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Home My WebLink About05-4176 KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG. PA 17108.1963 .' MANUFACTURERS AND TRADERS TRUST COMPANY, successor to ALLFIRST BANK Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW NO. OS - ifnI." C;u~l<-rt.JL""l CONFESSION OF JUDGMENT v. STARNET TECHNOLOGIES, INC. Defendant CONFESSION OF JUDGMENT By virtue of the authority conferred by the Note, a copy of which is attached to the Complaint filed in this action, I appear for the Defendant and confess judgment in favor of the Plaintiff and against the Defendant for the sum of $57,493.53, and costs of suit. E~' Attorney for Defendant by virtue of the authorization contained in the Note ',J KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG, PA 17108,1963 Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW NO. O~ - A117}o C, u ~ L ~€/2...~ CONFESSION OF JUDGMENT MANUFACTURERS AND TRADERS TRUST COMPANY, successor to ALLFIRST BANK v. STARNET TECHNOLOGIES, INC. Defendant NOTICE OF DEFENDANT'S RIGHTS A judgment in the amount of $57,493.53 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 AND 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 BEDFORD STREET Carlisle, PA 17013 Telephone: (800) 990-9108 KEEFER WOOD ALLEN & RAHAL, LLP By C&9.P;",kY' J, Attorney I.D, #23702 210 Walnut Street P,O. Box 11963 Harrisburg, PA 17108-1963 (717) 255-8051 Attorneys for Manufacturers and Traders Trust Company KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG, PA 17'108.1963 MANUFACTURERS AND TRADERS TRUST COMPANY, successor to ALLFIRST BANK Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW NO. OS'-4171p Civ.:tT~ CONFESSION OF JUDGMENT v. STARNET TECHNOLOGIES, INC. Defendant COMPLAINT 1. Plaintiff Manufacturers and Traders Trust Company is a New York banking corporation, successor to Allfirst Bank, with an office at 213 Market Street, Harrisburg, Pennsylvania 17105. 2. Defendant StarNet Technologies, Inc. is a corporation, whose address is 1845 Market Street, Camp Hill, Pennsylvania 17011, 3. On or about March 22, 2002, Defendant, for good and valuable consideration, executed and delivered a Demand Business Purpose Promissory Note (the "Note") to Plaintiffs predecessor. A true and correct copy of said Note is attached hereto, made a part hereof and marked Exhibit "A". 4. The Note referred to in Paragraph 3 above has not been assigned by Plaintiff to any person or organization. 5. Judgment has not been entered on the Note referred to in Paragraph 3 above in any jurisdiction. 6. The Note provides that Plaintiff may confess judgment against Defendant for the full amount outstanding plus court costs and attorneys' fees offrfteen percent (15%). 7. The amount outstanding on the Note as of August 10, 2005, is $50,008.53, of which $49,970.00 is principal, $ 95,64 is interest and $ 12.89 is late charges. Fifteen percent (15%) of said sum is $7,485.00. KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG, PA 17108,1963 8. This confession of judgment is not being filed against a natural person in regards to a consumer credit transaction. WHEREFORE, Plaintiff demands judgment against Defendant in the sum of $57,493.53, together with interest as may hereafter accrue and costs of suit. KEEFER WOOD ALLEN & RAHAL, LLP Date: August 10, 2005 By: ro}, Eugene E. Pepinsky, Jr. Attorney I.D. #23702 210 Walnut Street P.O. Box 11963 Harrisburg, PA 17108-1963 (717) 255-8051 Attorneys for Plaintiff AUG-II-05 THU 09:01 AM MTS SPECIAL ASSETS FAX NO, 717 255 2370 P. 03 on-II-OS as:!! FROM-Kaafar Weed Allan' Rahal 7172558050 KEEFER WOOD AI.I.EN & RAHAL, llP ~10 WALNUT SlREET PO =ox 11963 fIARI'IISPURG, PA 171Da-1llliS 1-416 P.00~/008 F-4!1 VERIFICATION 1'ho UndersIgned Kenneth L Milliken. hereby verifies and st.\tes that: 1. He Is VIce President of Manuf.:lcturers and Traders Trust Company, PlaintIff herein; 2. Ho Is auUlorized to make this VeritiC<1tion on Its behalf; 3, The faots set forth In the foregoing Complaint are true and COlTllct to the best of his knowledge, il'!(Qrrnation and belief; and 4. He i.'S aware that false statements herein are made subject to the penalties of 1 e r~". 0,5. ~ 49001, relaUng to unsworn falsification to authorities. 7~~-C"/?/~Z 'Kenneth L. Milliken D.:l!liJ<.l: Augu~t ...LL, 2005 II allflrst DEMAND BUSIN'ESS PURPOSE PROMtSSORYNOTF. $ 50,000.00 Yorke Pennsylvania ( Ity) (State) .-1YlGlrc,h ;) ;;t , ;:;( ooJi, FOR V ALUE RECEIVED, the undersigned ("Borrower") pl"Omises to pay to the ou'er of Allfirst Bank, a Maryland statcpchartered commercial bank ("Bank"), al Bank's otlices a11123 N. George Street, York, Pennsylvania 17404 or at such other place ,as Bank may from time to time designate, the principal sum of Fifty Thousllnd and 00/100 Dollars ($50,000,00), or such other amount as may be advanced from time to time to Borrower, together willi interest thereon at the ral~ or rates hereafter specified and any and all OtJleI sums which may be owing to Bank by Borrower pursuanl to this Promissory Note. The following terms shaH apply to chis Promissory Note. 1. INTEREST. From the date hereof until aU sums due hereunder, inclUding principal, intel'es(, charges, fees and expenses are paid in full, the principal amount outstanding from time to time pursuant to this Promissory Note shall bear interest as follows: Fluctuating Rate. At a fluctuating rate equal to 0 % per annum above the greater at: (i) that rate announced from time to time by Bank as its "prime rate" or (ii) lhe average rate, rounded to the nearest lflOth of 1%, for 3-mollth maturity dealer placed commercial paper ("CommeJ'cial Puper Rl\t~") tor lhe week most recently reported in the Federal Reserve Statistical Release No.H.J 5{5 I 9), entitled "Selected lntt:rest Rates,1I or any succeeding publication; provided IlIallhe interest on this Promissory Note shall never be less than the tale that is I % per annum above the Commercial Paper Rate. Bank at ils Jiscretioll may chlirge a lesser rate from time to time. Interest on the prinCipal amount outstanding shall be adjusted dally with the rute for each day being lh~ ratl.: in effect aL the dos(: of business on that day. Bank makes loans at interest rates at, above and berow its prime rate_ 2., CALCUlATION OF INTEREST. Interest shall be calculated on the basis of a three hundred sixty (360) days per year factor applied to the l:LcWul IHunver of Jays on which there exists an unpaid balance hereunder. 3, REPAYMENT. Borrower shall make payments of principal and interest as follows: (a) Pl'incipah Borrower shaH make payments of principal in full on demand by Bank, which may be mnde at any time, without notice, and without regard to whether a default has occurred. . * ).., (b) Inte.l'C$t: Borrower shall make monthly p~ymeJ1ts of all accrued and unpaid interesl on the ~ () - day of each succ~ssive 1l10I\th, beginning on Mo..n::.~ ~ 0 ,~(}O'J.. , and continuing untillhe matll1'ity of this Promissory Note (whelher upon deLl1i1lld, sWled maturity, acceleration or otherwise) at which time all sums due hereundcl', including principal, interest, charges, fees and expenses, shull be paid ill fulL AU amounts owed to Bank hereunder shall be payable in immediately aYailable funds as billed 4. LA'fE PAYMENT CHARGE. If any payment due hereunder (including any payment in whole Dr in part of principal) is not received by the holder within tlfteen (15) cuiendar days after its due date, Borrower shall pay a late payment charge equal to five percent (5%) of the amount then due. 5. CONFESSION OF JUDGMENf, Borrower irrevocably and ullCQnditionaUy authorizes and empowers !lny attorney admitted to practice before any court of record tn the United Stutes to appeal' 011 behalf of Borrowcl' in any court in one or more pl'occedings, aI' before un}' clel'k thereof 01' prothonotllry or olhcl' eourt official, and to uppeal' foJ', confess and cntel' judgmcnt against BOI'J'OWCI' at any time, whcthel' bcfol"e 01' aftel' the OCClU'l'cuce of auy dcfuult IWNlUudc-J', with 01- witbout tlVerlUcllt of default, with or WitllOut complaint tiled, and without p'l'iol' notlce to 0\' or.portunity of Borrower fOl' p1-iol' hcadng, in fuvOl' of Bank ill the full amount of the indebtedness evidenced by this Promissol'Y Note (including pl'incipa I accrued interest and un)' and nU churges, ths llnd expenses) plus cO\l\1 costs, plus altomeys' fces equal to fifteen percent (15%) of the unpaid- balance of principal, intel'cstl chur~es! and olhcl' sum~ due or whi~h may become due her~under, ~ith release oEan enol's and without right ofapvc~1. ,In,addition to all other ~OU1"ts in whichJudgmcut may be ~onfcs~ed agulI1st Borrowel- upon tIns Promissory Note, BorI'oll'cJ' ..~rees that venue and J\lI'lsdlCUon shull be pl'OpCI' llJ the CO\ll'ts of fUry county OJ' city of the Commonwealth of Pc,msl'}vunia or ill thc United States Distrtct Court for the Middle District of Pennsylvania. J3ol'tower waives the benefit of uny ll:nd cvery statute, ordinance, or I'U e of court! whether now in f01'CC or hCl'einufter enactcdJ wllich may be lawfuUy waived coufcJ'l'ing "pall BOfl"uwel' any right 01' privilege of exeUll?tion, homestead l,tgbts, appraisement" stay of execution OJ' supplementary proceedings) or other relief fl'om the enforcement 01' immediate enfol'cement of uJudgment or related ~l'oceedings on uJl1dgment, (To the extent prohibited by applicable law, anYj'ud~mellt obtuined by confession shall nut constitute a Hen on any real property located in Penmt)'lvania which is the residellce of any Borl'Owcl'.) The aut 100'\ty and power to UpjJCtlJ' fol' and enter judgment against Borrower shall not be exhausted by one or morc exercises tl1creof 01' by any imperfect exercise tl\creof, and shull not be extinguished by ~ny' jU,dg,mcnt entered pursuant theretoi\' such authority and pO\~er may be exerciscd on one 01' nlOl'C uccasions from time to time, in the StlllJC or different JurlSdlCtions, as oftcn as the holdel' SIlO. deem necessary or adVIsable, BORROWER HEREBY ACKNOWLEDGES THAT TIlE CONFESSION OF JUDGMENT PROVISIONS HEREIN CONTAINED WHICH AFFIlCf AND WAIVE CERTAIN LEGAL RIGHTS OF BORROWER HAVE BEEN READ, UNIlERSTOOD AND VOLUNTARILY AGREED TO BY BORROWER, 6, APPLICATION OF PAYMENl'S, AU payments made pursuant to lids Promissory Note sJwll be applied rlfst to accrued and unpaid interest, ll\l~n to unpaid e.xpense~ and charges payable hereunder, and then to principal, or in such other order or proportioll as lile holder, in the holder's sole discn:!ion, may elect fWlll time to tune. 7, SECURITY, SUlIlS due under this Promissory Note are secured by, und Borrower pledges and grants to Bank it sl:curity interest in, all d~po:;iI <lCCOlHlis and deposit:'; or property of Borrower now or at any time hereafter in the possession of or all deposit with Blink wheth~r us custodian or de/JOsitory or in WI)' oll)';::r capacity_ In addition, this Promissory Note is secured by any property described as collateral m any security agreement, morlgage, deed 0 trust, ph:dg~ ilgrCGIllCnl or other document previously, simultaneously, or hereafter entered into by Borrower in connection with allY obligation or liabilily of Borrowi:r Lo 13ank or WlY corporate affiliate of Bank, llllder or in connection with this Promissory Note, and all renewals, refinancings, extensions, subslitutions, amendmenls ami modifications thereof, such other security documen!{s) including but not limited to lhe following; Secm-ity Agl'eement(s) This Promissory Note specitically incorporates by reference, as jf fully set forth herein, all of the language and provisions of (he security dOCllmenls d~scribcd generally or specifically above. 8. DEFAULT, Any of the following will be a default under this Promissory No/e: (;1) failure to pay any principal. expense, charge, rcc or il\ltresl wlii.;1l uue, Qr fuilurc to perform any other obligations hereunder; (b) a default by allY Borrower upon any of the existing or HIllin: obligations oj" 1}ny Borrower to Bunk; (c) t\ default by <IllY guarantor or olher person tliat is now or ben~after liable upon or in connection with UI1Y of the obligaliolls of UIl)' Borrow!.':!" III 13ilnK or tllal hilS gnlll(t;:d any lien or security interest to or for the bellctlt of Bank to secure any of the obligations of ,lilY Uorrowt:r to Bank. ("Other Obligor"), upon any or the existing or tulure obligations of any Other ObligOl" to Bank; (d) a default in any other agreement, instrument or document between any BorfOwer or Dlher Obligor and Bank, or any corporate aftlliale of Bank, including, without limil<ltioll, any security doclmlent referred to above. whether previously, simultaneously, or bcrealh::r cntcrcu into; (c) a material adverse change in the financial condition of ,my Borrower or Other Obligor from that expressed in the financial statement most n,:ccnlJ}' submitted to Bank prior to the date of Ihis Promissory Note, as determined in good faith by Bunk in its sole Lliscrclion; (I) institution of bUllkrupwy, insolvency, reorganization or receivership proceedings by or against any Borrower or Other Obligor in l\ny stale or federal court; (g) the nppointment of a receiver, nssignee, custodian, lrustee or similar official under any feueral or slate insolvt:llcy or creditors' rights Jaw for any propt:uy of lIny Borrower or Other Obligor; I.h) failure of <lny BorfOwer or Other Obligor to furnish to Bank such collateral or additionlll collateral as Bunk may in good faith n:quesl; 0) tiny warmnty, representation, or statement to Bank by or on behalf of any Borrower or Other Obligor proving to iluve been illcorrcl,;t in any nHHerml respect when lJIihk or JlJrnished; (j) tne OCCllJ"rence of any event which is> or would be with the passage of time or the giving of notice or both, a default under any lndclHi~i.llles" of llny Borrower or Other Obligor to any person other than Bank; (k) any material loss, theft or substantial damage, not fully insured for Ihe benefit of Bank, to any of the assets of any Borrower or Other Obligor, or the sale, transfer, lease or encumbrance or other disposition of all or any material part of the assets of any Borrower or Other Obligor olher Ihun in the ordinary course of business of Borrower or Other Ob-ligor; (I) the entry of any final judgment against all}' Borrower or Other Obligor for the payment of money in excess of $5,000; (m) the levy upon or attachment of allY assets of any BOllower or Other Obligor; (II) the recordation of any fedcrut, state or local tal( lien a~ail1st any Borrower or Other Obligor; (0) a change of ownership or dissolution, merger, consolidation, Iiquida1iuu or reorganizution of any Borrower or Other Obligor which is a corporation, partnership or other legal entity; (p) the death of any Borrower or Other Obligor WilD is a natmul person; (q) fnilUl'I.': of any Borrower or Other Obligor to furnish to Bank such financial information as Bank may require from time to time; or (r) the d~terlllil1i1tion in good faith by Bank, in its sole discretion, that the ability of any Borrower or Other Obligor to payor perform any of their respective obligations to Bank is illlpuin::d Cor any reason. 9, REMEDIES. Upon a default, in addition to all other rights and remedies available to Bank under any other document 01' agreement bclwecn Borrowl!r illH.1 Bank or under applicable law, the Bank, in the Bank's sole discretion and without notice or demand, may (a) raise the rate of interest accruing on the l)npJlid balance due lindeI' this Promissory Note by two (2) percentage points above the rate of interest otherwise applicable, independent of whether the Bank elects 10 lJCcelwlte the unpaid principal balance as a result of such default; and (b) declare the enthe unpaid prinCipal balance plus accrued interest and ull other sums due hereunder immediately due and payable_ Borrower agrees that a default under this Promissory Note is a default by Borrower undet all other Iiilbilities and obligluions of Borrower to Bank, and that the Bank shall have the right to declare immediately due and payable all of such other liabilities and Obligations. Borrower w.lives /lll}' right or claim to calise a marshalling of the assets of Borrower or any Other Obligor. 10, INTEREST RATE AFTER JUDGMENT. If judgment is enlered against Borrower on ihis: PromissolY Note, lhe amount of the judgmcnt entered (whh::h may include principal, interesl, charges, fees, and expenses) shall bear interest at the higher oflhe above described defuull interest rnte us uctcfminell on lhe- dme nl" the enlry of the judgment, or the legal rate of interest then applicable to judgments in the jurisdiction in which judgment wus t:lltered. u, SET-OFF, Bank shall have the rig11110 set.offand apply against the obligations of Borrower (0 Bunl..: evidenced by Ihis PromissOJ"Y Note uny st/IllS of norrowc-l" 'II <lJ)y lime on d\:posil with Bank whether SLlch deposits are special, timc or demand, provisional or tinal, and Borrowt:r hereby pledgl.':s <In(/ grants to Dank a securily inter\:st in all such deposits. 12, EXPENSES OF COlLECfION, Burrower shall pay aU costs and el(penses incurred by Bank in collecting sums due under Ihis PI'omissory Note, including without limitalion Ihe costs of any lien, judgment or olher record searches, appraisals, travel expenses and the like. in addilion, if this Promissory Note is referred to an auorney for collection, Whether or not judgment has been confe$sed or suit has been filed, Borrower shall pay all of tht Bank's costs, fees (including, but not limited to, the Bank's attorneys' fees, charges and expenses) and all olher expenses resulting from sllch refemll. 13, NEGOTIABLE INSTRUMENt. Borrower agrees that this Promissory Note shul1 be deemed to be a ilegotiublt: instrument, even lllO\Jgh this Promissory NOll: may not qualify under applicable law, absent this paragraph, as a negotiable instrument 14, WAIVERS, Borrower, and all parties to this Promissory Note, whether maker, endorser, or guarantor, waive presenlment, demand, notice of dishonor aHd protest. 15. EXTENSIONS OF MATURl'IY. All parties to (his Promissory Note, whether maker, endorser, or guarantor, agree that the maturity of this Promissory Note, or any puyment dlle hereunder. may be extended at any time or from time to time without releasing, discharging, or affecting the liability of such pnrly. 16, NOTICES, Any "oElee or demand required or permitted by or in connection wilh this Promissory Note, wilhout implying the obligation to provide nllY nolicc or demand, shall be in writing at the address set forth below or to such other address as may be hereafter specified by written notice to Bank by Borrowcr- AllY such notice or demand shall be deemed to be effective as of the date of hand delivery or facsimile transmission, one (I) day after dispatch if::;cnt by lelcgral1l, mailgram, overnight delivery or express mail, or three (3) days after mailing ifsent by first class mail with postllge prepaid_ YS'o~o6A, Page No, I ~ ~ .. 17. ASSIGNABILfIY. This Promissory Note 1.__/ be assigned by Bank or any holder at any time. Borrowel "'Idll not have the right to U$.sign its rights hereunder or allY interests herein without the prior written consent of Bank. 18, JOINT AND SEVERAL LIABILITY. If more than one person 01" entity is executing tllis Promissory Note as Borrower, aU liabilities under this PromissolY Nole shall be jIJint and s6veral with respect to each of such persons or entities.' . 19, BINDING NATURE, This Promissory Note shall inure Lothe benefit of and be enforceable by Bank and Bank's .'iUeetSSOrs and assigns and any other puson to whom Bank may grant an interest in Borrower's obligations (0 Bank, and shall be binding and enforceabll: against Borrower and Borrower's personal representatives, successors and assigns, 20. INVALlDTIYOF ANY PART, [fany provision or part of any provision ofthis Promissory Note shall for any reason be held invulid, illegal or uJ1cnfOrCellbk in any respect, such invalidity, illegality or unenforceability shall not affect any oUler provisions of this Promissory Note and this Promis~ory Note shall be construed as if such invalid, illegal or unenforceable provision or part thereof hnd never been contained herein, but only 10 Ihe extent of its invalidity, illegality or uncnfol"ceabHity. 21, MAXIMUM RATE OF INTERESTj COMMERCIAL LOAN. Notwithstanding .lU1>,!rovision of this Promissory Note to the contrary, Borrower shall !lot be obligaled to pay interest hereunder in excess of the maximum rate of interest permiUc by Ole laws of any slate determined to govcm this Promissory Note or lhe laws of the United States applicable to loans in such st.ate. If any provision oftMs Promissory Note shall ever be conslflled to require the payment of any amount of iuterest in excess of that permitted by applicable law, then the interest to be paid hereunder shall be held subject to reduction to the amount allowed under applicable law, and any sums paid in excess of the interest rale allowed by law shall be applied in reduction of the principal balance outstanding under this Promissory Note. Borrower acknowledges that it has been contemplated at all times by Borrower that the laws of the Commonwealth ofPcnnsylvunia will govern the maximum rate of interest that it is permissible for the Bank to charge Borrower under this Promissory Note. Borrower warnmls lllut this Promissory Nul!: evidcm:es n loan made solely 10 acquire or to carry on a business or commercial enterprise, 2.2. CHOICE OF LAWj CONSENT TO VENUE AND JURlSDlcrroN, This Promissory Note shaH be governed, construed and intcrpr~led in accunlunce With 'he laws of the Commonwealth of Pennsylvania, even if the pennsylvaniu rules governing conflicts of laws would otherwise require thu! Ihe luws of ullOlllcr jurisdiction govern this Promissory Note, Borrower consents to the jurisdiction and venue of the courts of any county 01' city in the Cuuul10nwcalth of Pennsylvania, and to the jurisdiction and venue of Ihe United States District Court for the Middle District of PcnnsylvlU1l11 in any action or judicial proceeding brought to enforce, conslrue or interpret this Promissory Note, 23, UNCONDmONAL OBUGATIONS, Borrower's obligations under this Promissory Note shall be the absolute and unconditional duties and oblig41(iollS of Borrower and shall be indepe/ldent of an)' rights of set-off, recoupment or counterclaim which Borrower might otilemise have ugainst the Bank, and Borrower shalt puy absolutely the paym~n(s of principal. interest, fees, charges, and expenses required hereunder, tree ofany deductions and wilhoul abatcmenl, diminution or set-oft 24, ACTIONS AGAINST BANK. Any action brought by Borrower against Bank which is based, directly or indirectly, or in whole Or in p~rt, upon Ihi.!; Pmmi550ry Note or <lny matter related to this Pl"Omissory Note shall be brought only in the courts of the Commonwealth ofPennsylvunia. 25. AMENDMENTS, NO WAIVER, ETC. This Promissory Note may be amended only by a writing duly executed by Borrower and Bank. No waiver by Bank of any of the provisions of this Promissory Note or an~ oflhe rights or remedies of Bank with respect hereto shall be effeclivc or enforceable llnless in writing. No indulgence or delay on the part of Bank in exercismg any power, privilege or right hereunder or under any other agreement executed by Borrower to Bank in conncclion herewith shall Operd(c as a waiver thereof. No single or pal.tial exercise of any power, priVilege or right shall preclude olher or further exercise thereof, or the exercise of any other power, privilege or right No conduct, custom or course of dealing shall be effective to waive, wl1em.l, modify or release this Promissory Note or any of the terms and conditions hereof. This Promissory Note constitutes the complete and exclusive expression of tile terms oCthe agl'eement betweeu the parties with respect to the subject matter set fmih herein, and supersedes ail pdo! or l;oniemporaneous communications between the panicS relllling \0 the subject matter ofll1is PromissolY Note, 2.6, OTHER WAIVERS, ETe, In the event Bank has been granted a lien or security interest as collateral for the an1Dtlnts owed under this Promissory Note by a party other than Borrower ("Other Co.llateral"), Borrower acknowledges and agree-s that the documents evidencing such lien or security inlerest may modity existing law and modify, waive or explain the rights Bnd duties of the parties thereto. To the extent Borrower qualifies as allllobligor" within the meaning oflhe Uniform Commercial Code.Secured Transactions, as amended ("uee"), or any similar law of any other state or territory with respect to the Other Collateral !md, as a result thereof, the DCe or similar law confers allY rights Qn Borrower or imposes any duties on BWlk with respect to Borrower, Borrower agrees thai such rights and duties have been modified, waived or explained to tlie same extent, and in the same manner, that the party providing the Other Collateral has agreed to modify, waive, or explain its corresponding rights and/or any corresponding duties owed to it by Bank. 2.7, WAIVER OF JURYTRlAL. Borrower (by execution of this Promissory Note) and Bank (by acceptance of this Pl'Omissol'Y Note) agree that 8U)' snit, actiun, 01' proceeding, whether claim or counterclaim, brought or instituted by Borrowcl' or Bank on OL' with I'c.!lpect to this Pl'omissOl'f Note or which in ilny way relates, directly or indirectly, to the obHgations of Borrower to Bank under dlis Promissory Note: 01' the dealings of the parties WIth respect thereto/ shall he tried Ollh' by ajudge and not by jury. BorroweI' and Bank hereby expressly waive a.ny right to a tnal by jury in any such suit, actioll, or Pl'occcding, BOJ'l'owcr und Bank acknowledge and agree tliat this provision is a specific and material aspect of the agreement behveen the parUes a.nd thai Bank would not cute!' into the h'llllsactioll: witll Borrower ifthis pl'ovision were not a part of their agreement. IN WITNESS WHEREOF, and intending to be legally bound hereby, the undersigned execute this Promissory Note under .seal, as Borrower, as of the dace first written above. WITNESS OR ATTEST': "'Note; Attestation of II corporate officer's capacity to sign by lIllolher corporate officer is required in al corporate transactions. 1d (Signature) oS. ~~.J (Print Name) BORROWER: ~ St.rNeIT~~ By: ~_ ~ (SEAL) (Authorized Signer) ::J . / / WI(L.rffv? ,4 /J/&.t..o ~ (Print Name and Title) Address: 119 South 5th Street Lemoyne, Pel1nsylv~nia 17043 Telephone Number; Federal Tax lD No: () '71/-731-0'7VO 15-0:.l.06^-, Page No. 2. t P (.J {,g, 7'\1- -- 9- If. -.0 ~ 0 .-> q, - q c;.~ $ --:r c, ~ :t-n :3 p:! )::~ ...:( c:: rnr:: (/) -orD \lI VI 6"- - ,,<,q ~ w [:, t5\ (~t, 11 ~ \..j -0 :;.::~i (.Jt-, c ' ~ -,' rn t.J ;,:') ':-? ~ ( -'" "'::..") (~, t~ -., .-<. J;.- KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG, PA 17108.1963 MANUFACTURERS AND TRADERS TRUST COMPANY, successor to ALLFIRST BANK IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW Plaintiff v. NO. CONFESSION OF JUDGMENT STARNET TECHNOLOGIES, INC. Defendant NOTICE To: STARNET TECHNOLOGIES, INC., Defendant You are hereby notified that on August~, 2005, judgment by confession was entered against you in the sum of $57,493,53 in the above captioned case. c,~ <<~..<" ~ prQ:thonot~ 7J 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. Dated: August IS ,2005 CUMBERLAND COUNTY BAR ASSOCIATION 32 SOUTH BEDFORD STREET Carlisle, PA 17013 Telephone: (800) 990-9108 I hereby certify that the following is the address of the defendant(s) stated in the certificate of residence. StarNet Technologies, Inc. 1845 Market Street Camp Hill, PA 17011 Att~~~r KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11963 HARRISBURG, PA 17108,1963 " MANUFACTURERS AND TRADERS TRUST COMPANY, successor to ALLFIRST BANK IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW Plaintiff NO. v. CONFESSION OF JUDGMENT STARNET TECHNOLOGIES, INC. Defendant NOTICE A STARNET TECHNOLOGIES, INC., Defendido Usted esta siendo notificando que el_ de August del 2005, , se anoto en contra suya un fallo por confesion en la suma de $57,493.53 en el caso men cion ado en el epigrafe. FECHA: August , 2005 Prothonotary USTED DEBE LLEVAR IMMEDIATAMENTE ESTE DOCUMENTO A SU ABOGADO. SI USTED NO TIENE UN ABOGADO 0 NO PUEDE PAGARLE A UNO, LLAME 0 VAYA A LA SIGUIENTE OFICINA PARA AVERIGUAR DON DE PUEDE ENCONTRAR ASISTENCIA LEGAL. CUMBERLAND COUNTY BAR ASSOCIATION 32 SOUTH BEDFORD STREET Carlisle, PA 17013 Telephone: (800) 990-9108 Certifico que la siguiente direccion es la del defendidola segun indicada en el certificado de residencia: StarNet Technologies, Inc. 1845 Market Street Camp Hill, PA 17011 ~\j Attorney for Plaintiff(s) KEEFER WOOD ALLEN & RAHAL, LLP 210 WALNUT STREET PO BOX 11983 HARRISBURG, PA 17108,1963 MANUFACTURERS AND TRADERS TRUST COMPANY, successor to ALLFIRST BANK IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW Plaintiff NO. 05-4176 Civil Term v, CONFESSION OF JUDGMENT STARNET TECHNOLOGIES, INC. Defendant PRAECIPE TO THE PROTHONOTARY: Please mark this judgment "Satisfied" by order of the Plaintiff, Respectively submitted KEEFER WOOD ALLEN & RAHAL, LLP Date: May 1, 2006 By: ~~7 Eugene E, Pepinsky, Jr. Attorney I.D. #23702 210 Walnut Street P.O. Box 11963 Harrisburg, PA 17108-1963 (717) 255-8051 Attorneys for Plaintiff /b1J( CJ C .-' (~~ ~':, :...::. \ vo ~ :(,-n ':~~~, "~.:--';:~~; ~~:, "", -', ~i~':) ;.-:,\'\\ ~\ d,O '.": -c:. ....,.-.~ c;? o --