shall notify Lender at least fifteen 05)days before any work is commenced,any
services are furnished,or any materials are supplied to the Property,if any mechanic's lien,materialmen's lien,or
other gen could be asserted on account of the work,services,or materials. Grantor will upon request of Lender
furnish to Lender advance assurances satisfactory to Lender that Grantor can and will pay the cost of such
Improvements.
PROPERTY DAMAGE INSURANCE. The following provisions relating to insuring the Property are a part of this
Mortgage:
Maintenance of Insurance. Grantor shall procure and maintain policies of fire insurance with standard extended
coverage endorsements on a replacement basis for the full insurable value covering all Improvements on the Real
Property in an amount sufficient-to avoid application of any coinsurance clause, and with a standard mortgagee
clause in favor of•Lander. Grantor shall also procure and maintain comprehensive general liability insurance in such
,
ti
{
t
f
)
MORTGAGE i
(Continued) Pace 3
cgv=raga arndua as Lender may;ecus;win.Lender being-c=anoe:as ecditional insured it such liability ins'J once
policies. Additionally, Grantor snail maintain such,tier insurance,ingludinc b:rt not limited to hazard, business
interJpd^Dn an"boiler insurance as Lander may reouire. Poiicies s'tali be w-rtan by such insurance companies and
ir.such form as may be reasonably accectable tc Lender. Grantor shall deliver to Lender certificates cf coveraoe
from eacl.insure;containing e stipule-,ion that coverage will no;be cancelisd or diminished wirjout a minimum of
ten i such
days'ping;writtennotice to Lender and not containing any discleimsr c4 the irsurer's liability for failure to
give such notice. Each issuance policy a!sc shall include az eroorsement providing that coverage in favi of
Lender will not be impaired in any way by any act,omission gr,,=_fault cf Gra^mr or any other person. Should the
Real Preper;t•be located is an area desionamel by the_Director of the-edetai Emergency Management Agency as a
special flood hazard area, Grants, aorees to obtain and maintain=ederal Flddd Insurance, if available,-within t5
dans anter notice is given by Lender that the Property is located is.a special flood hazard area, for the full unpaid
orineip_!ba!ance of the loan and any prior liens on the pmperry securing the_loan,uc to the maximum policy limits
set under the ttationai Hood insurance_ Program, or as othervrise recuired by Lender, and to :maintain such
insurance fpr the term of the Iran.
:.ppficatior,of Proceeds. Grantor shall promptly notify Lender any loss or damage tc the Property. Lender may
make prod.'of loss ff Grantor fails to do so within fifteen S,5) days cf the casualty. yrinether or not Lender's
security is impsired.Lender may,at Lender's election,receive and retain the proceeds of any insurance and apply
the proceeds to the reduction of the indebtedness,payment of any tier.affecting the Property, or the restoration
and repair of the Property. If Lender elects to apply the proceeds to restoration and repair,Grantor shall repair or
replace the damaged or destroyed Improvements in a menner satisfactory to Lender. Lender shall, upon
satisfactory proof of such expenditure, pay or reimburse Grantor f-om the proceeds for the reasonable cost of
repair or restoration if Grantor is not in default undar this Mo^age. Any proceeds which have not been disbursed
witFin i SD days after dheir receipt and which Lender has not commined to the repair,or restoration of the Property
shall be used first to pay any amount owing to Lender under:,his Mortgage,then to pay accrued interest,and the
remainder,if any,shall be applied to the principal balance of-the Indebtedness. If Lander holds env proceeds after
payment in ful!of the Indebtedness,such proceeds shall be paid to Grantor as Grantor's interests may appear.
Grantor's Report an Insurance. Upon request of Lender,however not more than once E vear,Grantor shall furnish
to Lender a report on each existing policy of insurance showing: (1) the name of the insurer; (2) the risks
insured: (3) the amount of the policy; (4) the property insured, the then current replacement value o`such
property,and the manner of determining that value;and (5) the expiration date of the poricy. Grantor shall,upon
re-quest of Lender,have an independent appraiser satisfactory to Lender determine the cash value replacement cost
of the Property.
LENDER'S EXPEND(TURES. If any action or proceedi e is commenced that would materially affect Lender's interest in
the Property or if Grantor fails to comply with any provision of this Mortgage or any Related Documents,including but
not limited to Granto's failure to discharge or pay when due any amounts Grantor is required to discharge or pay under
this Mortgage or any Related Documents,Lender on Grantor's behalf may(but shall not be obligated tot take anv action
that Lender deems appropriate, including but not limited to discharging or paying all taxes, liens, security interests,
encumbrances and other claims, at any time levied or placed on the Property and paying all costs for insuring,
maintaining and preserving the Property. All such expenditures incurred or paid by Lender for such purposes will Lien
beer interest at the rate charged under the Note from the date incurred or paid by Lender to the date of repayment by
Grantor. All such expenses will become a part of the Indebtedness and, at Lender's option,will (A) be payable on
demand; (R) be added to the balance of the Note and be apportioned among and be payable with any installment
payments to become due during either (1) the term of any applicable insurance policy;or (2) the remaining term of
the Note;or (C) be treated as a balloon payment which will be due and payable at the Note's maturity. The Mortgage
also will secure payment of these amounts. Such right shall be in addition to all other rights and remedies to which
Lender may be entitled upon Default. Grantor's obligation to Lender for all such expenses shall survive the entry of any
mortgage foreclosure jud,gmem.
WARRANTY;DEFENSE OF TiTLE. The following provisions relating to ownership of the Property are a part of this
Mortgage:
Title. Grantor warrants that. Sa)Grantor holds good and marketable title of record to the Property in fee simple,
free and clear of all liens and encumbrances other then those set forth in the Real Property description or in any
dde insurance policy,title report,or final title opinion issued in favor of,and accepted by,Lender in connecdon
with this Mortgage,and (b)Grantor has the full right,power,and authority to execute and deliver this Mortgage to
Lender.
Defense of Title. Subject to the exception in the paragraph above,Grantor warrants and will forever defend the
title to the Property against the lawful claims of all persons. In the event any action or proceeding is commenced
that questions Grantor's title or the interest of Lender under this Mortgage, Grantor shall defend the action at
Grantor's expense. Grantor may be the nominal party in such proceeding, but Lender shall be entitled to
participate in the proceeding and to be represented in the proceeding by counsel of Lender's own choice, and
Grantor win deriver,or c*use to be delivered,to Lender such instruments as Lender may request from time to time
to permit such participation.
Compliance With Laws. Grantor warrants that the Property and Grantor's use of the Property complies with all
existing applicable laws,ordinances,and regulations of governmental auttwrities.
Survival of Representations and Warranties. All representations,warranties,end agreements made by Grantor in
this Mortgage shall survive the execution and delivery of this Mortgage,shall be continuing in nature, and shall
remain in full force and effect until such time as Grantor's Indebtedness shall be paid in full.
CONDEMNATION. The following provisions relating to condemnatidn proceedings are a part of this Mortgage:
Proceedings. If any proceeding in condemnation is filed, Grantor shall promptly notify Lender in writing, and
Grantor shall promptly take such steps as may be necessary to defend the action and obtain the award. Grantor
may be the nominal party in such proceeding,but Lender shall be entitled to participate in the proceeding and to be
represented in the proceeding by counsel of its own choice, and Grantor will deliver-or cause to be delivered to
Lender such instruments and documentation as may be requested by Lender from time to time to permit such
participation.
Application of Not Proceeds: If all or any part of the Property is condemned by em(nent domain proceedings or by
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MORTGAGE
(Con inuedl Pacie 4
Curer Taxes, ,Fees and Charces. Upon request by Lender,Grantor&hail arae.e such documents in Oddi:ipr,cp
,his Wig-gage :eke wherever other actio,is requested by Lender to perfect and Continue Lender's fieri on the
Feel Property.al--cGrantor shall reimburse Lender for all :axes, as described beiov:, together With all expenses
incurred in re_o;ciing, perfecting or continu•:nc this Mortgage, inciudirg wit';part iimitation a,, ;axes, fees,
documentary S. FPS,and oL`w_r Charges for recording or registering this Mortgage.
Taxes. The fallowing s`ali constitute taxes to which this section apples: (11 a soe:ific tax soon this type of
I'Aa:nage or upon all or any par, of the Indebtedness secured by this heortcage; (2) a specific tax on Gras:or
which G;an p; is ai„horized or required to deduct from payments on the Irdeotedness secured by this type of
L4ortcage: tai a tar,on this type Of I.hortgege Chaneabl=_against L':e Lender or the holder of the Note;and {�) a
speci is:az on all o any Portion of the Indeb acing s or on payments of principal ar interest made by Grantor.
Subsequent Taxes. If any tax to which this section applies is anacted subsequent to the date of this r4ortcage,
this event shall have the same effect as an Evert of Default,and Lender may exercise any or all of it: available
remedies for an "Event of Default as orovided below uniess G:amor either ii) pays the tax before IT becomes
da)inquent,or (2) contests the tax as provided abpve int Taxes and Liens section and deposits v:ith Lender
cash or a sufficient corporate surety bond or other security satisfactory to Lender.
SECURITY AGREEMENT:FINANCING STATcfAENTS. The follcveing provisions relating to this Ilio-gage=s a security
agreement are a car,of this Mor-,rage:
Security AgreemerrL This instrument shall const^u•e a Security Agreement to the extent any of the Property
constitutes fixtures,and Lender shelf haw ail of the rights of a secured party under the Uniform Commercial Code
as amended from time to time.
Security Interest. Upon request by Lender,Grantor shall take whatever action is requested by Lender to perfect
and continue Lender's se^ lit interest in the Rents and Personal Property. In addition to recording this Mortgage
in the real property retards,Lender may,at arty rima o thou:further authorization from Grattor,file executed
counterparts,copies or reproductions of this Moricage as a financing statement. Grantor shall reimburse Lender
for all expenses incurred in perfecting or continuing this security interest. Upon default,Gn„ntor shall not remove,
sever or detach the Personal Property from the Property. Upon default, Grantor shall assemble any Personal
Propertynot affixed to the Property in a manner and at a piece reasonably convenient to Grantor and Lender and
make it available to Under within three (3) days after receipt of Written demand from Lender to the extent
Permitted by applicable law.
Addresses. The mailing addresses of Grantor (debtor) and Lender (secured parry) from which information
concerning the security interest granted by this Mortgage may be obtained (each as required by the Uniform
Commercial Code)are as stated or.the first page of this Mortgage.
FURTHER ASSURANCES;ADDITIONAL AUTHORIZATIONS. The following provisions relating to further assurances and
additional authorizations are a part of this Mortgage:
Further Assurances. At any time, and from time to time,upon request of Lender,Grantot will make,execute and
deliver,or will cause to be made,executed or delivered,to Lender or to Lender's designee,and when requested by
Lender,cause to be fled, recorded,refiled,or rerecorded,as the case may be,at such times and in such offices
and places as Lender may deem appropriate,any and ail such mortgages,deeds of trust,security deeds,security
agreements, financing statements, continuation statements, instruments of further assurance, certificates, and
other documents as may,in the sole opinion of Lender,be necessary or desirable in order to effectuate,complete,
perfect, continue; or preserve (1) Grantor's obligations under the Note, this Mortgage, and the Related
Documents,and (2) the liens and security interests created by this Mortgage as first and prior liens on the
Property,whether now owned or hereafter acquired by Grantor. Unless prohibited by law or Lender agrees to the
contrary in inciting, Grantor shell reimburse Lender for all costs and expenses incurred in connection with the
matters referred to in this paragraph.
Additional Authorizations. If Grantor fails to do any of the things referred to in the preceding paragraph,Lender
may do so for and in the name of Grantor and at Grantor's expense. For such purposes, Grantor hereby
Irrevocably authorizes Lender m make,execute,deliver,file,record and do all other things as may be necessary or
desirable, in Lender's sole opinion, to accomplish the matters referred to in the preceding paragraph. It is
understood that nothing set forth herein shall require Lender to take any such actions.
FULL PERFORMANCE. if Grantor pays all the Indebtedness when due,and otherwise performs all the obligations
Imposed upon Grantor under this Mortgage; Lender shall execute and deliver to Grantor a suitable satisfaction of this
Mortgage and suitable statements of termination of any financing statement on file evidencing Lender's security interest
In the Rents and the Personal Property. Grantor will pay,If permitted by applicable law,any reasonable termination fee
as determined by Lender from time to time.
EVENTS DEFAULT. Each of the following, at Lender's option, shall constitute an Event of Default under this
Payment Dafa'ldt. Gramor fails to make any payment when due under the Indebtedness.
Default on Other Payments. Failure of Grantor within the time required by this Mortgage to make any payment for
taxes or insurance,or any other payment necessary to prevent filing of or to effete discharge of any lien.
Other Defaults. Grantor fails to comply with or to perform any other term, obligation, covenant or condition
contained in this Mortgage 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 Grantor.
False Statements. Any warranty, representation or stelement made or furnished to'Lender by Grantor or on
Grantor's behalf under this Mortgage or the Related Documents Is false or misleading in any material respect,
either now or at the time made or fumished or becomes false or misleading at any time thereafter.
Defective Collaterafaation. This Mortgage or any of the Related Documents ceases to be in full force and effect
(including failure of any collateral document to create a valid and Pa.ttated security interest or lierl at any time and
for any reason.
r
Death or Insolvency. The dfssofution of Grantor's (regardless of whether election to continue is made), any
member withdraws from the limited liability company,or any other termination of Grantor's existence as a going
business or the death of any member,the insolvency of Grantor,the appointment of a receiver for any part of
Grantor'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 Grantor.
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'Grantor or by any governmental agency
against any prdperty securing the Indebtedness. This includes a garnishment of.any of Grantor's accounts,
including deposit accounts, with Lender. However, this Event of Default shall not apply if there is a good faith
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MORTGAGE
(Continued) Page 5
diszLice oy Crantcr as tC the valid-,D.:easoncbieness of^_claim which is the basis of me c editor or fn.'fei- -e
pceedi; and if Gramor owes Lender-,;-an notice of the creditor or forfeiture pro e:aunc and deposits with
Lroander monies or a stl.ety bond for the credim ;o.forfeiture procecdi'1_,in,an arncuni determined by Lenoar,in is
sole discretion,as beim an.adequate;esarve or bond for the diso•um.
Breach of Other Agreement. Anv b-.8 a-'---Y Grantor under fha terms of any o;he:agreement b=_tween Gran;or an
Lenoar that is not remedied within any orate period provided therein, including without limi:atior,any-ogreemen-
concerning any indebtedness or Other obligation of Grantor r_ender,whether existing now or later.
Events Affecting Guarantor. Any of;he preceding events occurs with respect to any Guarantor o' any of ih_
Indebtedness or any cava:antor disc r. beccmes )ncompetem, o. revokes or disputes the vaiidry of, or L•ebllly
under, arty Gue.anty o`the Ind=_biedness. In thc_ event of 2 death• Lender, a;lts option• m�2y, btt shall not be
require6 to,permit the Guarantor's estate to assume unconditionally the obligations ansine under the auarany in
mariner satisfactory to L=nder•and,in doinc so,cure any Event of Default.
Adverse Change. A, material adverse change occurs in Grantor's financial condition, or Lender balievas the
p.cspect of paymera or performance of the Indebtedn^-ss is impaired.
Insecurcv. Lender in ocod faith believes hsetf insecure.
Right to Cura. If any default,other than.a default in payment is cu.abis and if G�ntor has not been given a notice
of a breach of the same prevision o'this Mortgage rgthin the preceding twelve lit 2)months, h may be cured H
cured after receivino written notice from Lender demanding cure of such defaui^. (1) cures the default within
fifteer,051 days;or C2) if the cure requires more than fifteen(i 5)days,immedately inmates 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 compliers as Boor.as reasonably practical.
RIGHTS AND REMEDIES ON DEFAULT. Upon the occurrence of an Event of Default and at any time thereafter,Lender,
at Lender's Option,may exercise any one Or more of the following:)ohs and remedies,in addition to any other rights or
renedies provided by la-:
Accelerate Indebtedness. Lender shall have the right at is option, after giving such notices as required by
applicable law,to declare tlw erH)re Indebtedness immediately due and payable.
UCC Remedies. With respect to all or any part of the Personal Property, Lender shall have all the rights and
remedies of a secured parry under the Uniform Commercial Code.
Collect Rants, Lender shall have the right, whhout notice to Grantor, to take possession of the Property and
collect the Rents,including amounts past due and unpaid, and apply the net proceeds,over and above Lender's
costs,against the Indebtedness. In furtherance of this richt.Lender may require any tenant or other user of The
Property to make payments of rent or use fees directly to Lender. If the Rents ara collected by Lender, then
Grantor irrevocably authorizes Lender to endorse instruments received in payment thereof in the name of Grantor
and to negotiate the same and collect the proceeds. Payments by tenants or other users to Lender in response to
Lender's demand shall satisfy the obligations for which the payments are made,whether or not any proper giounds
for the demand existed. Lender may exercise is rights under this subparagraph either in person, by agent, or
through a receiver.
Appoint Receiver. Lender shall have the right to have a receiver appointed to take possession of all or any par,of
the Property,with the power to protect and p-eserve the Property,to operate the Property precedino foreclosu,,a or
sale, and to collect the Rens from the Property end apply the proceeds, over and above the cost of the
receivership, against the Indebtedness. The receiver may serve without bond if permitted by law. Lender's right
to the appointment of a receiver shall exist whether or not the apparent value of the Property exceeds the
Indebtedness by a substantial amount. Employment by Lender shall not disqualify a person from serving as a
receiver.
Judicial Foreclosure. Lender may obtain a judicial,decree foreclosing•Grantor's interest in all or any part of he
Property.
Possession of the Property. For the purpose of procuring possession of the Property,Grantor hereby authorizes
and empowers any attorney of any court of record in the Commonwealth of Pennsylvania or elsewhere,as attomey
for Lender and all persons claiming under or through Lender,to sign an agreement for entering in any competent
court an amicable action in ejectment for possession of the Property and To appear for and confess judgment
against Grantor, and against all persons claiming under or through Grantor, for the recovery by Lender of
possession of the Property, without any stay of execution,for which.this Mortgage,or a copy of this Mortgage
verified by affidavit,shall be a sufficient warrant; and thereupon a writ of possession may be issued forthwith,
without any prior writ or proceeding whatsoever.
Nonjudicial Sale. It permitted by applicable law,Lender may foreclose Grantor's interest in all or in any pert of the
Personal Property or the Real Property by norHudicial sale.
Deficiency Judgment. Lender may obtain a judgment for any deficiency remaining in the Indebtedness due to
Lender after application of all amounts received from the exercise of the rights provided in this section.
Tenancy at Sufferance. if Grantor remains in possession of the Property after the Property is sold as provided
above or Lender otherwise becomes entitled to possession of the Property upon default of Grantor, Grantor shall
become a tenant at sufferance of Lender or the purchaser of the Property and shall,at Lender's option,elther (1)
pay a reasonable rental for'ihe use of the Property,or fy vacate the Property immediately upon the demand of
Lender.
Other Remedies. Lender shall have all other rights and remedies provided in this Mortgage or the Note or available
at law or in equity.
Sale of the Property. To the extent permitted by applicable law, Grantor hereby waives any and all right to have
the Property marshalled. In exercising Its rights and remedies, Lender shall be free to sell off or any part of the
Property together or separately,in one sale or by separate sales. Lender shall be entitled to bid at any public sale
on all or any portion of the Property.
Notice of Sale. Lender shaft give Grantor reasonable notice of the time and place of any public sate of the Personal
Property or of the time after which any private sale or other intended disposition of the Personal Property is to be
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MOR GAGS
(Continued) Pace
under this I✓o„ga_e or Otherwise shall be coas,rJej so as to limit or ras;rEct the igyu aid remedies available to
Lender following an went o,De 'aut',,or in any way to limit o:restrict the rfg'n•.s and ability of L enJc_r to proceed
directly agairst Grantor andlar aoairst any other co-maker,puarantor,srety or enborser and%or tc proceed against
any other collateral directly or indirectly Securing the Indebtedness. -
Attomays' Fees:=Expenses. If Lender institutes any suit or action to enforce any of the farms o pis t,4n_ get
Lender shat;be entitled to recover such sun as the court may adiudge reasgnabie as tomeyS' fees at -,end
upon any appeal Whether or not any Court action is involved, and to the extent not prohibited by law, all
reasonable expenses Lender incurs that in Lender's opinion are necessary et any time for ire protection of its
interest or the enforcement of its rights shall became a par;of the indebtedness payable an demand and shall bear
interest at the Note rate'Tom the date of the expenditure:rtii repaid. Expenses covered by
without limitation, however subject to any limits under applicable law, le a iorneys't include,
pp Lender's reasonable =ttorntiys' fees and
_tinder's legal expanses,whether or not here is a lawsuit,includma reasonable attorneys'fees and expanses for
bankruptcy proceedings (including efforts to modify or vacate any automatic Slav or inj.rnctloni,appeals,and any
anticipated past-iudoment collection services, -the cosi of searching records, obtaining title repots pncludino
foreclosure_ reports), surveyors' reports, and 8pp;aisal fees and title insurance, to the extent permiaed by
appiicebie law. Grantor also will pay any court costs,in addition tc all other sums provided by law.
NOTICES. Uniess otherwise provided by applicable law,any notice required to be given under this Mortgage shall be
given in writing, and shall be effective when actually delivered, when actually received by telefacsimile lunless
otherwise required by law),when deposited with a nationally recogn=ed overnight courier,or,if mailed,whey,deposited
in the United States mail, as first class,ce—ifted w registered mail Postage prepaid, directed TO the addresses shown
near the beginning of this Mortgage. All copies of notices of foreclosure from the holder of any lien which has priority
ver this Mortgage shall be sent to Lender's address, as shown near the beginning of the Mortgage. Any party.-ay
change is address for novices under this Mortgage by giving foetal written notice to the other bartfes,specifying that
the purpose of the notice is to change the party's address. For notice purposes, Grantor agrees tokeep Lender
informed at all times of Gramor's current address. Unless otherwise provided by applicable law,if there is more than
one Grantor,any notice given by Lender to any Grantor is deemed to be notice given to all Grantors.
MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Mo^gage:
Amendments. This Mortgage, together with any Related Documents, constitutes the entire understanding and
agreement of the parties as to the matters set forth in this Mortgage. No alteration a'or smandmem to this
Mortgage 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.
Annual Reports, If the Property is used for purposes other than Grantor's residence, Grantor shelf furnish to
Lender, upon request, a certified statement of net operating income received from the Property during Grantor's
previous fiscal year in such form and detail as Lender shall require. "Net operating income"shall mean all cash
receipts from the Property less all cash expenditures made in connection with the operation of the Property.
Caption Headings. Caption headings in this Mortgage are for convenience purposes only and are not to be used to
interpret or define the provisions of this Mortgage.
No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Mortgage 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 Mortgage 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 Mortgage. No prior waiver by Lender,nor any course of dealing between Lender and
Grantor, shall constitute a waiver of any of Lender's rights or of any of Grantor's obligations as to any future
transactions. Whenever tate consent of Lender is required under this Mortgage,the granting of such consent by
Lender in any instance shall not constitute continuing consent to subsequent Instances where such oonsent is
required and in all cases such consent may be granted or withheld in the sole discretion of Lender.
Sovetability. If a court of competent jurisdiction finds arty provision of this Mortgage to be illegal, invalid, or
unenforceable as to any circumstance, that finding shall not make the offending provision illegal, invalid, or
unenforceable as to any other circumstance. If feasible,the offending provision shall be considered modified so
that it becomes legal, valid and enforceable. If the offending provision cannot be so modified, it shall be
considered deleted from this Mortgage. Unless otherwise required by law, the illegality, invalidity, or
unenforceability of any provision of this Mortgage shall not affect the legality,validity or enforceability of any other
provision of this Mortgage.,
Merger. There shall be no merger of the interest or estate created by this Mortgage with any other interest.or
estate in the Property at any time held by or for the benefit of Lender in any capacity,without tate written consent
of Lender.
Successor Interests. The terms of this Mortgage shall be binding upon Grantor,and upon Grantor's heirs,personal
representatives,successors,and assigns,and shall be enforceable by Lender and its successors end assigns.
Time is of the Essence. Time is of the essence in the performance of this Mortgage.
DEFINITIONS- The following capitalized words and terms shall have the following meanings when used in this
Mortgage. 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
shelf include the singular, as the context may require. Words and terms not.otherwise defined in this Mortgage shall
have the meanings attributed to-such terms in the Uniform Commercial Code:
Borrower. The word 'Borrower` means Pinexpress, LLC and includes all co-signers and co-makers signing the
Note and all their successors and assigns.
Default. The Word'Defautt"means the Default set forth in this Mortgage ir,the section tided'Default`.
Environmental Laws. The words 'Environmenral Laws' mean any and all state, federal and local statutes,
regulations end ordinances relating to the protection of human health or the environment, including without
limitation the Comprehensive Environmental Response,Compensation,and Lisbllity,Act of 1980,as amended,42
U.S.C.Section 9601,at seq.('CERCLA'),the Superfund Amendments and Reauthorization Act of 1986, Pub.L
No.99-499("SARA'),the Hazardous Materials Transportation Act,49 U.S.C.Section 1801,et seq.,the Resource
Conservation and Recovery Act 42 U.S.C.Section 6901,at seq.,or other applicable state or federal laws,rules,
or regulations adopted pursuant thereto.
Event of Default. The words'Event of Default"mean any of the events of default set forth in this Mortgage in the
events of default section of this Mortgage.
Gramor. The word'Grantor'means Pinexpress,LLC.
Guarantor. The word 'Guarantor" means any guarantor,.surety, or accommodation party of any or all of the
I
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MORTGAGE
(Continued) Page 7
Indebtedness.
G uaranry. Tne word "Guaranty` mea:^.=_ the guaranty Zue.-antor t.. __r,b including v:Fthout iim+ration a
ouaranty c;at?or pas of the Nota. — .. .
Hazardous Substances. T-a words "Ha'ardcus Substanc=_' mean materials that, because of th=ir
cencen;ration or physical. ch=_miga!or inf=^hos c:^.a aaaristics, may c2 sa or pose a Present o;o_tantiaf hazard
:o human heath a,,the envi:tinnent wean impreperly used,treat=_d,stored,disposed of,generated,manufag:ur£d,
transported or oth=erwise handfed. The words'Hazardous- Substances"are used in:: it very broadest sense and
include wi:bout limi:atigr,any and all hazardous or toxic substances, materia!s or waste as defined by or asted
under the Environmental L_av:s. The term,"Hazardcus substances`also includes,v+t^nut limitatich,petrol=_um and
petroleum by-products or any fraction thereof and asbestos.
improvements. The word "inprovaments' means all ex:snn- and fulzure improvements, buiidino<_, structures,
mobil_homes a..,,,__on h£ Reat Property, facili s,add^cors, placements arvd ether conszruction on the Real
Indebtedness. The word 'lndeb'=_c'ness" means all princi a!, i^a est, arid other amoun-s, costs and expenses
patirsble under the Note or Related Documents, together v.•!th all renewals of, =extensions of, modifications cf
consoiidaticns of and substitutions for the Note o;Related Documents and any amounts expended ar od anted by
Lander to disc barge G-rantor's obligazians or expenses incurred by ender to enforce Granror's -b;ioe.,ions under
this ificrtcage, together with interest or, such amounts as provided in ds Moiigag'ef Specifically, without
limitation,-indebtedness includes all amount's that may be indirecth•secured by the Cross-Collateralization provision
of this fJo-gage.
Lender. The word'Lender"means ORP,STOWN BANK,its successors.and assigns. "
R9ortcage. The word"Mortgage"means this Mor-mace between Grantor and Lender.
Note. The word "Note' nearis the prom;-cry note dated September 5, 2007, in the Original principal
amount of$884,000.00 from Grantor to Leader,together with at;renewals of,extensions of,modifications
of,refinancings of,consolidations of,and substitutions for the promissory note or agreement. The maturity date c',
the Note is March 5,2028.NOTICE TO GRANTOR: THE NOTE c CONTI AIMS A VARIABLE INTEREST RATE.
Personal Property. The words `Persona! Property" mean afi equipment fixtures, and other articles of personal
property now or hereafter owned by Grantor, and now or hereafter attached or afnxad to the Real Property;
together with all accessions, parts, and additions to, all replacements of, and all substitutions for, any of such
property; and together with all proceeds (including without limitation all insurance proceeds and refunds of
premiums)from any sale or other disposition of the Property.
Property. The word"Property"means collectively the Real Property and the Personal Property.
Real Property. The words"Real Property"mean the r==-al property,interests and rights,as further described in this
Mortgage.
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 mg-gages, and all other instruments, agreements and documents, whether now or hereafter
existing,executed in connection with the Indebtedness.
Rents. The word "Rents" means all present and future rents,revenues,income, issues, royalties, profits, and
other benefits derived from the Property.
GRANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS MORTGAGE,AND GRANTOR AGREES
TO ITS TERMS,
THIS MORTGAGE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS MORTGAGE IS AND SHALL CONSTITUTE
AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW.
GRANTOR:
PINFXPRES LLC
By [i2:: - (Seal)
A.Goss,Member of Pinexpress,LLC
"
By, r� ~�� fSeall
Chas J. sidy,M o Pmexpress,LLC
Sign ac wle d and delivered in the presence of:
x— a, J,.
Witness
X
Witness
CERTIFICATE OF RESIDENCE
I hereby certify,that the precise address of the mortgagee,ORRSTOWN BANK,herein is as follows:
Y
NIORTGAGc
(CQntinuef
UmITED LIABILITY COMPANY ACKNOTVLEDGI'AENT
0OMfADN4ic4;LTH OF PENNSYLVANIACOUN—�Y OF
}
vp this,the i day c' C.,JI'�-P'(•� l�l t .2 %�� i before ms
s, s-t ,the undarsigned Ngtar�?ublig, 'sonafi apse -
par y aced Jeffrey A.Goss,F.tember of
Finexpmss, LLC and michael J. Cassidy, h9embar of Pinexpress, L'_C, who acknowledged themselves to be tie
members or desi_neted agents of Pinexpress. LLC, a 'Limited Liability Company, and hat they as such nembers or
designated agars,being authorized to do so,execute)the foregoing instrument`c*the purposes therein,contained by
signing the name of.the Litt:ited Liability Company by hemse!ves as members or designated agents.
I hereunto set my hand and o:ficiai sea.
pc� I Nasrial&MI �-
Kadry-L.Mtaam rt Aio-�rI p )RC I n) 7 ;;1 ,'�� ;��� J�,�l�'i i�lf�i
Ca-lisle Boro>tlg,DEnkrland Co:mty,P
lvfYCommisston-P=Aug=11,2011 Notary?ubJh,-in and for the State of �1 I
s ;
SCHEDULE A
A 7ACH LEGAL DESCRIPTION Or MOR T GAGED PROPcRT':
TRACT NO. 1:
ALL THAT CERTAIN' tract of land with the improvements thereon erected situate in South
Middleton Township; Cumberland Counts, Pennsylvania, bounded and described in accordance
with survey made by Thomas A. Neff. Registered Surveyor, on 9/28/1964, as follows:
BEGINNING at an iron pipe on the South side of 50 feet wide Pine Street at corner of land now
or formerly of Feuchtenberger Estate; thence from said iron pipe at the place of Beginning along
the Southern line of said 50 feet Nvide Pine Street, South 51 degrees 15 minutes East a distance of
298.73 feet to an iron pipe at corner of land of Magdalene Rillo,which iron pipe is 50.27 feet West
of line of land now or formerly of Warren R. Monismith measured along the Southern line of said
50 feet wide Pine Street; thence along said other land of Magdalene Rillo parallel to and 50 feet
Westvi,ard from said land now or formerly of Warren R Monismith, South 32 degrees 46 minutes
West a distance of 140.78 feet to an iron pipe; thence still along said land of Magladene Rillo,
North 51 degrees 15 minutes West a distance of 314.47 feet to an iron pipe in line of land now or
formerly of said Feuchtenberger Estate; thence along line of land of said Feuchtenberger Estate,
North 40 degrees East a distance of 140 feet to an iron pipe in the Southern line of 50 feet wide
Pine Street,the Place of Beginning.
TRACT NO. 2:
ALL THAT CERTAIN tract of land in South Middleton Township, Cumberland County,
Pennsylvania, appearing as Lot No. 2 on the Final Minor Subdivision Plan for Joseph A. Rillo, et
ux as prepared by Biscon Land Surveying Company, Inc., dated 3/14/1987 and revised 3/17/1987
and recorded in Cumberland County Plan Book 52, page 122 being more particularly bounded
and described as follows:
BEGINNING at an. iron pin set on the South side of Pine Street at the Southeast corner of other
lands of grantees; thence along said Pine Street South 50 degrees 15 minutes 00 seconds East
24.18 feet to an iron pin; thence along Lot No. 1 of the aforementioned Subdivision South 32
degrees 44 minutes 20 seconds West 206.55 feet to a point; thence continuing along Lot No. 1 of
the aforementioned Subdivision North 50 degrees 15 minutes 00 seconds West 347.32 feet; thence
along lands now or .formerly of Bonnie Heights Homes, Inc., North 39 degrees 47 minutes 25
seconds East 65 feet to a post; thence along other Iands of the grantees South 50 degrees 15
minutes 00 seconds East 315.10 feet to a pipe; thence along other lands of the grantees North 32
degrees 44 minutes 20 seconds East 141.05 feet to the Place of Beginning.
s
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ROBERT P. ZIEGLER !
RECORDER OF DEEDS
MT IB IRL IND COUNTY
A,
COURTHOUSESQ
CARLISLE, PA 17013
717-240-6374
ENE
Instrument Number-200-734704
Recorded On 9/5/2007 At 4:09:18 PM Total Pages- 10
r Instrument Tl'pe-MORTGAGE
Invoice?lumber-3885 User ID -R -K
}Mortgagor-PINEXTRESS LLC
Mortgagee-ORRSTOWN B_AINK
Customer-DU 'CAIN
`FEES
STATE WRIT TAX $0.50 Certification Page
STATE JCS/ACCESS TO $10.00
JUSTICE DO NOT DETACH
RECORDING FEES - $21.50
RECORDER OF DEEDS
AFFORDABLE HOUSING $11.50 This page is now part
COUNTY ARCHIVES FEE $2.00 of this legal document.
ROD ARCHIVES FEE $3.00
TOTAL PAID $48.50
I Certify this to be recorded
III Cumberland County PA.
47.j, RECORDER O
:-Information denoted by an asterisk.may change during.
the verification process and may not be reflected on this page-
I f f f 00030f lDi f
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EXHIBIT B
PROMISSORY NOTE
�l a ^vu-ltv j art�G, C ,i% Oi ' r �.vL i } Ff��r 1 �'ili�� i
P i 3GIk l bin L�,2 (�f_ ! i i s nr
I �
X894,000,00 j 09-05-2007 } 26.174-29OG2 I p-13. MY i )
n_ eren,es ;n me-1 x e s cD0 e i� __..,,cr s Cls only d•� _ �,..i•�"C ��IICcDiI,-\� °ih:S ;C _Any L,cil i-8^, i
nv^ cJOve JJntaini^ `•« has been Cm:reb due To ex"'le.ni v','i!IiS;''atDo nS. .. i
Bo"rower: Pinexprest, LLC ,TIN: 26-0302884) Lender: RRSTOWN SANK
60 Pine Street STONEHEDGE OFFICE
Oariisie, A 17013 77 EAST KING STR-T
P 0 BOX 250
SHIPPENSBURG, PA 17257
Principal Amount: s894,000.00 Lute of (dote: September 5, 2007
1✓aturity Daze: i E oh 5, 2025
PRO'AISE TO PAY. Pinexpress, LLC ("Borrower") promises to pay to 0RRST0k-%`N BANK ('Lends-."), or order, in lawful money of the Un ed
States of America, the principal amount of Eight Hundred Ninety-four, Thousand & 00100 Dollars (8894,000.00), together with interest on the
unpaid principal balance from September 5, 20;'D7, until paid in full.
PAYMENT. Borrower will pay this loan in fulls immediately upon Lender's demand. 'if no demand is made, subject to any payment changes
resulting from changes in the Index. Borrower will pay this [oar, in accordance with the following payment schedule: 6 monthly cansecutive
interest payments, beginning October 5, 2007, with interest calculated on the unpaid principal balances at an interest rate of 7.800% per
annum.; 54-monthf_ v c_ ons c ve prnncnpal and interest payments in the initial amount of$6,849.87 each`"beginning April 5, 2008, with interest
calculated on the unpaid principal balances at an interest rate of 7.800% per annum; 185 monthly con=seZ ve grin a, , payments
in the initial amount of$7,633.79 each, beginning October 5,2012, with interest calculated on the unpaid nrira'sn_ai balances at an interest rate
based on the Wall Strzet Prime (currently 8.250%), plus �2028,fCwith
0 percentage points, resulting in an initial interest rate of 9.250%;and
one principal and interest paymen#0 5372, s .22 on March interest calculated on the unpaid principal balances at an interest
rate based on the wall Street Prime(currently -e1000 percen#ace points,resulting in an initial interest rate of 9.250%.
This estimated final payment is based on the assumption that all payments will be made exactly as scheduled and that the Index does not
change;the actual final payment will be for all principal and accrued interest not yet paid, together with any other unpaid amounts under this
Note. Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid interest; then to principal;
then to any fate charges; and then to any unpaid collection costs. The annual interest rate for this Note is computed on a 3651360 basis;that
is, by applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the
actual number of days the principal balance is outstanding. Borrower will pay Lender at Lender's address shown above or at such other place as
Lender may designate in writing.
VARIABLE INTEREST RATE. The interest rate on this Note is subject to change from time to time based on changes in an independent index
which is the Wall Street Prime (the"Index"). The Index is not necessarily the lowest rate charged by Lender on its loans. If the Index becomes
unavailable during the term of this loan, Lender may designate a substitute index after notifying Borrower. Lender will tell Borrower the current
Index rate upon Borrower's request- The interest rate change will not occur more often than each day. Borrower understands that Lender may
make loans based on other rates as well. The Index currently is 8.250% per annum. The interest rate or rates to be applied to the unpaid
principal balance during this Note will be the rate or rates set forth herein in the "Payment" section. Notwithstanding any other provision of this
Note, after the first payment stream, the interest rte for each subsequent payment stream will be effective as of the fast payment date of the
just-ending payment stream. NOTICE: Under no circumstances will the interest rate on this Note be more than the maximum rate allowed by
applicable law. Whenever increases occur in the interest rate, Lender, at its option, may do one or more of the fofiowing: (A) increase
Borrower's payments to ensure Borrower's loan will pay off by its original final maturity date, (B) increase Borrower's payments to cover
accruing interest, (C) increase the number of Borrower's payments, and (D) continue Borrower's payments at the same amount and increase
Borrower's final payment.
PREPAYMENT. Borrower agrees that all loan fees and other prepaid finance charges are earned fully as of the date of the loan and will not be
subject to refund upon early payment lwhether voluntary or as a result of default), except as otherwise required by law. Except for the
foregoing, Borrower may pay without penalty 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: ORRSTOWN BANK, 77 EAST KING STREET, P.O. BOX 250 SHiPPENSBURG, PA 17257.
LATE CHARGE. if a payment is 16 days or more late, Borrower will be charged 5.000% of the regularly scheduled payment or $50.00,
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
adding a 3,000 percentage point margin ("Default Rate Margin"). The Default Rate Margin shall also apply to each succeeding interest rate
change that would have applied had there been no default. After maturity, or after this Note would have matured had there been no default,the
Default Rate Margin will continue to apply to the final interest rate described in this Note. 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 faits 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.
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,
PROMISSORY NOTE
_pan N o: 2 47 4 12 S 0 0 92 (Continued) Page 2
aPDOir.--r-,�nl-,of a -ecoev=_.-fo.-Z��v cEl 0
n V S I--,n
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coo noe-any-12.nkrup� 2S _y cv or ins3lven
i any pa—_zeedMg u c _Pyvs bly Sz5ir%st E o r
C-.edi-or or ;�orfe�ture Proceedings. Cornmie-Ti-ce.m. m p e tin c s;
•
0- any othar, method, Dy any C-ed-017 OT b:,rMV:1er 0, H',, an-,,
_=nzy a�y C0113--eral the joa.n
anv c- So, accou,7-s, iM_-i�jc;nc . - S ::
B-:;0Jn:s, -,-7, Zh; ven- c`
nct ii, the,-_ iS E 0_00d BiZh; CiSPJ-1e by 50r7-Z1-,Ve�- as to 7'�_ ✓VSflC. Or .a ^,C.ci�_np_ss of Zne k",hi:h is -,,he h=s:c�
of the c7edit—r n_,
0ilCn.' or
-feli-'u-e P-cceedino FMC ::S.Ilrcl�lver c;ves Lender o-1 -Lne r��E,:tu-e 'procee.i. g ---no de--csit-C v,!i Lenler,
a Su7ety bo-nd for :he c-.editor or fo.rf_ei-ur�_ in Fri amount de-le.-mined by Le-rde-, in its sol�- as being 27, adequate or bond for the disp-ite. �=
Events Affecting Guarantor. Any of the precedino eve.,-s occurS with, respect to _anv Gua-arlzo, ot al'!', of -.I�e
e ness of aj.,
Cua-an-o, iliac or beco-nES MoCmOeler`.t, 0,� :=_v3kes disDItes The- ofi Or i:abil:Ty unoer, ---,-,y gjsr=-rv.,, of -Lne ino'e,"edness
evidenced by this No-.e. 51n the event of a death, Lende,, at its ao-kion? nnav c`uiej t�c, DerMil the r�uarar,
but shall not be eS,e
'itionally the cbiications „'i Sing under the oua,an-�y in a manne- spt�s�alo- to Lenter, and, in doho so, cu-e @nV =,=n.- c�
uncon-1,
Default.
Adverse Change. A :materia; adverse chance oco-UFS :n Morrov.—i's financial ondition, ct Lender beiie-ves the prospect of p=
-y—=nt or
pellormancp Of Tnis 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 riven a notice or a breach or the
same provision of this Note within the preceding twelve (12) months, it may be cured if Borrower, aner receiving written notice tom
'fteen 0 5, dav ; or (2) if the cu. Te-quir s more than fifteen 0;z)
Lender demandino cure of such defauit: (`l) CUress the default within -1 1 1 S I I
days, immediately initiates steps which Lender deems in Lender's sale discretion to be sufficient to Cue the d=_fauft and thereafter
continues and completes all reasonable and necessary steps sufficient IO produce compliance as soon as reasonably practical.
LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicabie law, declare the entire unpaid principal
balance under this Note and all accrued unpaid interest immediately due, and thien Borrower will pay that amount.
ATTORNEYS' FEES; EXPENSES. Lender may hie a. 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.
DISHONORED ITEM FEE. Borrower will pay a fee to Lender of $20.00 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 September 5, 2007,to Lender on real property located in Cumberland County, Commonwealth of Pennsylvania,
(B) an Assignment of All Rents to Lender on real property located in Cumberland County, Commonwealth of Pennsylvania.
PROPERTY INSURANCE. Borrower understands that Borrower is required to obtain insurance for the collateral securing this Note. Further
information concerning this requirement is set forth in the Mortgage and in the Agreement to Provide insurance, all the terms and conditions of
which are hereby incorporated and made a part of this Note.
FINANCIAL INFORMATION.The Borrower agrees to provide the Lender with Federal Tax Returns and/or CPA prepared Financial Statements and
any other financial information, required by the Lender's Original Commitment Letter to the Borrower, on an annual basis. If the Lender does not
receive the required financial'information within two hundred seventy (270) days of the Borrower's fiscal year end, the Lender has the right to
increase the interest rate charged on this Note by 0.25%. The Borrower shall receive written notification ten (10) days prior to the Lender
increasing the interest rate charged on this Note.
OVERDRAFT PROTECTION.You may obtain credit advances under your Credit Line by writing a check on your checking account(s)
with us in excess of the available collected balance in the account(s). .
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: ORRSTOWN BANK 77 EAST KING STREET P.O. BOX 250 SHIPPENSBURG, PA 17257.
GENERAL PROVISIONS. This Note is payable on demand. The inclusion of specific default provisions or rights of Lender shall not preclude
Lender's right to declare payment of this Note on its demand. 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,
PROMISSORY DOTE
CCNFESSICN OF JUDGft ENT. 30R.: ',4%c ErE3Y ?=\•'OC�.SL, AT - - _-
�1'.. __:RK O- ANY lJ•-,UR I!Y I...:IJi I'.��i r\'VV=`-.LI^`D= =!�1'�J�L� .t�.i-., � _1`:':-_ TO A.pp=L.? AT ANYzz
v=.. 'UN_T Ji\J=.. ;HIS f\IOT= -'JJ VMS-.H OS irJ;-uOt T Ori;;=; - -;- -- ENTER
= J i r. —— = L — '\i _I—=:J; OR = - r—r -
-
Z. l IR_ ANIC- OF I ;i� !��t_ .,td L, CCUR '-A- _'ilVCt
r - :rr n - - - ^--�. ._U=u Ih;�F--'T, := Cr Ani_=., t,!q- ,y h0
0U•'dTS EX.Pz-dDc_ 3R •.D,ANCED Y __NIIC== ?EL''.TIN� TO �.IdY �' A,-;r SECIJ-:I!vG Tl-'.,!S NOTE,_ T'OGE-nE' 1';'iT- CC--
F T. ±dam.a!V ATTO td 'CO!,'i\r!SS101 OF TEt\' FERC=N T (i 0° I _-THE:-'Nr 'D .i.'D �.CCRUEO^i!\IT=r.= ' FOR
,C�.JL LECTION, 3Ui 11\I ANY EV-= dT NOT LESS TriAN , C H;1td 'R--- DOLL 1$5 �O I � I. r _ — —�S I '-..
±JtCF.E EX=CLTIONIS f:iAY ISSUE i±v:IJ -� J!l N \'v'HICH _" O -it6EtVl V= JU h -Nli ChJ�
EDI E_Y• A14D =0v SC DI I+0-=OF A' =Y J
T CO. C:r :: sS h°CTc VE^z`-,K. =v �.-_ '
�'_ __ =t. .. r r - - - � t� _. ,.... `JIT 5-:.='.LL
�� S .Ci_eT VVAR:;Rr dT. i' AU i HO=1 Y G=;;KITED 1±\i I:^, NOT,E � = r ENT _
E '� ..r_ T� CC) JUD;;J:E:\i i AGAINST 30RR0'd't'== -�'.LL NOT S=
=X-'ALISTED .4!'Y EXERCISE OF T-;A T I UTH0R1 T\' AUT SHALL C0K7IN '-F, M. I /_ I /- �t - 5:,.
ALL _ _ -- l;�-�:0.\ T I:I_TO •:� ',d0 AT;;LL Tl±\4E„ UN+TIL PA.YtJIE'dT IN
FJL_ =1F L AMOUNTS DUE UNDER ,HIS N0-=. 3OR- ^'c? \r GH -
_ -;Ci. Hcrt�=Y ':•rA V=S P.td =1 „T 3• __ ! -;;�\'_ - _
nifd3 std CONNECTIONI lA%±TH , - 10- I— _ _ - O-_ONr_ t,Al' . : NO_iC_
'- r` ANY oJC= CJNr_;JIO!� Jli:�ut:•�=h I .�;\ID a I A.I=a THAT s _i,r,Er: A ::cam==Scl\' .', I`.'= 0- I END=-
SPECIFICALLY 'CALLED THIS CONFESSION OF JUt:)Gt�=NIT P:- ✓ISiON T rr--'S q � _
0 30RR01�= %ENTiOh ^On 30inOVlE?
P,=: .-=SENiTED BY MIDEPENDENT LEGAL COUNSEL. - .` =t:d
PF,IOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE
1!%!7 EREST RATE PROVISIONS. BCRROINER AGPEES TO THE TERMS OF THE tiO-E.
BORROWER ACKNOWLEDGES RECEIPT OF A COIAPLETED COPY Cr-THIS PRO!JISSORY NOTE.
THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A
S=ALED INSTRUMENT ACCORDING TO LADE.
BORROWER:
PINEXPRESS, LLC
i
By [Seat) By: G�:~a�..;` r,� —_\, (Sea[)
J�revrA. Goss, Member of Pinexpress, LLC Michael J. Ca's"/fey, er of?inexpress, LLC
a�
VSEL PAC.tananp,vu.5.:=.0i.00:Cam.rv�nena(manta ca nnnc,hc.'a_9l,3001. to FSen 5cx:wC P�_Csry,py;3Cv:TA.t 1215 C"i
EXHIBIT C
CBRTIMD PROPER?'! IDRIM72CA?ION biUXUSS
40-22-0491-091 - SWIM MIDDLETas
j =16 REGISTRY 02/14/2013 BY DC
THIS DOCUMENT PREPARED BY
AND UPON RECORDATION,RETURN TO:
ANDERSON,MCCOY&ORTA,P.C.
100 North Broadway,Suite 2600
Oklahoma City,OK 73102
Telephone: (888)236-4007
I certify that the precise address of the Assignee is c/o Sabal Financial Group, L.P.,4675 MacArthur
Court,S ite 155 ewport Beach,CA 92660
c
Nickllone
Camberlsnd County,State of Pennsylvania
Taz Map No.or Tax Parcel Identification No.: 48.22-0487-091
ASSIGNMENT OF MORTGAGE
KNOW ALL MEN BY THESE PRESENTS:
THAT, Orrstow . Bank, a Pennsylvania banking corporation, having an address of
77 Fast King Street, Shippensburg, PA 17257 (hereinafter referred to as"A s or"), for value
received, does by these presents, grant, sell, transfer, assign, convey and set over to Magnolia
Portfolio, LLC, a Delaware limited liability company, its successors and assigns (hereinafter
referred to as "Assign ' having an address of c/o Sabal Financial Group, L.P., 4675
MacArthur Court, Suite 1550, Newport Beach, CA 92660, all of Assignor's right, title and
interest in and to that certain:
AMO Rd..:2510.129
Lam Name:PDZEXXPRESS LLC
Loan Ref.:264 7412 9002
THIS DOCUMENT PREPARED BY
AND UPON RECORDATION, RETURN TO:
ANDERSON, MCCOY&ORTA, P.C.
100 North Broadway, Suite 2600
Oklahoma City, OK 73102
Telephone: (888)236-0007
1 certify that the precise address of the Assignee is c/o Sabal Financial Group, L.P., 4675 MacArthur
Court, S ite 1550 Newport Beach,CA 92660
c
Nick Pafiellone
Cumberland County, State of Pennsyh,ania
Tax Map No.or Tax Parcel:Identification No.: 40-22-0487-091
ASSIGNMENT OF MORTGAGE
KNOW ALL MEN BY THESE PRESENTS:
THAT, Orrstown Bank, a Pennsylvania banking corporation, having an address of
77 East King Street, Shippensburg, PA 17257 (hereinafter referred to as"Assignor"), for value
received, does by these presents, grant, sell, transfer, assign, convey and set over to Magnolia
Portfolio, LLC,a Delaware limited iiabitity company, its successors and assigns (hereinafter
referred to as "Assam" having an address of c/o Sabal Financial Group, L.P., 4675
MacArthur Court, Suite 1550, Newport Beach, CA 92660, all of Assignor's right, title and
interest in and to that certain:
AMO Rer.:2510.129
Loan Name:P1NPAPRESS LLC
Loan Ref.:26474129002
Mortgage dated September 5, 2007, executed by Pin-express, LLC, the grantor,
to Orrstown Bank, the Lender, recorded on September 5, 2007, as Instnmment
Number 200734704 in the Official Records of Cumberland County, State of
Pennsylvania ("Recorder's Office"), as the same may have been assigned,
amended, supplemented, restated or modified (the "Mortgage").
The Mortgage covers the property described therein, less and except any portion of the property
previously released and/or reconveyed.
TO HAVE AND TO HOLD the same unto said MAGNOLIA PORTFOLIO,
LLC, ITS SUCCESSORS AND ASSIGNS.
THIS ASSIGNMENT IS MADE WITHOUT RECOURSE, REPRESENTATION OR
WARRANTY, EXPRESS OR IMPLIED,WRITTEN OR ORAL,BY ASSIGNOR.
[REMAINDER OF PAGE DiTENTIONALLY LEFT BLANK}
AMO FA:2510.129
Loan Nww PINEXPRESS LLC
Lawn Ref.:26474129=
IN WITNESS WHEREOF, Assignor has caused this instrument to be executed this, day of
February, 2013. -
ASSIGNOR:
ORRSTOWN BANK,a Peansyh-auia branking corporation
By: Magnolia Portfolio, LLC,a Delaware limited liability
company, i7-v�act
By:
Name: R. Patterson Jackson
Title: Authorized Signatory
ACKNOWLEDGMENT
STATE OF CALIFORNIA } � �e• ►Z per+ �`'` ;
SS: ao r3o 3ac, 3 .
COUNTY OF ORANGE )
On this day of February, 2013, before me personall peared R. Patterson Jackson, as
Authorized Signatory for Magnolia Portfolio, LLC, a Delaw imited liability company, Attorney-in-
Fact for Onstown Bank,a Pennsylvania banking corpo n,known to me or proved to me on the basis
of satisfactory evidence to be the persons who exe ed the foregoing instrument, and they thereupon
duly acknowledged to me that they executed the me to be their free act and deed.
WITNESS my hand and official seal.
My commission expires: Name of Notary:
( ,a�
AMO Ref.:2510.129
Loan Nemc:PINEXPRESS LLC
Loan Ref.:26474129042
STATE OF CALIFORNIA )
COUNTY OF ORANGE)
On February S, 2013, before me, Lynn Mattson, Notary Public, personally appeared R.
Patterson Jackson, who proved to me on the basis of satisfactory evidence to be the
person(s) whosc name(s) is/ar-e subscribed to the within instrument and acknowledged to
me that he/she/they executed the same in his/ /tom authorized capacity(ies),and that
by his4w/theif signature(s) on the instrument the persons),or the entity upon behalf of
which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
-. LYNN
z2c ,�t4 Q. • ✓ AO
Orange County
Comrnissi"#
75NaaY Public-Californiaa
Z
>
MY Comm.Expires Mar 2T,2015 Y
Signature (SEAL}
Signature of Notary Public
ROBERT P. ZIEGLER
RECORDER OF DEEDS ,
CUMBERLAND COUNTY
I COURTHOUSE SQUARE -
CARLISLE, PA 17013
_ c �` r
717-240-6370
Instrument Dumber- 201305012
Recorded On 2/14/2013 At 6:11:17 AM •Total Pages-5
•Instrument Type -ASSIGNTMEINT OF MORTGAGF:
Invoice ,"Dumber- 129321 User ID-MSW
'Mortgagor.PIfYEXPRESS LLC
Mortgagee-NLkGNOLL4 PORTFOLIO LLC
Customer-SIMPLIFILE LC E-RECORDING
'FEE S
STATE WRIT TAX $0.50 Certification Page
STATE JCS/ACCESS TO $23.50
JUSTICE DO NOT DETACH
RECORDING FEES $11.50
RECORDER OF DEEDS
PARCEL CERTIFICATION $10.00 This page is now part
FEES of this legal document.
COUNTY ARCHIVES FEE $2.00
ROD ARCHIVES rEE $3.00
TOTAL PAID $50.50
I Certify this to be recorded
in Cumberland County PA
ca
t
RECORDER OF DEEDS
r�o
'-(rtrwmatim denoted by att a9te1j%L'nsay ehsagt during
the vertticuton process and any not be renected on thl:page.
CERTIFIED FROM= IDBNSIYICATION Nuyazks
40-22-0187-091 - SaUTH HIDDLETON
C=IS REGISTRY 02/11/2013 BY DC
THIS DOCUMENT PREPARED BY
AND UPON RECORDATION,RETURN TO:
ANDERSON,MCCOY&ORTA,P.C.
100 North Broadway,Suite 2600
Oklahoma City,OK 73102
Telephone: (888)236-0007
I certify that the Precise address of the Assignee is eo Sabal Financia]Group, L.P., 4675 MacArthur
Court,Suite 1550,Newport Beach,CA 92660
NiCkJhfiellone
Cumberland County,State of Pennsylvania
Tai Map No.or Tax Parcel Ideati8eatioa No.: 40.22-M7-091
ASSIGNMENT OF ASSIGNMENT OF RENTS
KNOW ALL MEN BY THESE PRESENTS:
THAT, Orrs#awn Bank, a Pennsylvania banking corporation, having an address of
77 East King Street, Shippensburg,PA 17257 (hereinafter referred to as "Assimnor"�, for value
received, does by these presents, grant; sell, transfer, assign, convey and set over to Ma
Portfolio,LLC,A Delaware limited liability company,its Successors and assignsfolia
referred to as "�" having an address of do Sabal Financial Groe(hereinafter5
MacArthur Court, Suite 1550, Newport Beach, CA 92660, ail of Assignor's right, title aad
interest io and to that certain:
Auto fled:2510.129
Loam Name:P1MD,1pRESS LLC
Loan Ref.:26474129002
I�
THIS DOCUMENT PREPARED BY
AND UPON RECORDATION, RETURN TO:
ANDERSON, MCCOY&ORTA,P.C.
100 North Broadway, Suite 2600
Oklahoma City,OK 73102
Telephone: (888)236-0007
l certify that the precise address of the Assignee is c/o Sabal Financial Group, L.P.,4675 MacArthur
Court, Suite 1550,Newport Beach,CA 92660
Nick llone
Cumberland County,State of Pennsylvania
Tax Map No.or Tax Parcel Identification No.: 40-22-0487-091
ASSIGNMENT OF ASSIGNMENT OF RENTS
KNOW ALL MEN BY THESE PRESENTS:
THAT, Orrstown Bank, a Pennsylvania banking corporation, having an address of
77 East King Street, Shippensburg, PA 17257 (hereinafter referred to as"Assi or'), for value
received, does by these presents, grant, sell, transfer, assign, convey and set over to Magnolia
Portfolio, LLC, a Delaware limited liability company, its successors and assigns(hereinafter
referred to as "Assinee" having an address of c/o Saba] Financial Group, L.P., 4675
MacArthur Court, Suite 1550, Newport Beach, CA 92660, all of Assignor's right, title and
interest in and to that certain:
AMO Rd..:2510.129
Loan Namc:PfNEXPRESS LLC
Loan Ref.:26474129002
Assignment of Rents dated September 5, 2007 (the "Assignment of Rents"),
made by Pinexpress, LLC, in favor of Orrstoa,n Bank, recorded September 5,
2007, as Instniment Number 200734708 in the Real Estate Records of
Cumberland County, State of Pennsylvania('Real Estate Records,,);
Any notes and or other agreements evidencing the indebtedness and/or the obligations
secured by the recorded loan documents indentified above; and
Any and all other documents and instruments evidencin& securing and/or relating to
the indebtedness and/or obligations secured by the recorded loan documents identified
above.
TO HAVE AND TO HOLD the salve unto said MAGNOLIA PORTFOLIO,
LLC,ITS SUCCESSORS AND,,ASSIGNS.
THIS ASSIGNMENT IS MADE WITHOUT RECOURSE, REPRESENTATION OR
WARRANTY, EXPRESS OR IMPLIED, %4 TTEN OR ORAL, BY ASSIGNOR
[REMAINDER OF PAGE INTENTIONALLY LEFT BLAND]
AMO Ref.:2510.129
Loan Name:PIN'BXPRESS LLC
Loan Rd:26474I29002
IN WITNESS WHEREOF, Assignor has caused this instrument to be executed this 6J day of
February,2013.
ASSIGNOR.
ORRSTOWN 3kNW,a Pennsylvania banking corporation
By: Magnolia Portfolio, LLC,a Delaware limited liability
company, its in-Fact
By:
Name: R. Patterson Jackson
Title: Authorized Signatory
3� + 4-O 4J%-L :?Muer
r Qt
A4t)r Q� rc�avk c o r J f a f y 1
ACKNOWLEDGHEN y-n p,�rrr-y.,�,j..,4 ,,V ,
STATE OF CALIFORNIA ) a'ZD�343
SS:
COUNTY OF ORANGE )
On this day of February, 2013, before me pally appeared R. Patterson Jackson, as
Authorized Signatory for Magnolia Portfolio, LLC, ]aware limited liability company, Attorney-in-
Fact for Orrstown Bank,a Pennsylvania bankin rporation, known to me or proved to me on the basis
of satisfactory evidence to be the persons executed the foregoing instrument, and they thereupon
duly acknowledged to me that they exec the same to be-their free act and deed.
WITNESS my hand and official sea
My commission expires: Name of Notary:
AMO Ref.:2510.129
Loan Name:PTNEYPRESS LLC
Loan Rd.;26-474129002
STATE OF CALIFORNIA)
COUNTY OF ORANGE)
On February 5, 2013, before me, Lynn Mattson, Notary Public, personally appeared R.
Patterson Jackson, who proved to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/efe subscribed to the within instrument and acknowledged to
me that he/shek#ey executed the same in hisJl3ef/tom authorized capacity(45), and that
by his/hef/dieif signature(s)on the instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the. instrument.
I certify under PENALTY OF PERJURY under the taws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
LYN114 MATTSON
< q Cornmissfan # 1930475
i '• J Notary Public- z
Y" California
Oren ge County >
Signal SEAL} M Comm.Expires Mar2J,2015
Si nature of Notary ublic
ROBERT P. ZIEGLER
RECORDER OF DEEDS
CUMBERLAND COUNTY
1 COURTHOUSE SQUARE _
CARLISLE, PA 17013 _= n
717-240-6370
Instrument Number -201305013
Recorded On 2114/2013 At 8:11:IS AM Total Pages- 5
'Instrument Type-ASSIGNMI+:M'
Invoice Number- 129321 User IIS- MSW
*Grantor-PINEX PRESS 1,LC
Grantee-MAGNOLIA PORTFOLIO LLC
'Customer-SIMPLIFILE LC E-RECORDItiG
'PEES
STATE WRIT TAX $0.50 Certification Page
RECORDMG FEES — $11.50
RE:CORMZR OF DEEDS DO NOT DETACH
PARCEL CERTIFICATION $10.00
1?E8S
CMMY ARCHIVES FSE $2.00 This page is now part
ROD ARCHIVES FEE $3.00 of this legal document.
TOTAL, PAID $27.00
I Certify this to be recorded
in Cumberland County PA
RECORDER OF DEEDS
>z�
*-lafvrmatlon denoted by an asterisk ntay change during
the vestfkatlon process and may not be reflected on this page.
ASSIGNMENT OF SECURITY DOCUMENTS
ORRSTOWN BANK, A PENNSYLVANIA BANKING CORPORATION,
("Assignor"), for good and valuable consideration, the receipt and sufficiency of which are
acknowledged, hereby sells, transfers, assigns, delivers, sets-over and conveys to MAGNOLIA
PORTFOLIO, LLC, A DELAWARE LIMITED LIABILITY COMPANY, its successors
and assigns ("Assignee"), without recourse to the Assignor, and without representations,
warranties or covenants, express or implied, written or oral, by the Assignor, all right, title and
interest of the Assignor in and to the loan identified on Exhibit A attached hereto (the "Loan"),
including without limitation all of Assignor 's right, title and interest in any guaranties, loan
participation interests, indemnities, claims, collateral, insurance policies, certificates of deposit,
letters of credit, escrow accounts, performance bonds, demands, causes.of action and any other
collateral arising out of and/or executed and/or delivered in or to or with respect to the Loan,
together with any other documents or instruments executed and/or delivered in connection with
or otherwise related to the Loan.
Dated this 511�of February, 2013
ASSIGNOR:
ORRSTOV4'N BANK,a Pennsylvania banking
corporation
By: MAGNOLIA PORTFOLIO, LLC, a Delaware
limite�2�
ey-in-Fact
By:
Name: R. Patterson Jackson
Title: Authorized Signatory
AMO Ref.: 2510.129
Loan Name: PINEXPRESS LLC
Loan Rd:26474129002
EXHIBIT"A"
TO
ASSIGNMENT OF SECURITY DOCUMENTS
That certain loan dated September S, 2007, in the stated original principal amount of
$894,000.00, executed by Pinexpress, LLC to ORRSTOWN BANK, which is secured by
property located in Cumberland County, State of Pennsylvania.
AMO Ref.: 2S 10.129
L.oan.Namc: PINEXPRESS LLC
Loan Ref.:26474129002
EXHIBIT D
—I.0 Dvi
1A
SINONUP
Re: DEMAM) NO"FICE
VIA FEDE.ItkL EXPRESS
Mark. 1.). Hip, Esquire
�Vjette Evans &, \Voodside PC
3401 North Front Street
P.O. Tim 59O
flarrisbura, 11A '1-11110-0950
Dear .Mr. Hipp:
We represent Saba] Financial Group, L.P.. as sci-Vicillp
a0elli for -,Magnolia Portfolio.
IJ-.-C (the "Lender") who purchased that certain loan made to Pinexpress, LLC more specifically
identified as Loan No. 104185-001, which such loan is guaranteed by Jeffrey Goss and Michael
Cassidy (the "Loan"). It is our Understanding that you represent. Pinexpress., LLC, jktichael
Cassidy and Goss (collectively. the '-Obligors"), and that you vvill share this Notice with
your clients. If that is not the case, please advise Us ',Vithill the I'M three (3) dc.N*s so that \vc can
re-deliver this notice accordingly,
Capitalized lei-ms used herein shall have the meanings attributed thereto by, the various
loan documents associated with the Loan (the "Loan Documents") unless other\-vise defined
hercin.
As you may know, the Loan was in default at the time I-ender purchased it and since that
time, the Obligors have made- efforts to make payments and rehabilitate the Loan.
Unfortunateiv the timely Obligors have not made consistent or
L- 11"ClIv paviawnits as required Linder the
Loan Documents. and theref'ore. the Loan continues to be in default. The failure t.o make tinjelv
payments on the 1-nall Constitute; all CVCIIt of default Under the Loan Documents (the "Event of
Default"*).
As a result, of the Event of'Default, the Lender was and continues tel be Cillitle-d to PUYSLIC
various iOhts and remedies Under the Loan Ducurnenl[S. including, N-VithOUT limitatioll. 111e
acceleration of all of the indebtedness that is owed by the Obli(-,ors to The Lender under the Loan
Documents rclaLina, to the Loan, the imposition of the default. rate Of interest ("DOffffili Rate")
,1111,1101-17cd by the Loan DOCUIncills. confession of
I I -jitclument, and the foreclosure, liquidation,
One South Market Square, 12th Floor P.O. Box 1146 - Harrisburg, PA 17108-1146 - ph: 717.233.5731
29 Dowlin Forge Road •* Exton, PA 19241 •* ph: 610.421,1200 - 'lax: 610.423.'1201
I-Vill 1-U.1-11 Oil dS-Si H(M.CO 117
U c)I!eCilllll Or Cft]1C1' el1fC)rCeI11CIlI of the Lenders sccun lllt rests and "e-11S 1'1 ai?'v ll?' ;:111 0l tili'
Cl)]l 11er;i) >CC:tlf'lliti the IndCbt�d:1e55 and nh! (_mini?1S t111d r 1110 LU21n l�UCUlat;ia.
Accordiiin , I )t1 Ind :]lis (,11)}.,(>r iire I1ere!)v Il:)tiliCi] t]I
• iiltel'CSt Sh,111 C0111inLIC tC) 8CC1'UC. oIl tl1C Unpaid pl'InClpttl halallCe al 11i4 deiau!'I ?ritcreti', Tate Ui
tllrcz' percent o\'cr the curl•ent applicable rate ni'tLc Loan.
• Tlie Lender is herchy declarin" tllc Loan immediately due and payable. 'I 'IC ot.ltstandinu
principal and, accrued interest 1lnder the loan as of A-jay ,0. '1014 is as fol]o\_.rs:
-1.. --
Principal Unpaid i f;c,`a111i
' l,nan # Balance _ Interest Late Fees Other Fees 111teresi Due
10.1185-001 5834.3, 1 S7L'10'1 38 S8.661.27
$=tB,?87.30 �9G9,?34..iCi
__...__.� -Total Amoum DUe 1S969,224.30
Notwitllstandlnp the Tact that the Lender may 1111111ediatcly CXCYCISC its rights and
remedies under the Loan DoCUnlents. the Lender \,\ill allow the Obligors until July '15. "014 to
satisfy the outstanding indebtedness as set forth above. If the Obligors do not satisfy the
outstanding indebtedness on or before July IS. 2014, the Lender may choose to exercise its m hts
and remedies under the Loan Documents_ without ally further notice to the Obligors.
Additionally, if payment is not made oil or before July 15, 2014 as set forth above, we have Licen
authorized to institute appropriate legal action against the Obligors, including, but not limited to.
confession of jud.gmcnt against the- Obligors. and the foreclosure, liquidation, collection or other
enforcement of the Lendcr's security interests and liens in any or all of the collateral
(•'Collaterai") securing. the indebtedness and obligations under the Loan Documents, in order to
recover all amounts owed to the Lender under the Loan Docunlents, including lefal ;:Les, casts of
collection and interest.
The Lender's election. not to exercise any of its other rights and remedies at the present
tim.e, and any financial accommodations the Lender may have nl.ade to date, shall not be
construed as a wa1Ver of any ric, Is or remedies of the Lender. Nothing contained here." or in
any other communication icatioil or in any oil-noing discussions of ncootilitic)ris \''111ch have Or may take
place bet\vccn the Obligors and the Lender shall directly or indirectly: (i) create any obligation
upon the Lender to defer any enforcement action or make any furt11er financial accomnlodation.s;
constitutC a consent or waiver of any past, present or future .Event of Default oi- otiler
violation of a.ny provisioll.s of any Loan Document; (iii) amend, modifyor operate. .1s a waiver of'
any provision of any L.,oai Document or any right, power, privilege or remedy of the Lender
thereunder: or (1\;) constitute a course of dealing or other basis for altering any duty or obligation
owed by the Obli Ors to the Lender. Nothing contained in this letter shall confer on any ObIl"por
or any other person or entity any right to other or fiu'thcr notice or cure periods with respect to
any F:\ent oIL�ef,1u11.
The Lender expressly r--scr-,-cs all caf
its r'Llits po\wrrs,
1)1.1 i -S and FCl)-,UCIiCS U11dCr the
Loan Documents alid/or a-L)I)Iicable laws, ii,ciLldilig, %vil.1110111 11111jimlon. the Lenclol-7s rig-flit al ally
Lillie. as applicah1c: (1) 1c) apply 111-1 DePault Rale to the obIlUall0liS Ulldtl- :Lll -)OCL
e Loan 1 11 lents
since ilit dale of linctption of the &-Irlts of Default; (Hi) 1c) comillumcc ani Ic-al Or other 'action to
wheel aliv or la-11 of the indebtedness and 010'11('atiOnS Under the 1.oaii -Docurrenis ancI2
'01"
Collateral or any properly pledged by any other person or Cillity cis SCCLll-l[N' Cor anv OF all of 111e
incicbtedncss -ilci obhuations under the Loan Docunienis: ('III) to fnrccln�
.c
in any or all of the Collateral and/or sel-off or apply to the payment of any or all of the
Indebtedness or obligations under the Loan Documents anv or all or flit Collatc-rak and (i\') to
take. "111N, Oiller ent'al-c-cl-lient action or other-w-Ise exercise all .1
by all\, I oan Document or by applicable Imus.
I ), or all rights and rennedies provided
The Lender aplireclates the effort--, madc to dale \-\Jlh respect to the Loan and Feels that a
Call 10 ClISCUSS the Loan would be beneficial. Please advise of vour availability for a conference
call With Within rhe nem tell days. In the meantime. pie s a c CIO not hesitate to contact the
undersigned with any questions or concerns.
Very truly yours,
RHOADS SON,L,LP
By:
/.,
a,e Derin<Ter
cc: Ann Hempfling, Sabal Financial Group, L.P. (via electronic mall)
Ralph FeLrow (via electronic mail)
Heather Z. Kelly, Esquire
Sup. Ct. I.D. No. 86291
METTE, EVANS & WOODSIDE
3401 North Front Street
P. 0. Box 5950
Harrisburg, PA 17110-0950
(717) 232-5000 - Phone
(717) 236-1816 - Fax
hzkelly@mette.com
Attorneys for Defendant
MAGNOLIA PORTFOLIO, LLC,
Plaintiff
V.
PINEXPRESS, LLC,
Defendant
rILED-OFF/L:i.:
Or THE PROTHONOTAR'r
2014 OCT 17 PH 12: 33
CUMBERLAND COUNTY
PENNSYLVANIA
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY, PENNSYLVANIA
: Docket No. 14-5784 Civil Term
PRAECIPE FOR ENTRY OF APPEARANCE
TO THE PROTHONOTARY:
Please enter my appearance on behalf of Defendant, Pinexpress, LLC, in the above -
captioned matter.
By:
Date: October 16, 2014
Respectfully submitted,
METTE, EVANS & WOODSIDE
HEATHER Z. ELLY, ESQUIRE
Sup. Ct. I.D. No. 86291
3401 North Front Street
P. 0. Box 5950
Harrisburg, PA 17110-0950
(717) 232-5000 - Phone
(717) 236-1816 - Fax
Attorneys for Defendant
Pinexpress, LLC
CERTIFICATE OF SERVICE
I certify that I am this day serving a copy of the foregoing document upon the person(s)
by U.S. First Class mail addressed as follows, which service satisfies the requirements of the
Pennsylvania Rules of Civil Procedure:
Stephanie E. DiVittore, Esquire
Kathryn D. Sallie, Esquire
RHOADS & SINON, LLP
One South Market Square, 12th Floor
P.O. Box 1146
Harrisburg, PA 17108-1146
METTE, EVANS & WOODSIDE
EATHER Z. LY, ESQUIRE
Sup. Ct. I.D. No. 86291
3401 North Front Street
P. 0. Box 5950
Harrisburg, PA 17110-0950
(717) 232-5000 - Phone
(717) 236-1816 - Fax
Attorneys for Defendant
Pinexpress, LLC
Date: October 16, 2014
7470330
Ronny R Anderson
Sheriff
Jody S Smith
Chief Deputy
Richard W Stewart
Solicitor
SHERIFF'S OFFICE OF CUMBERLAND COUNTY
OF C
OF THE PRO_HONiOJ
hly
2Q14OCT 21 PM 2:5C
CUMBERLAND COUNTY
PENNSYLVANIA
OF'. CE OF THE $!!SKIFF
Magnolia Portfolio, LLC
vs.
Pinexpress, LLC
Case Number
2014-5784
SHERIFF'S RETURN OF SERVICE
10/10/2014 02:20 PM - Deputy Noah Cline, being duly sworn according to law, served the requested Complaint in
Mortgage Foreclosure by handing a true copy to a person representing themselves to be Jeffrey Goss,
Owner, who accepted as "Adult Person in Charge" for Pinexpress, LLC at 60 Pine Road, South
Middleton, Carlisle, PA 17013.
NOAH CLINE, DEPUTY
SHERIFF COST: $35.27 SO ANSWERS,
October 15, 2014
(c) CountySuito Sheriff, Teleosoft, Inc.
RONN R ANDERSON, SHERIFF
Heather Z. Kelly, Esquire
Sup. Ct. I.D. No. 86291
METTE, EVANS & WOODSIDE
3401 North Front Street
P.O. Box 5950
Harrisburg, PA 17110-0950
(717) 232-5000 — Phone
(717) 236-1816 — Fax
hzkelly@mette.com
Attorney for Defendant
MAGNOLIA PORTFOLIO, LLC,
Plaintiff
VS.
PINEXPRESS, LLC
Defendant
To: Magnolia Portfolio, LLC
c/o Stephanie E. DiVittore, Esquire
Rhoads & Sinon LLP
One South Market Square
P.O. Box 1146
Harrisburg, PA 17108-1146
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY,
: PENNSYLVANIA
NO. 14-5784 Civil Action
You are hereby notified to file a written response to the enclosed Preliminary Objections
to Complaint in Mortgage Foreclosure within twenty (20) days from service hereof or a
judgment may be entered against you.
Dated: December 1, 2014
By: ova lcte//
Heather Z. Kelly, Esquire
Sup. Ct. I.D. No. 86291
METTE, EVANS & WOODSIDE
3401 North Front Street
P. O. Box 5950
Harrisburg, PA 17110-0950
(717) 232-5000 - Phone
(717) 236-1816 - Fax
Heather Z. Kelly, Esquire
Sup. Ct. I.D. No. 86291
METTE, EVANS & WOODSIDE
3401 North Front Street
P.O. Box 5950
Harrisburg, PA 17110-0950
(717) 232-5000 — Phone
(717) 236-1816 — Fax
hzkelly@mette.com
Attorney for Defendant
MAGNOLIA PORTFOLIO, LLC,
Plaintiff
VS.
PINEXPRESS, LLC,
Defendant
: IN THE COURT OF COMMON PLEAS OF
: CUMBERLAND COUNTY,
: PENNSYLVANIA
. NO. 14-5784 Civil Action
DEFENDANT PINEXPRESS LLC'S PRELIMINARY OBJECTIONS TO COMPLAINT
IN MORTGAGE FORECLOSURE
NOW COMES Defendant, Pinexpress, LLC ("Defendant"), by and through counsel,
Mette, Evans & Woodside, and files the within Preliminary Objections to Complaint in
Mortgage Foreclosure (the "Petition") filed by Magnolia Portfolio, LLC ("Plaintiff'), and in
support whereof avers as follows:
PROCEDURAL HISTORY AND FACTUAL ALLEGATIONS
1. On October 2, 2014, Plaintiff filed a Complaint in Mortgage Foreclosure on
Defendant's property located at 60 Pine Street, Carlisle, Cumberland County, Pennsylvania (the
"Complaint").
2. Plaintiff avers in Paragraph 7 of the Complaint that it is the successor by
assignment to Orrstown Bank based on an "Assignment of Mortgage" that is attached to the
Complaint as Exhibit "C."
3. The Assignment of Mortgage attached to the Complaint is executed by Plaintiff,
the purported Assignee of the documents.
4. The Assignment of Mortgage indicates that it is executed by Plaintiffs
"Authorized Signatory" "Pursuant to the Power of Attorney Recorded 1/30/2013; Instrument
Number: 201303263" (the "Limited POA").
5. The Limited POA is not attached to the Complaint.
6. Notwithstanding, the Limited POA is a public record recorded with the
Cumberland County Recorder of Deeds and is attached hereto as "Exhibit A."
7. The Limited POA references a "Loan Sale Agreement" between Orrstown Bank
and Plaintiff. (Limited POA, Ex. A).
8. Pursuant to the Limited POA, Orrstown Bank provided Plaintiff with the limited
power to indorse documents "necessary to assign, transfer, extend, release or otherwise carry out
the intent of the Loan Sale Agreement..." (Limited POA, Ex. A).
2
9. The Limited POA does not include a copy of the Loan Sale Agreement and does
not specifically reference any loans or security documents that were sold or transferred by
Orrstown Bank to Plaintiff pursuant to the Loan Sale Agreement.
10. The Loan Sale Agreement is not attached to the Complaint, nor is it a matter of
public record.
11. Because the Loan Sale Agreement was not attached to the Complaint in this
action, and because neither Plaintiff nor Orrstown Bank has ever made it available to Defendant,
Defendant has never seen the Loan Sale Agreement and has never received confirmation that the
Mortgage was properly assigned by Orrstown Bank to Plaintiff.
PRELIMINARY OBJECTION
Lack of Capacity to Sue
12. The above Paragraphs are incorporated by reference.
13. The face of the Complaint, even coupled with the Limited POA of public record,
fails to establish a proper assignment of the Mortgage to Plaintiff because there is no proof that
Plaintiff's signature on the Assignment of Mortgage was authorized by Orrstown Bank.
14. Pennsylvania Rule of Civil Procedure 2002 provides that "all actions shall be
prosecuted by and in the name of the real party in interest." Pa. R.Civ.Pro. 2002.
15. Where an action is brought by a party other than the real party in interest, the
Plaintiff lacks capacity to sue under Rule 1028(a)(5). See Flanagan v. Hill, 78 Pa. D. & C. 4th
487, 488-89 (Pa. Corn. Pl. Centre 2006); Washington Mut. Bank FA v. Carr, 77 Pa. D. & C.4th,
137-38 (Pa. Corn. Pl. Adams 2006); Pa. R. Civ. Pro. 1028(a)(5).
16. A party that asserts its status as real party in interest by way of an assignment is
required to specifically trace the history of the assignment in its pleadings to the extent necessary
3
for the Defendant to confirm that the plaintiff has a substantive right to bring the claim.
HillbrookApartments, Inc. v. Nyce Crete Co., 352 A.2d 148, 153 (Pa. Super. 1975); Wilcox v.
Regester, 207 A.2d 817, 818-19 (Pa. 1965).
17. Since Plaintiff has not presented evidence of a proper assignment of the
Mortgage, Plaintiff has not shown that it, and not Orrstown Bank, is the real party in interest with
capacity to foreclose on the Mortgage.
18. No judge has ruled on any other issue in this or any related matter.
WHEREFORE, Defendant respectfully requests that this Honorable Court enter an order
sustaining Defendant's Preliminary Objections and dismissing the Complaint in Mortgage
Foreclosure.
By:
Date: December 1, 2014
Respectfully submitted,
METTE, EVANS & WOODSIDE
,Pit- 9P
Heather Z. Kel , Esquire
Sup. Ct. I.D. No. 86291
3401 North Front Street
P. O. Box 5950
Harrisburg, PA 17110-0950
(717) 232-5000
(717) 236-1816 — Fax
hzkelly@mette.com
Attorney for Defendant
4
VERIFICATION
I, Jeffery A. Goss, have read the foregoing document and verify that the facts set forth
therein are true and correct to the best of my knowledge, information and belief To the extent
that the foregoing document and/or its language are that of counsel, I have relied upon counsel in
making this Verification.
I understand that any false statements made herein are subject to the penalties of 18 Pa.
C.S. §4904 relating to unsworn falsification to authorities.
Dated: /a 4ny
ry A. Goss
Exhibit A
Inst. # 201903263 - Page 1 of 9
NOT APPLICABLE FOR PIN NUMBER
CCOIS REGISTRY 01/30/2013 BY DC
IMITED POWER OF ATTORNEY
Reference is made to that certain Loan Sale Agreement for Portfolio Offering #121210, dated as
of December 20, 2012 (the "Loan Sale Agreement") by and between ORRSTOWN BANK
having a notice address of 77 East King Street, Shippensburg, PA 17257, Attn: Jeffrey M.
Seibert, EVP/Chief Operating Officer ("Seller") and MAGNOLIA PORTFOLIO, LLC having
a notice address of c/o Sabal Financial Group, L.P., 4675 MacArthur Court, Suite 1550, Newport
Beach, California 92660; Attn: R. Patterson Jackson ("Buyer"). Each capitalized term used
herein but not defined herein shall have the meaning assigned thereto in the Loan Sale
Agreement.
In accordance with the Loan Sale Agreement, Seller hereby makes, constitutes, appoints
and confers upon Buyer, its successors and assigns, Seller's irrevocable, limited power of
attorney to indorse Seller's name and collect any checks or other forms of payment
received from Obligors, under the related Evidence of Indebtedness sold by Seller to Buyer
under the Loan Sale Agreement and to endorse and sign any documents necessary to
assign, transfer, extend, release or otherwise carry out the intent of the Loan Sale
Agreement with respect to Loan Notes, mortgages, deeds of trust, security instruments,
judgments, assignments of insurance policies or other instruments related to an Evidence
of Indebtedness; provided, however, any such endorsement (i) shall be permitted only to the
extent necessary to carry out the intent of the Loan Sale Agreement and (ii) shall state
clearly that such endorsement is "WHERE IS", "WITH ALL FAULTS" AND WITHOUT
RECOURSE AND WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY
KIND, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN.
This Limited Power of Attorney shall expire one (1) year from the date of execution hereof.
Page 1 of 2
Inst. # 201303263 - Page 2 of 3
IN WITNESS WHEREOF, Seller has caused its name to be subscribed hereto by its duly.
authorized officer this 19th day of December, 2012.
ORRSTOWN BANK, a Pennsylvania banking
corporation
Signed, sealed and delivered
in the prase c
By:
Name: {-.1110k rnfl tU r\
Out
By:
By:
Name: Zachary Lynn
Title: SVP, SAG Mrector
Special Assets Group
Name: . S'rcrao ea..c;
STATE OF
COUNTY OF
ACKNOWLEDGEMENT
--NreA kt.Li iA
I CERTIFY that on the 19th day of December 2012, Zachary M. Flynn personally came before
me and acknowledged under oath, to my satisfaction, that: (a) he signed the attached document
as Senior Vice President of Orrstown Bank and (b) this document was signed and made by
Orrstown Bank as its voluntary act and deed.
COMMONWEALTH OF PENNSYLVANIA
Notarial Seat
Ashley R. Neil, Notary Public
Greene Twp., frantdin Cow*
Commission Expires Ma 29,2016
MEMBER, pENNsW.Wo n SSOcu
olon
NOTARY 'jib: L C � a� WI
My Com on Expires: d
Page 2 of 2
Inst. # 201303263 - Page 3 of 3
ROBERT P. ZIEGLER
RECORDER OF DEEDS
CUMBERLAND COUNTY
1 COURTHOUSE SQUARE
CARLISLE, PA 17013
717-240-6370
Instrument Number - 201303263
Recorded On 1/30/2013. At 2:14:56 PM
* Instrument Type - POWER 01? ATTORNEY
Invoice Number -128113 User ID - MSW
* Grantor - ORRSTOWN BANK
* Grantee - MAGNOLIA PORTFOLIO LLC
* Customer - SIMPLIFILE LC E -RECORDING
* FEES
STATE WRIT TAX $0.50
RECORDING FEES — $11.50
RECORDER OF DEEDS
COUNTY ARCHIVES FEE $2.00
ROD ARCHIVES FEE $3.00
TOTAL PAID $17.00
*Total Pages - 3
Certification Page
DO NOT DETACH
This page is now part
of this legal document.
I Certify this to be recorded
in Cumberland County PA
i
RECORDER OF DEEDS
"- Information denoted by an asterisk may change daring
the verification process and may not be reflected on this page.
CERTIFICATE OF SERVICE
I certify that I am this day serving a copy of the foregoing document upon the person(s)
and in the manner indicated below, which service satisfies the requirements of the Pennsylvania
Rules of Civil Procedure, by depositing a copy of same in the United States Mail at Harrisburg,
Pennsylvania, with first-class postage, prepaid, as follows:
Stephanie E. DiVittore, Esquire
Kathryn D. Sallie, Esquire
Rhoads & Sinon LLP
One South Market Square
P.O. Box 1146
Harrisburg, PA 17108-1146
Respectfully submitted,
METTE, EVANS & WOODSIDE
Heather Z. Kelly, squire
Sup. Ct. I.D. No. 86291
3401 North Front Street
P. O. Box 5950
Harrisburg, PA 17110-0950
(717) 232-5000
(717) 236-1816 — Fax
hzkelly@mette.com
Attorney for Defendant
Date: December 1, 2014
Stephanie E. DiVittore, Esquire
Attorney I.D. No. 85906
sd ivittorenrhoads-s inon.com
Kate Deringer Sallie, Esquire
Attorney I.D. No. 208116
ksallie@rhoads-sinon.com
Rhoads & Sinon LLP
One South Market Square, 12th Floor
P.O. Box 1 146
Harrisburg, PA 17108-1146
Phone: (717)233-5731
Fax: (717) 231-6637
Attorneys for the Plaintiff
MAGNOLIA PORTFOLIO, LLC,
Plaintiff
v.
PINEXPRESS, LLC,
Defendant
�r •h
THE r'� O 1 Ft3iiL:T
2114 DEC 22 PM 1: 31
CUMBERLAND COUNTY
PENNSYLVAN1A
: IN THE COURT OF COMMON PLEAS
: OF CUMBERLAND COUNTY,
: PENNSYLVANIA
: CIVIL ACTION
: NO. 14-5784
: MORTGAGE FORECLOSURE
PLAINTIFF'S ANSWER TO DEFENDANT'S PRELIMINARY OBJECTIONS
NOW COMES Plaintiff Magnolia Portfolio, LLC, by and through its attorneys, Rhoads
& Sinon LLP, and replies to the Preliminary Objections of Defendant Pinexpress, LLC as
follows:
1. Admitted with the proviso that the Complaint is a writing that speaks for itself.
2. Admitted with the proviso that the Complaint, as well as the Assignment of
Mortgage attached to the Complaint, are writings that speak for themselves.
3. Admitted with the proviso that the Assignment of Mortgage attached to the
Complaint is a writing that speaks for itself.
4. Admitted with the proviso that the Assignment of Mortgage attached to the
Complaint is a writing that speaks for itself.
974455.1
5. Admitted. By way of further response, it is specifically denied that the Limited
POA was required to be attached to the Complaint or otherwise provided to Defendant.
6. Admitted with the proviso that the Limited POA attached to Defendant's
Preliminary Objections is a writing that speaks for itself.
7. Admitted with the proviso that the Limited POA attached to Defendant's
Preliminary Objections is a writing that speaks for itself. By way of further response, it is
specifically denied that the Loan Sale Agreement between Orrstown Bank was required to be
attached to the Complaint or otherwise provided to Defendant.
8. Admitted with the proviso that the Limited POA attached to Defendant's
Preliminary Objections is a writing that speaks for itself.
9. Denied as stated. The Limited POA attached to Defendant's Preliminary
Objections is a writing that speaks for itself. It is specifically denied that the Limited POA was
required to include a copy of the Loan Sale Agreement or otherwise reference any loans or
security documents that were sold or transferred by Orrstown Bank to Plaintiff.
10. Denied as stated. It is admitted that the Loan Sale Agreement was not attached to
the Complaint or made available to Defendant. It is specifically denied that the Loan Sale
Agreement or related documents were required to be attached to the Complaint or otherwise
provided to Defendant,
11. Denied as stated. It is admitted that the Loan Sale Agreement was not attached to
the Complaint or made available to Defendant. It is specifically denied that the Loan Sale
Agreement or related documents were required to be attached to the Complaint or otherwise
provided to Defendant.
Preliminary Objection — Lack of Capacity to Sue
12. Magnolia incorporates herein by reference its responses to Paragraphs 1 through
11 above.
13. The allegation of Paragraph 13 state legal conclusions to which, no responsive
factual averment is required. To the extent a response is deemed appropriate, these allegations
are specifically denied. Magnolia denies, however, that it was required to provide a copy of the
Loan Sale Agreement or other documents in order to demonstrate that Mortgage was properly
assigned.
14. The allegation of Paragraph 14 states a legal conclusion to which no responsive
factual averment is required. To the extent a response is deemed appropriate, these allegations
are specifically denied.
15. The allegation of Paragraph 15 states a legal conclusion to which no responsive
factual averment is required. To the extent a response is deemed appropriate, these allegations
are specifically denied.
16. The allegation of Paragraph 16 states a legal conclusion to which no responsive
factual averment is required. To the extent a response is deemed appropriate, these allegations
are specifically denied.
17. The allegation of Paragraph 17 states a legal conclusion to which no responsive
factual averment is required. To the extent a response is deemed appropriate, these allegations
are specifically denied.
18. Denied as stated. It is admitted that no Judge has ruled on any issue in this
mortgage foreclosure proceeding. This proceeding, however, concerns a series of commercial
loans for which Magnolia also Confessed Judgment. The Court has ruled on Petitions to Open or
Strike the Confessed Judgments filed on behalf of the Debtors, including Pinexpress, LLC.
Pursuant to the Court Orders, the Confession of Judgment Proceedings are consolidated for
resolution of the Petitions to Open with argument scheduled for March 17, 2015.
WHEREFORE Plaintiff Magnolia Portfolio, LLC respectfully requests that the Court
overrule the Preliminary Objections filed on behalf of Defendant Pinexpress, LLC.
Respectfully submitted,
RHOADS & SINON LLP
By:
Stephanie E. DiVittore, Esquire
Attorney I.D. No. 85906
sdivittore@rhoads-sinon.com
Kate Deringer Sallie, Esquire
Attorney I.D. No. 208116
ksallie@rhoads-sinon.com.
One South market Square, 12th Flr.
P. O. Box 1146
Harrisburg, PA 17108-1146
(717) 233-5731
Attorneys for Plaintiff
CERTIFICATE OF SERVICE
I hereby certify that on this 67/0t. day of December, 2014, a true and correct copy of the
foregoing Plaintiff's Answer to preliminary Objections was served by means of United States
mail, first class, postage prepaid, upon the following:
1
Heather Z. Kelly, Esquire
Mette, Evans & Woodside
3401 North Front Street
P.O. Box 5950
Harrisburg, PA 17110-0950
Dara Whistler