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HomeMy WebLinkAbout14-6299 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA THE HUNTINGTON NATIONAL BANK, CIVIL DIVISION = Plaintiff, VS. CASE NO.: I JOSHUA M. ROSINSKI Defendant. CONFESSION OF JUDGMENT Pursuant to the Warrant of Attorney contained in the Guaranty,copies of which are attached to the Complaint filed in this action, I appear for the Defendant and confess judgment in favor of Plaintiff and against the Defendant as follows: Principal Balance $ 306,212.59 Interest to 10/22/14 3,865.57 Late Fees 366.23 Attorney's Fees (10%) 31,007.81 TOTAL $341,452.20 for a total of$341,452.20,plus interest in the amount of$49.49738 per day from October 22,2014, late fees, attorneys' fees and costs. METZ LEWIS BRODMAN MUST O'KEEFE LLC 1 By: ohn . 'Keefe, Jr., re . No. 36633 Kenneth C. Thiess, Esquire Pa I.D. No. 28083 Attorneys for Defendant,Pro Hac Vice 535 Smithfield Street, 8t''Floor Pittsburgh, PA 15222 412-918-1100 (46, 06 Ol IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA';_=,; 'Lia e ti)`�+ t.♦1 THE HUNTINGTON NATIONAL BANK, CIVIL DIVISION Y Plaintiff, , vs. CASE NO.: lq— JOSHUA M. ROSINSKI Defendant. CIVIL ACTION—COMPLAINT IN CONFESSION OF JUDGMENT FILED ON BEHALF OF PLAINTIFF: THE HUNTINGTON NATIONAL BANK COUNSEL OF RECORD FOR THIS PARTY: John R. O'Keefe, Jr., Esquire Pa I.D. No. 36633 Kenneth C. Thiess, Esquire I hereby certify that this Complaint in Pa I.D.No. 28083 Confession of Judgment is being filed in METZ LEWIS BRODMAN MUST connection with a commercial credit O'KEEFE LLC transaction. 535 Smithfield Street, 8th Floor Metz Lewis Brodman Must O'Keefe LLC Pittsburgh, PA 15222 412-918-1100 Atto ys for Plaintif IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA THE HUNTINGTON NATIONAL BANK, CIVIL DIVISION Plaintiff, VS. CASE NO.: JOSHUA M. ROSINSKI Defendant. CIVIL ACTION- COMPLAINT IN CONFESSION OF JUDGMENT Plaintiff, The Huntington National Bank, by its attorneys, Metz Lewis Brodman Must O'Keefe LLC, files this Complaint in Confession of Judgment: 1. The Huntington National Bank is a financial institution having a business address of 2361 Morse Road,NC3W33, Columbus, OH 43229 (the"Plaintiff'). 2. Joshua M. Rosinski is an adult individual residing at 204 Brook Meadow Drive, Mechanicsburg, PA 71050 (the "Defendant"). 3. On July 31,2013,Zdrowic,Inc.,a Pennsylvania Corporation("Zdrowic"), executed and delivered to Plaintiff a Promissory Note in the original principal amount of Three Hundred Thirty-one Thousand and no/100 Dollars($331,000.00)(the"Note"). A true and correct copy ofthe Note is marked Exhibit"A," attached hereto and made a part hereof. 4. On July 31,2013,Defendant executed and delivered to Plaintiff a certain Commercial Guaranty (the "Guar an "), pursuant to which Defendant guaranteed the prompt payment of all indebtedness then owed or thereafter incurred by Zdrowic to Plaintiff. A true and correct copy of the Guaranty is marked Exhibit"B," attached hereto and made a part hereof. 1 5. The Guaranty executed by the Defendant contains a confession of judgment provision which, upon amounts becoming due by Zdrowic, authorizes the entry of judgment against the Defendant for the entire principal balance due under the Guaranty,all accrued interest,late charges and any and all amounts expended or advanced by Plaintiff relating to any collateral securing the indebtedness, together with costs of suit and an attorney's commission of ten percent(10%)of the unpaid principal balance and accrued interest for collection. 6. Zdrowic is in default for failing to make payment when due as required under the Note. 7. On October 15, 2014, the Plaintiff made demand upon the Defendant for payment pursuant to the terms of the Guaranty; however, Defendant has failed and/or refused to make payment. A true and correct copy of the October 15, 2014 demand letter is marked Exhibit "C," attached hereto and made a part hereof. 8. The Guaranty had not been released, transferred or assigned. 9. Judgment has not been entered against the Defendant on the Guaranty in any jurisdiction. 10. The underlying transaction relative to this Complaint in Confession of Judgment is a commercial transaction and judgment is not being entered by confession against a natural person in connection with a consumer credit transaction. 2 11. The itemization of the amount due Plaintiff in connection with the Guaranty, including attorneys' fees authorized by The Guaranty, is as follows: Principal Balance $ 306,212.59 Interest to 10/22/14 3,865.57 Late Fees 366.23 Attorney's Fees (10%) 31,007.81 TOTAL $341,452.20 for a total of$341,4520.20,plus interest in the amount of$49.49738 per day from October 22,2014, late fees, attorneys' fees and costs. WHEREFORE, the Plaintiff, as authorized by the Warrant of Attorney contained in the Guaranty,demands judgment against the Defendant in connection with the Guaranty in the amount of$341,452.20,plus interest in the amount of$49.49738 per day from October 22,2014,late fees, attorneys' fees and costs. Respectfully submitted, METZ LEWIS BRODMAN MUST OWEEFE LLC By: e.D. eefe, Jr., Es r 6633 Kenneth C. Thiess, Esquire Pa I.D.No. 28083 Attorneys for The Huntington National Bank 535 Smithfield Street, 8th Floor Pittsburgh, PA 15222 3 EXHIBIT "A" PROMISSORY NOTE P.nnclpal 4. Loa nDate MatuN LiYan NA: S Cati;/Cotl Ac¢ottnt Ufficar lt'iat§33'I,OA0.0A. A'T-31 2Q'tn08.05 2023:: References in the boxes above are for Lender's use only and do not limit the a licabilit of this document to an Any item above containing pp Y Y Particular loan or item. 9"'""has been omitted due to text length limitations. Borrower: Zdrowic,Inc. 6301 Grayson Road Unit A-130 Lender: THE HUNTINGTON NATIONAL BANK Harrisburg,PA 17111 Pittsburgh Commercial Lending The Grant Building 310 Grant Street,4th Floor Pittsburgh,PA 15219 Principal Amount: $331,000.00 Initial Rate: 5.950% PROMISE TO PAY. Zdrowic,Inc.("Borrower")promises to pay to THE HUNTINGTON NATIONAL BANK('Lender"),or or orrder,in lawful money ote: July 31, lof the United States of America, the principal amount of Three Hundred Thirty-one Thousand &00/100 Dollars ($331,000.00), together with interest on the unpaid principal balance from July 30,2013,until paid in full. PAYMENT. Subject to any payment changes resulting from changes in the Index.Borrower will pay this loan in 119 payments of$3,670.16 each payment and an irregular last payment estimated at$3,670.33. Borrower's first payment is due September 5,2013,and all subsequent payments are due on the same day of each month after that. Borrower's final payment will be due on August 5, 2023,and will be for all principal and all accrued interest not yet paid. Payments include principal and interest. Unless otherwise agreed or required by applicable law, Payments will be applied first to any accrued unpaid interest;then to principal;then to any unpaid collection costs;and then to any late charges. 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 SBA LIBOR BASE RATE that is established and set monthly on the first Business Day of each month by the United States Small Business Administration ("SBA") by adding (a) the thirty-day (one (1) month) London Interbank Offered Rate (LIBOR) in effect on the first Business Day of each month,as printed in a national financial newspaper published each Business Day(or such other source that may from time to time be utilized by the SBA for determining such one (1) month LIBOR rate), plus (b) an SBA base rate margin of 300 basis points (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 month. Borrower understands that Lender may make loans based on other rates as well. The Index currently is 3.200% per annum. Interest on the unpaid principal balance of this Note will be calculated as described in the"INTEREST CALCULATION METHOD"paragraph using a rate of 2.750 percentage points over the Index,resulting in an initial rate of 5.950%per annum. 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 following: (A) increase Borrower's payments to ensure Borrower's loan will pay off by its original final maturity date, IN 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. INTEREST CALCULATION METHOD. Interest on this Note is computed on a 365/365 simple interest basis;that is,by applying the ratio of the interest rate over the number of days in a year(366 during leap years),multiplied by the outstanding principal balance,multiplied by the actual number of days the principal balance is outstanding. All interest payable under this Note is computed using this method. PREPAYMENT. 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: The Huntington National Bank,Commercial Customer Support,2361 Morse Road-NC1 W26 Columbus,OH 43229. LATE CHARGE. If a payment is 15 days or more late, Borrower will be charged 10.000%of the regularly scheduled payment or $20.00, 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 an additional 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. If judgment is entered in connection with this Note, interest will continue to accrue after the date of judgment at the rate in effect at the time judgment is entered. However,in no event will the interest rate exceed the maximum interest rate limitations under applicable law. DEFAULT. Each of the following shall constitute an event of default("Event of Default")under this Note: Payment Default. Borrower fails to make any payment when due under this Note. Other Defaults. Borrower fails to comply with or to perform any other term,obligation,covenant or condition contained in this Note or in any of the related documents or to comply with or to perform any term,obligation,covenant or condition contained in any other agreement between Lender and Borrower. Default in Favor of Third Parties. Borrower or any Grantor defaults under any loan,extension of credit,security agreement,purchase or sales agreement,or any other agreement,in favor of any other creditor or person that may materially affect any of Borrower's property or Borrower's ability to repay this Note or perform Borrower's obligations under this Note or any of the related documents. False Statements. Any warranty,representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this Note or the related documents is false or misleading in any material respect,either now or at the time made or furnished or becomes false or misleading at any time thereafter. Insolvency. The dissolution or termination of Borrower's existence as a going business,the insolvency of Borrower,the appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower. Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help, repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the loan. This includes a garnishment of any of Borrower's accounts,including deposit accounts,with Lender. However,this Event of Default shall not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute. Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the indebtedness or any Guarantor dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any guaranty of the indebtedness evidenced by this Note. Change In Ownership. Any change in ownership of twenty-five percent(25%)or more of the common stock of Borrower. Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or performance of this Note is impaired. Insecurity. Lender in good faith believes itself insecure. LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicable law, declare the entire unpaid principal balance under this Note and all accrued unpaid interest immediately due,and then Borrower will pay that amount. ATTORNEYS'FEES;EXPENSES. Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower will pay Lender that amount. This includes,subject to any limits under applicable law,Lender's reasonable attorneys'fees and Lender's legal expenses. whether or not there is a lawsuit, including reasonahlr. mt—­—, F--- i . .IIIIIiillllllllllll IIIII PROMISSORY NOTE (Continued) Page 2 vacate any automatic stay or injunction),and appeals. If not prohibited by applicable law,Borrower also will pay any court costs,in addition to all other sums provided by law. JURY WAIVER. Lender and Borrower hereby waive the right to any jury trial in any action,proceeding,or counterclaim brought by either Lender or Borrower against the other. GOVERNING LAW. This Note will be governed by federal law applicable to Lender and,to the extent not preempted by federal law,the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. This Note has been accepted by Lender in the Commonwealth of Pennsylvania. DISHONORED ITEM FEE. Borrower will pay a fee to Lender of $15.00 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. FINANCIAL STATEMENTS. Borrower agrees to furnish from time to time on the request of the Lender true and complete financial statements and such other information as the Lender may reasonably require. IMPORTANT INFORMATION ABOUT PROCEDURES REQUIRED BY THE USA PATRIOT ACT. To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each entity or person who opens an account or establishes a relationship with the Lender. What this means:When an entity or person opens an account or establishes a relationship with the Lender,the Lender may ask for the name, address,date of birth,and other information that will allow the Lender to identify the entity or person who opens an account or establishes a relationship with the Lender. The Lender may also ask to see identifying documents for the entity or person. SPECIAL SBA LIBOR BASE RATE PROVISIONS. Business Day.As used in this Note,the term"Business Day"shall mean any day other than a Saturday or a Sunday on which banks are open for business in Columbus,Ohio. Automatic Rate Adjustment The variable rate of interest on the obligation evidenced hereby shall change automatically without notice to Borrower on the first Business Day of each month based on the Index then in effect, which means that the initial interest rate period for this Note may be less than one month. DEPOSIT ACCOUNT.Borrower covenants and agrees to establish and maintain all of Borrower's operating deposit accounts with Lender. 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. GENERAL PROVISIONS. If any part of this Note cannot be enforced,this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs,guarantees or endorses this Note,to the extent allowed by law,waive presentment,demand for payment,and notice of dishonor. Upon any change in the terms of this Note,and unless otherwise expressly stated in writing,no party who signs this Note,whether as maker,guarantor, accommodation maker or endorser,shall be released from liability. All such parties agree that Lender may renew or extend(repeatedly and for any length of time)this loan or release any party or guarantor or collateral;or impair,fail to realize upon or perfect Lender's security interest in the collateral;and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. If any portion of this Note is for any reason determined to be unenforceable, it will not affect the enforceability of any other provisions of this Note. CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST,LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE,TOGETHER WITH COSTS OF SUIT,AND AN ATTORNEY'S COMMISSION OF TEN PERCENT(10%)OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY;AND FOR SO DOING,THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY,BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE. THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: ZDROWIC,INC. By: (Seal) hua M.Rosi9i ci,President of Zdebwic,Inc. —ER v"o im"v.v..4.4.10—coo..xei.,,d F—WS­—,soma,.,u.,.ns>.mn. A.Rom.R......d. ."A C:LL,wRe_F"d'CmtR,OXAfC--28 M 5 t EXHIBIT "B" IIIIIIIIIIIIIIIIIIIIIIIII COMMERCIAL GUARANTY PiincipB1 Loan Data Aliatttn ty 14a11 NO Ce14f Co1I Aecouni Icer ihit als References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing"'"•^has been omitted due to text length limitations. 6301 Grayson Road Unit A-130 Borrower: c,Inc. Lender: THE HUNTINGTON NATIONAL BANK 6301 Harrisburg,PA 17111 Pittsburgh Commercial Lending The Grant Building 310 Grant Street,4th Floor Guarantor: Joshua M.Rosiniski Pittsburgh,PA 15219 204 Brook Meadow Or Mechanicsburg,PA 17050 CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable consideration,Guarantor absolutely and unconditionally guarantees full and punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the performance and discharge of all Borrower's obligations under the Note and the Related Documents. This is a guaranty of payment and performance and not of collection,so Lender can enforce this Guaranty against Guarantor even when Lender has not exhausted Lender's remedies against anyone else obligated to pay the Indebtedness or against any collateral securing the Indebtedness,this Guaranty or any other guaranty of the Indebtedness. Guarantor will make any payments to Lender or its order,on demand,in legal tender of the United States of America,in same-day funds,without set-off or deduction or counterclaim, and will otherwise perform Borrower's obligations under the Note and Related Documents. Under this Guaranty, Guarantor's liability is unlimited and Guarantor's obligations are continuing. INDEBTEDNESS. The word"Indebtedness"as used in this Guaranty means all of the principal amount outstanding from time to time and at any one or more times, accrued unpaid interest thereon and all collection costs and legal expenses related thereto permitted by law, reasonable attorneys'fees,arising from any and all debts,liabilities and obligations of every nature or form,now existing or hereafter arising or acquired, that Borrower individually or collectively or interchangeably with others,owes or will owe Lender. "Indebtedness" includes, without limitation, loans, advances, debts, overdraft indebtedness, credit card indebtedness, lease obligations, liabilities and obligations under any interest rate protection agreements or foreign currency exchange agreements orcommodity price protection agreements,other obligations,and liabilities of Borrower,and any present or future judgments against Borrower,future advances,loans or transactions that renew,extend,modify,refinance, consolidate or substitute these debts, liabilities and obligations whether: voluntarily or involuntarily incurred; due or to become due by their terms or acceleration;absolute or contingent;liquidated or unliquidated;determined or undetermined;direct or indirect;primary or secondary in nature or arising from a guaranty or surety; secured or unsecured; joint or several or joint and several; evidenced by a negotiable or non-negotiable instrument or writing; originated by Lender or another or others; barred or unenforceable against Borrower for any reason whatsoever;for any transactions that may be voidable for any reason(such as infancy, insanity,ultra vires or otherwise);and originated then reduced or extinguished and then afterwards increased or reinstated. If Lender presently holds one or more guaranties,or hereafter receives additional guaranties from Guarantor,Lender's rights under all guaranties shall be cumulative. This Guaranty shall not(unless specifically provided below to the contrary)affect or invalidate any such other guaranties. Guarantor's liability will be Guarantor's aggregate liability under the terms of this Guaranty and any such other unterminated guaranties. CONTINUING GUARANTY. THIS IS A "CONTINUING GUARANTY" UNDER WHICH GUARANTOR AGREES TO GUARANTEE THE FULL AND PUNCTUAL PAYMENT, PERFORMANCE AND SATISFACTION OF THE INDEBTEDNESS OF BORROWER TO LENDER, NOW EXISTING OR HEREAFTER ARISING OR ACQUIRED, ON AN OPEN AND CONTINUING BASIS. ACCORDINGLY, ANY PAYMENTS MADE ON THE INDEBTEDNESS WILL NOT DISCHARGE OR DIMINISH GUARANTOR'S OBLIGATIONS AND LIABILITY UNDER THIS GUARANTY FOR ANY REMAINING AND SUCCEEDING INDEBTEDNESS EVEN WHEN ALL OR PART OF THE OUTSTANDING INDEBTEDNESS MAY BE A ZERO BALANCE FROM TIME TO TIME. DURATION OF GUARANTY. This Guaranty will take effect when received by Lender without the necessity of any acceptance by Lender,or any notice to Guarantor or to Borrower,and will continue in full force until all the Indebtedness incurred or contracted before receipt by Lender of any notice of revocation shall have been fully and finally paid and satisfied and all of Guarantor's other obligations under this Guaranty shall have been performed in full. If Guarantor elects to revoke this Guaranty, Guarantor may only do so in writing. Guarantor's written notice of revocation must be mailed to Lender,by certified mail,at Lender's address listed above or such other place as Lender may designate in writing. Written revocation of this Guaranty will apply only to new Indebtedness created after actual receipt by Lender of Guarantor's written revocation. For this purpose and without limitation, the term "new Indebtedness" does not include the Indebtedness which at the time of notice of revocation is contingent, unliquidated, undetermined or not due and which later becomes absolute, liquidated, determined or due. For this purpose and without limitation, "new Indebtedness" does not include all or part of the Indebtedness that is: incurred by Borrower prior to revocation;incurred under a commitment that became binding before revocation;any renewals,extensions,substitutions,and modifications of the Indebtedness. This Guaranty shall bind Guarantor's estate as to the Indebtedness created both before and after Guarantor's death or incapacity,regardless of Lender's actual notice of Guarantor's death. Subject to the foregoing,Guarantor's executor or administrator or other legal representative may terminate this Guaranty in the same manner in which Guarantor might have terminated it and with the same effect. Release of any other guarantor or termination of any other guaranty of the Indebtedness shall not affect the liability of Guarantor under this Guaranty. A revocation Lender receives from any one or more Guarantors shall not affect the liability of any remaining Guarantors under this Guaranty. It is anticipated that fluctuations may occur in the aggregate amount of the Indebtedness covered by this Guaranty,and Guarantor specifically acknowledges and agrees that reductions in the amount of the Indebtedness, even to zero dollars($0.00),shall not constitute a termination of this Guaranty. This Guaranty is binding upon Guarantor and Guarantor's heirs,successors and assigns so long as any of the Indebtedness remains unpaid and even though the Indebtedness may from time to time be zero dollars($0.00). GUARANTOR'S AUTHORIZATION TO LENDER. Guarantor authorizes Lender, either before or after any revocation hereof, without notice or demand and without lessening Guarantor's liability under this Guaranty,from time to time: (A) prior to revocation as set forth above,to make one or more additional secured or unsecured loans to Borrower, to lease equipment or other goods to Borrower, or otherwise to extend additional credit to Borrower; (B) to alter,compromise,renew,extend,accelerate,or otherwise change one or more times the time for payment or other terms of the Indebtedness or any part of the Indebtedness, including increases and decreases of the rate of interest on the Indebtedness;extensions may be repeated and may be for longer than the original loan term; (C) to take and hold security for the payment of this Guaranty or the Indebtedness,and exchange,enforce,waive,subordinate,fail or decide not to perfect,and release any such security,with or without the substitution of new collateral; (D) to release,substitute,agree not to sue,or deal with any one or more of Borrower's sureties, endorsers, or other guarantors on any terms or in any manner Lender may choose; (E) to determine how, when and what application of payments and credits shall be made on the Indebtedness; (F) to apply such security and direct the order or manner of sale thereof,including without limitation,any nonjudicial sale permitted by the terms of the controlling security agreement or deed of trust,as Lender in its discretion may determine; (G) to sell, transfer, assign or grant participations in all or any part of the Indebtedness;and (H) to assign or transfer this Guaranty in whole or in part. GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants to Lender that (A) no representations or agreements of any kind have been made to Guarantor which would limit or qualify in any way the terms of this Guaranty; (B) this Guaranty is executed at Borrower's request and not at the request of Lender; (C) Guarantor has full power,right and authority to enter into this Guaranty; (D) the provisions of this Guaranty do not conflict with or result in a default under any agreement or other instrument binding upon Guarantor and do not result in a violation of any law,regulation,court decree or order applicable to Guarantor; (E) Guarantor has not and will not,without the prior written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer, or otherwise dispose of all or substantially all of Guarantor's assets,or any interest therein; (F) upon Lender's request,Guarantor will provide to Lender financial and credit information in form acceptable to Lender,and all such financial information which currently has been,and all future financial information which will be provided to Lender is and will be true and correct in all material respects and fairly present Guarantor's financial condition as of the dates the financial information is provided; (G) no material adverse change has occurred in Guarantor's financial condition since the date of the most recent financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (H) no litigation,claim, investigation, administrative proceeding or similaraction(including those for unpaid taxes)against Guarantor is pending or threatened; (1) Lender has made no representation to Guarantor as to the creditworthiness of Borrower;and (J) Guarantor has established adequate means of obtaining from Borrower on a continuing basis information regarding Borrower's financial condition. Guarantor agrees to keep adequately informed from such means of any facts,events,or circumstances which might in any way affect Guarantor's risks under this Guaranty,and Guarantor further agrees that Lender shall have no obligation to disclose to iGuarantor any information or documents acquired by Lender in the course of its relationship with Borrower. COMMERCIAL GUARANTY (Continued) Page z GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor waives any right to require Lender (A) to continue lending money or to extend other credit to Borrower; (B) to make any presentment, protest, demand,or notice of any kind, including notice of any nonpayment of the Indebtedness or of any nonpayment related to any collateral,or notice of any action or nonaction on the part of Borrower, Lender,any surety,endorser,or other guarantor in connection with the Indebtedness or in connection with the creation of new or additional loans or obligations; (C) to resort for payment or to proceed directly or at once against any person,including Borrower or any other guarantor; (D) to proceed directly against or exhaust any collateral held by Lender from Borrower,any other guarantor,or any other person; (E) to give notice of the terms,time,and place of any public or private sale of personal property security held by Lender from Borrower or to comply with any other applicable provisions of the Uniform Commercial Code; (F) to pursue any other remedy within Lender's power;or (G) to commit any act or omission of any kind,or at any time,with respect to any matter whatsoever. Guarantor also waives any and all rights or defenses based on suretyship or impairment of collateral including,but not limited to,any rights or defenses arising by reason of (A) any"one action" or "anti-deficiency" law or any other law which may prevent Lender from bringing any action, including a claim for deficiency, against Guarantor, before or after Lender's commencement or completion of any foreclosure action, either judicially or by exercise of a power of sale; (B) any election of remedies by Lender which destroys or otherwise adversely affects Guarantor's subrogation rights or Guarantor's rights to proceed against Borrower for reimbursement, including without limitation, any loss of rights Guarantor may suffer by reason of any law limiting, qualifying, or discharging the Indebtedness; (C) any disability or other defense of Borrower,of any other guarantor,or of any other person,or by reason of the cessation of Borrower's liability from any cause whatsoever,other than payment in full in legal tender, of the Indebtedness; (D) any right to claim discharge of the Indebtedness on the basis of unjustified impairment of any collateral for the Indebtedness; (E) any statute of limitations, if at any time any action or suit brought by Lender against Guarantor is commenced,there is outstanding Indebtedness which is not barred by any applicable statute of limitations;or (F) any defenses given to guarantors at law or in equity other than actual payment and performance of the Indebtedness. If payment is made by Borrower, whether voluntarily or otherwise,or by any third party,on the Indebtedness and thereafter Lender is forced to remit the amount of that payment to Borrower's trustee in bankruptcy or to any similar person under any federal or state bankruptcy law or law for the relief of debtors, the Indebtedness shall be considered unpaid for the purpose of the enforcement of this Guaranty. Guarantor further waives and agrees not to assert or claim at any time any deductions to the amount guaranteed under this Guaranty for any claim of setoff, counterclaim, counter demand, recoupment or similar right, whether such claim, demand or right may be asserted by the Borrower,the Guarantor,or both. GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and agrees that each of the waivers set forth above is made with Guarantor's full knowledge of its significance and consequences and that,under the circumstances,the waivers are reasonable and not contrary to public policy or law. If any such waiver is determined to be contrary to any applicable law or public policy,such waiver shall be effective only to the extent permitted by law or public policy. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Guarantor's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Guarantor holds jointly with someone else and all accounts Guarantor may open in the future. However,this does not include any IRA or Keogh accounts,or any trust accounts for which setoff would be prohibited by law. Guarantor authorizes Lender,to the extent permitted by applicable law,to hold these funds if there is a default,and Lender may apply the funds in these accounts to pay what Guarantor owes under the terms of this Guaranty. SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the Indebtedness, whether now existing or hereafter created,shall be superior to any claim that Guarantor may now have or hereafter acquire against Borrower,whether or not Borrower becomes insolvent. Guarantor hereby expressly subordinates any claim Guarantor may have against Borrower, upon any account whatsoever, to any claim that Lender may now or hereafter have against Borrower. In the event of insolvency and consequent liquidation of the assets of Borrower, through bankruptcy,by an assignment for the benefit of creditors, by voluntary liquidation,or otherwise,the assets of Borrower applicable to the payment of the claims of both Lender and Guarantor shall be paid to Lender and shall be first applied by Lender to the Indebtedness. Guarantor does hereby assign to Lender all claims which it may have or acquire against Borrower or against any assignee or trustee in bankruptcy of Borrower;provided however,that such assignment shall be effective only for the purpose of assuring to Lender full payment in legal tender of the Indebtedness. If Lender so requests,any notes or credit agreements now or hereafter evidencing any debts or obligations of Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and shall be delivered to Lender. Guarantor agrees,and Lender is hereby authorized, in the name of Guarantor,from time to time to file financing statements and continuation statements and to execute documents and to take such other actions as Lender deems necessary or appropriate to perfect,preserve and enforce its rights under this Guaranty. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty: Amendments. This Guaranty,together with any RelatedDocuments,constitutes the entire understanding and agreement of the parties as to the matters set forth in this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Attorneys' Fees; Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, including Lender's reasonable attorneys' fees and Lender's legal expenses, incurred in connection with the enforcement of this Guaranty. Lender may hire or pay someone else to help enforce this Guaranty,and Guarantor shall pay the costs and expenses of such enforcement. Costs and expenses include Lender's reasonable attorneys'fees and legal expenses whether or not there is a lawsuit,including reasonable attorneys'fees and legal expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collection services. Guarantor also shall pay all court costs and such additional fees as may be directed by the court. Caption Headings. Caption headings in this Guaranty are for convenience purposes only and are not to be used to interpret or define the provisions of this Guaranty. Governing Law. This Guaranty will be governed by federal law applicable to Lender and,to the extent not preempted by federal law,the laws of the Commonwealth of Pennsylvania without regard to its conflicts of law provisions. Integration. Guarantor further agrees that Guarantor has read and fully understands the terms of this Guaranty; Guarantor has had the opportunity to be advised by Guarantor's attorney with respect to this Guaranty;the Guaranty fully reflects Guarantor's intentions and parol evidence is not required to interpret the terms of this Guaranty. Guarantor hereby indemnifies and holds Lender harmless from all losses, claims,damages,and costs(including Lender's attorneys'fees)suffered or incurred by Lender as a result of any breach by Guarantor of the warranties,representations and agreements of this paragraph. Interpretation. In all cases where there is more than one Borrower or Guarantor,then all words used in this Guaranty in the singular shall be deemed to have been used in the plural where the context and construction so require; and where there is more than one Borrower named in this Guaranty or when this Guaranty is executed by more than one Guarantor, the words "Borrower" and "Guarantor" respectively shall mean all and any one or more of them. The words"Guarantor,""Borrower,"and"Lender"include the heirs,successors, assigns,and transferees of each of them. If a court finds that any provision of this Guaranty is not valid or should not be enforced,that fact by itself will not mean that the rest of this Guaranty will not be valid or enforced. Therefore, a court will enforce the rest of the provisions of this Guaranty even if a provision of this Guaranty may be found to be invalid or unenforceable. If any one or more of Borrower or Guarantor are corporations,partnerships,limited liability companies,or similar entities,it is not necessary for Lender to inquire into the powers of Borrower or Guarantor or of the officers,directors, partners, managers,or other agents acting or purporting to act on their behalf,and any indebtedness made or created in reliance upon the professed exercise of such powers shall be guaranteed under this Guaranty. Notices. Unless otherwise provided by applicable law,any notice required to be given under this Guaranty shall be given in writing,and, except for revocation notices by Guarantor, shall be effective when actually delivered, when actually received by telefacsimile (unless otherwise required by law), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United States mail,as first class,certified or registered mail postage prepaid,directed to the addresses shown near the beginning of this Guaranty. All revocation notices by Guarantor shall be in writing and shall be effective upon delivery to Lender as provided in the section of this Guaranty entitled"DURATION OF GUARANTY." Any party may change its address for notices under this Guaranty by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Guarantor agrees to keep Lender informed at all times of Guarantor's current address. Unless otherwise provided by applicable law, if there is more than one Guarantor,any notice given by Lender to any Guarantor is deemed to be notice given to all Guarantors. No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Guaranty unless such waiver is given in writing and COMMERCIAL GUARANTY (Continued) Page 3 signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lender's right otherwise to demand Lender and Guarantor,shall constitute a waiver of any of Lender's rights or of any of Guarantor's obligations as to any future transacstrict compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender,nor any course of dealing between with etions. Whenever the consent of Lender is required under this Guaranty,the granting of such consent by Lender in any instance shall not constit e continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or ld in the sole discretion of Lender. Successors and Assigns. The terms of this Guaranty shall be binding upon Guarantor, and upon Guarantor's heirs, personal representatives,successors,and assigns,and shall be enforceable by Lender and its successors and assigns. Waive Jury. Lender and Guarantor hereby waive the right to any jury trial in any action, proceeding,or counterclaim brought by either Lender or Guarantor against the other. IMPORTANT INFORMATION ABOUT PROCEDURES REQUIRED BY THE USA PATRIOT ACT.To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each entity or person who opens an account or establishes a relationship with the Lender. What this means:When an entity or person opens an account or establishes a relationship with the Lender, the Lender may ask for the name, address, date of birth, and other information that will allow the Lender to identify the entity or person who opens an account or establishes a relationship with the Lender. The Lender may also ask to see identifying documents for the entity or person. ADDITIONAL WAIVER.Guarantor waives notice of any other fact that might materially increase Guarantor's risk. DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Guaranty. Unless specifically stated to the contrary,all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words and terms used in the singular shall include the plural,and the plural shall include the singular,as the context may require. Words and terms not otherwise defined in this Guaranty shall have the meanings attributed to such terms in the Uniform Commercial Code: Borrower. The word"Borrower"means Zdrowic,Inc.and includes all co-signers and co-makers signing the Note and all their successors and assigns. Guarantor. The word "Guarantor" means everyone signing this Guaranty, including without limitation Joshua M. Rosiniski, and in each case,any signer's successors and assigns. Guaranty. The word"Guaranty"means this guaranty from Guarantor to Lender. Indebtedness. The word"Indebtedness"means Borrower's indebtedness to Lender as more particularly described in this Guaranty. Lender. The word"Lender"means THE HUNTINGTON NATIONAL BANK,its successors and assigns. Note. The word "Note" means and includes without limitation all of Borrower's promissory notes and/or credit agreements evidencing Borrower's loan obligations in favor of Lender,together with all renewals of,extensions of,modifications of,refinancings of,consolidations of and substitutions for promissory notes or credit agreements. Related Documents. The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental agreements,guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments, agreements and documents,whether now or hereafter existing,executed in connection with the Indebtedness. CONFESSION OF JUDGMENT. GUARANTOR HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR GUARANTOR AFTER THE AMOUNTS HEREUNDER BECOME DUE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST GUARANTOR FOR THE ENTIRE PRINCIPAL BALANCE OF THIS GUARANTY AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THE INDEBTEDNESS, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION,BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY;AND FOR SO DOING,THIS GUARANTY OR A COPY OF THIS GUARANTY VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS GUARANTY TO CONFESS JUDGMENT AGAINST GUARANTOR SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS GUARANTY. GUARANTOR HEREBY WAIVES ANY RIGHT GUARANTOR MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO GUARANTOR'S ATTENTION OR GUARANTOR HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS GUARANTY AND AGREES TO ITS TERMS. IN ADDITION,EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AND DELIVERY OF THIS GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE MANNER SET FORTH IN THE SECTION TITLED"DURATION OF GUARANTY". NO FORMAL ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY EFFECTIVE. THIS GUARANTY IS DATED JULY 31,2013. THIS GUARANTY IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS GUARANTY IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. GUARANTOR: �f X (Soap oshua M.Rosi ry i GUSER Pp0 4nlln0,Vr.13A.10.003 tow.Xrin<gn,nal,I SeN,un,law.199).i01J. ��plp"b N,r,wE. .p�C LL"wRe Hol�Cfl1LM15EM.)L)q 2J353B PIL5B EXHIBIT "C" Q, iHuntington THE HUNTIN&TON NATIONAL BANK 2.361 Morse Road i NC3W33 1 Cotumhus,Oil 43229 NOTICE OF DEFAULT AND DEMAND FOR PAYMENT IN FULL VIA REGULAR AND CERTIFIED MAIL October 15,2014 Joshua Rosinski 204 Brook Meadow Drive Mechanicsburg, PA 71050 Re: Obligation No�, Note No. 18 NOTICE OF DEFAULT AND DEMAND FOR PAYMENT/N FULL Dear Mr. Rosinski: This letter is being sent to you as a result of default under the Agreement, as defined below. Zdrowic, Inc. ("Borrower",whether one or more)and The Huntington National Bank("Bank")are parties to a certain Note dated July 31, 2013 (the "Agreement'), as may have been amended from time to time. In connection with the Agreement,you executed and delivered to Huntington one or more commercial guaranties for repayment of the Borrower's obligations to Huntington. Borrower is in default of its Agreement with the Bank as a result of the following: Failure to make payment when due. Additional events of default may have also occurred under the provisions of the Agreement.If acceleration has not occurred pursuant to the Agreement and related loan documents, Huntington hereby accelerates the balance owed under the Agreement as a result of the defaults and demands that the balance be paid in full immediately.As of October 15,2014, the following remained due and owing to the Bank under the Agreement: Principal $306,212.59 Accrued Interest $ 3,519.10 Fees $ 366.23 Payoff as of 10/15/2014 $310,097.92 (Per Diem of$49.49738). In the event the unpaid balance is not paid in full immediately,Huntington will exercise its rights and remedies to collect the unpaid indebtedness. Please call me at 614-480-2664 before paying the obligations in full to verify the balance owed as additional interest,costs, fees and expenses continue to accrue until payment in full. Member FDIC.1.'' arld Ffurtins;tori°XC icderaity rr,Listcred servcce+narks et Huniinuton 6ancstuucs encUrfbrateJ. Any delay by the Bank in exercising and enforcing its rights and remedies under the Agreement, related loan documents,and/or applicable law,or decision not to exercise its rights and remedies as a result of the default(s), does not and shall not constitute an agreement by Bank to(a)forbear or delay the exercise of any such rights and remedies, (b) modify the terms and conditions of the Agreement or any related loan document, or(c)waive, release or limit Bank's exercise of its rights and remedies,all of which are expressly reserved. Any forbearance, modification, waiver or release is ineffective unless set forth in a written agreement executed by an authorized representative of the Bank.In addition,the Bank's acceptance of any partial payment shall not constitute a waiver of any of Bank's rights and remedies or nullify the Bank's demand for payment in full.This will be Huntington's final communication concerning the matter prior to initiation of enforced collection proceedings and exercise of the Bank's rights and remedies to collect the debt Very ruly Y u , Christi S. Dunlap Vice P esident Specia Assets Representative,Sr. n CERTIFICATION OF COMMERCIAL TRANSACTION I,Christine S.Dunlap, in my position as Vice President and duly authorized representative of The Huntington National Bank, hereby certify that the instrument attached to the Complaint on which judgment is being entered was executed in connection with a commercial business transaction and was not executed in connection with any personal, family or household consumer loan transaction. TH3she GTO NATION BANK By: Dunlap, V' e resident VERIFICATION I,Christine S.Dunlap,in my position as Vice President and duly authorized representative of The Huntington National Bank, deposes and says subject to the penalties of 18 Pa.C.S.A.§4904, relating to unsworn falsification to authorities,that the facts set forth in the foregoing Complaint in Confession of Judgment are true and correct to best of my personal knowledge, information and belief. THE HGT N NATIONAL BANK By: istin S. Dunlap i President OF THE PROTHON,DT,ATC1 Mt' N07 17 PM 12: 56 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANAUMBE RLAND COUNTY PENNSYLVANIA THE HUNTINGTON NATIONAL BANK, CIVIL DIVISION Plaintiff, CASE NO.: 14-6299 CIVIL vs. JOSHUA M. ROSINSKI, Defendant TYPE OF PLEADING: AFFIDAVIT OF SERVICE OF NOTICES OF CONFESSION OF JUDGMENT UPON DEFENDANT PURSUANT TO Pa. R.C.P. § 2958.1 & 42 Pa. C.S.A. § 2737.1 FILED ON BEHALF OF PLAINTIFF: THE HUNTINGTON NATIONAL BANK COUNSEL OF RECORD FOR THIS PARTY: John R. O'Keefe, Jr., Esquire Pa T.D. No. 36633 Kenneth C. Thiess, Esquire Pa I.D. No. 28083 METZ LEWIS BRODMAN MUST O'KEEFE LLC 535 Smithfield Street, 8th Floor Pittsburgh, PA 15222 412-918-1100 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA THE HUNTINGTON NATIONAL BANK, CIVIL DIVISION Plaintiff, CASE NO.: 14-6299 CIVIL vs. JOSHUA M. ROSINSKI, Defendant. AFFIDAVIT OF SERVICE OF NOTICES OF CONFESSION OF JUDGMENT UPON DEFENDANTS PURSUANT TO Pa. R.C.P. § 2958.1 & 42 Pa. C.S.A 2737.1 I, John R. O'Keefe, Jr., Attorney for the Plaintiff, hereby certify as follows: 1 On November 4, 2014, I mailed true and correct copies of the Notices of Confession of Judgment Pursuant to Pa. R.C.P. § 2958.1 and 42 Pa. C.S.A. § 2737.1 to Defendant, Joshua M. Rosinski, Inc., by Certified Mail, Article Number 7009 2820 0004 2470 9725, at the following address: 204 Brook Meadow Drive, Mechanicsburg, PA 71050. Copies of the Notices are collectively attached as Exhibit "A." 2. Said Notices of Confession of Judgment Pursuant to Pa. R.C.P. § 2958.1 and 42 Pa. C.S.A. § 2737.1 were received sometime before November 12, 2014 (when the receipt was returned to undersigned counsel reflecting receipt), as evidenced by the original return receipt card, signed for by a representative of the Defendant, a copy of which is attached hereto as Exhibit "B." I verify that the statements made in this Affidavit of Service are true and correct to the best of my knowledge or information and belief. I understand that false statements herein are subject to the penalties of 18 Pa. C.S.A. § 4904 relating to unsworn falsification to authorities. • METZ LEWIS BRODMAN MUST O'KEEFE LLC 535 Smithfield Street, 8th Floor Pittsburgh, PA 15222 Phone: 412-918-1100 jokeefe@metzlewis.com Attorneys for Plaintiff The Huntington National Bank EXHIBIT "A" IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA THE HUNTINGTON NATIONAL BANK, CIVIL DIVISION Plaintiff, vs. JOSHUA M. ROSINSKI Defendant. CASE NO.: 14-6299 Civil NOTICE OF JUDGMENT AND EXECUTION REQUIRED BY RULE 2958.1 TO: JOSHUA M. ROSINSKI 204 Brook Meadow Drive Mechanicsburg, PA 71050 A Judgment in the amount of $341,452.20 has been entered against you and in favor of the Plaintiff without any prior notice or hearing based on a Confession of Judgment contained in a written agreement or other paper allegedly signed by you. The sheriff may take your money or other property to pay the judgment at any time after thirty (30) days after the date on which this Notice is served on you. You may have legal rights to defeat the judgment or to prevent your money or property from being taken. YOU MUST FILE A PETITION SEEKING RELIEF FROM THE JUDGMENT AND PRESENT IT TO A JUDGE WITHIN THIRTY (30) DAYS AFTER THE DATE ON WHICH THIS NOTICE IS SERVED ON YOU OR YOU MAY LOSE YOUR RIGHTS. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP: CUMBERLAND COUNTY BAR ASSOCIATION 32 SOUTH BEDFORD STREET CARLISLE, PA 17013 1-800-990-9108 717-249-3166 METZ LEWIS BRODMAN MUST O'KEEFE LLC . O'Keefe, Jr., . No. 36633 Kenneth C. Thiess, Esquire Pa I.D. No. 28083 Attorneys for The Huntington National Bank 535 Smithfield Street, 8th Floor Pittsburgh, PA 15222 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA THE HUNTINGTON NATIONAL BANK, CIVIL DIVISION Plaintiff, vs. CASE NO.: 14-6299 Civil JOSHUA M. ROSINSKI Defendant. NOTICE PURSUANT TO 42 Pa.C.S.A. §2737.1 JUDGMENT HAS BEEN ENTERED AGAINST YOU BY CONFESSION OF JUDGMENT AT THE ABOVE CAPTIONED NUMBER AND TERM. PURSUANT TO 42 PA C.S.A. 2737.1, IF YOU HAVE BEEN INCORRECTLY IDENTIFIED AS A DEFENDANT IN THE COMPLAINT IN CONFESSION OF JUDGMENT AND HAD A CONFESSION OF JUDGMENT ENTERED AGAINST YOU, YOU SHALL BE ENTITLED TO COSTS AND REASONABLE ATTORNEY FEES AS DETERMINED BY THE COURT. YOU MAY SEEK TO HAVE THE COURT STRIKE THE CONFESSION OF JUDGMENT BY FOLLOWING THE PROCEDURE SET FORTH IN RULE 2959 OF THE PENNSYLVANIA RULES OF CIVIL PROCEDURE, WHICH RULE 2959 IS SET FORTH BELOW: Pennsylvania Rule of Civil Procedure 2959. Striking Off or Opening Judgment; Pleadings; Procedure (a) (1) Relief from a judgment by confession shall be sought by petition. Except as provided in subparagraph (2), all grounds for relief whether to strike off the judgment or to open it must be asserted in a single petition. The petition may be filed in the county in which the judgment was originally entered, in any county to which the judgment has been transferred or in any other county in which the sheriff has received a writ of execution directed to the sheriff to enforce the judgment. (2) The ground that the waiver of the due process rights of notice and hearing was not voluntary, intelligent and knowing shall be raised only (i) in support of a further request for a stay of execution where the court has not stayed execution despite the timely filing of a petition for relief from the judgment and the presentation of prima facie evidence of a defense; and (ii) as provided by Rule 2958.3 or Rule 2973.3. (3) If written notice is served upon the petitioner pursuant to Rule 2956.1(c)(2) or Rule 2973.1 (c), the petition shall be filed within thirty days after such service. Unless the Defendant can demonstrate that there were compelling reasons for the delay, a petition not timely filed shall be denied. (b) If the petition states prima facie grounds for relief the court shall issue a rule to show cause and may grant a stay of proceedings. After being served with a copy of the petition the plaintiff shall file an answer on or before the return day of the rule. The return day of the rule shall be fixed by the court by local rule or special order. (c) A party waives all defenses and objections which are not included in the petition or answer. (d) The petition and the rule to show cause and the answer shall be served as provided in Rule 440. (e) The court shall dispose of the rule on petition and answer, and on any testimony, depositions, admissions and other evidence. The court for cause shown may stay proceedings on the petition insofar as it seeks to open the judgment pending disposition of the application to strike off the judgment. If evidence is produced which in a jury trial would require the issues to be submitted to the jury the court shall open the judgment. (f) The lien of the judgment or of any levy or attachment shall be preserved while the proceedings to strike off or open the judgment are pending. By; METZ LEWIS BRODMAN MUST O'ICEEFE LLC O'Keefe, Jr., a .D. No. 36633 Kenneth C. Thiess, Esquire Pa I.D. No. 28083 Attorneys for The Huntington National Bank 535 Smithfield Street, 8th Floor Pittsburgh, PA 15222 EXHIBIT a I ,• ru D^ C N C O O nJ qj ru a O U.S. Postal Servic:eT.., CERTIFIED MAILT,., RECEIPT (Domestic Mail Only: No Insurance Coverage Provided) For delivery information visit our website at www.usps.coma) OFFICIAL USE Postage Certified Fee Return Receipt Fee (Endorsement Required) Restricted Delivery Fee (Endorsement Required) Total Postage a'Fees m o or PO Box No.' Ciq; Stare ZIPi:f EMI Postmark Here Joshua M. ' osiins — 2'04 Rro'ark•Meadow Drive.—,_— MechanicsbtugJA 71050 PS Form 3800. August 2006 SENDER: COMPLETE THIS SECTION • Complete. items 1, 2, and 3. Also complete Item 4 If Restricted Delivery Is desired. ■ Print your name and address on the reverse so that we can return the card to you. • Attach this card to the back of the mailpiece, or on the front if space permits. 1. Article Addressed to: Joshua M. Rosinski 204 Brook Meadow Drive Mechanicsburg, PA 71050 See Reversefo,lnstiuctons COMPLETE THIS SECTION ON DELIVERY A. Signature X eceived by (Printed Name) ❑ Agent 0 Addressee C. Date of Delivery D. Is delivery address different from item 1? 0 Yes If YES, enter delivery address below: 0 No 3. Service Type I Certified Mail ❑ Registered ❑ Insured Mail 0 Express Mail 0 Return Receipt for Merchandise ❑ C.O.D. 4. Restricted Delivery? (Extra Fee) 0 Yes 2. Article Number (Transfer from service labe° 7009; ;2820 :0004 2470 9725 PS Form 3811, February 2004 Domestic Return Receipt 102595-02-M-1540