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HomeMy WebLinkAbout05-4864IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW COMMUNITY FIRST FUND VS. No.aS -,q?l-?/ !uL1?? YVONNE M. MOOSA NOTICE TO DEFEND You have been sued in court. If you wish to defend against the claims set forth in the following pages, you must take action within twenty (20) days after this complaint and notice are served, by entering a written appearance personally or by attorney and filing in writing with the court your defense or objections to the claims set forth against you. You are warned that if you fail to do so the case may proceed without you and a judgment may be entered against you by the Court without further notice for any money claimed in the Complaint or for any other claim or relief requested by the Plaintiff. You may lose money or property or other rights important to you. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. IF YOU CANNOT AFFORD TO HIRE A LAWYER THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. CUMBERLAND COUNTY BAR ASSOCIATION 32 South Bedford Street Carlisle, PA 17013 Telephone: (717) 249-3166 Toll Free (in PA) 1-800-990-9108 REESE, PUGH, SAMLEY, WAGENSELLE & ME UMD P.C. By: Matthew C. Samley Attorney ID #65442 120 North Shippen Street Lancaster, PA 17602 717-393-0671 Attorneys for Plaintiff Matthew C. Samley, Esquire REESE, PUGH, SAMLEY, WAGENSELLER & MECUM, P.C. Attorney I.D. No. 65442 120 North Shippen Street Lancaster, PA 17602 (717) 393-0671 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW COMMUNITY FIRST FUND V. No. ?5 ' `? ?G y Lug ??" YVONNE M. MOOSA COMPLAINT BREACH OF CONTRACT 1. Plaintiff is Community First Fund, a Pennsylvania non-profit corporation, with offices at 140 Strawberry Square, Harrisburg, Dauphin County, Pennsylvania, 17109. Defendant is Yvonne M. Moosa, an adult individual, with a current address at 110 Old York Road, New Cumberland, PA 17070. 2. On July 27, 2004, Defendant executed a commercial guaranty in favor of Plaintiff on a loan procured by Nazir M. Moosa., an adult individual, from Plaintiff. A true and correct copy of the commercial guaranty is attached at Exhibit "A" and incorporated by reference. 3. Nazir M. Moosa executed a promissory note on July 27, 2004, for the benefit of Community First Fund in the principal amount of $25,000, with an interest rate of 9.74%, payable on demand or, if no demand is made, no later than August 15, 2008, with all payments due by that date. A true and correct copy of the promissory note is attached at Exhibit "B" and incorporated by reference herein. 1 4. Plaintiff advanced the loan proceeds at the request of Nazir M. Moosa, as borrower under the note, and fulfilled all conditions precedent and its obligations under the terms of the promissory note and guaranty. 5. The loan is overdue with an amount due of $24,950.37 with continual interest accruing at the rate of 9.74%, and attorney fees to date of $2,495.04. 6. Demand is hereby made on the commercial guarantee upon Defendant for payment of the aforesaid sum due. 7. There are no further writings material to the allegations in this complaint. 8. The amount claimed does not exceed the applicable arbitration limits provided under local rules of court. 9. Defendant is in breach of the commercial guarantee with Plaintiff and Plaintiff has suffered damages in the amount of $24,950.37, as of September 9, 2005, with ongoing annual interest of 9.74%. WHEREFORE, Plaintiff demands judgment in its favor and against Defendant in the amount of $24,950.37, with further ongoing interest at the annual rate of 9.74%, along with attorneys' fees of $2.495.04, for a total due as of September 9, 2005 of $27,445.41, as provided under the language of the commercial guarantee and other further relief as this Court may deem just and appropriate. Respectfully submitted, REESE, PUGH, SAMLEY, WAGENSELLER & MECUM, PC. ,J By: Matthew C. Samley, quire Attorney ID # 65442 120 North Shippe treet Lancaster, PA 17602 2 VERIFICATION I verify that the statements made in the foregoing Complaint are true and correct. I understand that false statements herein are made subject to the penalties of 18 Pa.C.S. Section 4904 relating to unsworn falsification to authorities. Date: -0q I/ I `2©oS By Omar Shute Director and Group Leader Small Business Lending and Counseling, Community First Fund 3 2d WdZ220 SOOZ ET 'daS 696Z2622-T2- : 'ON Xdd 9d'J.9nWUS T H9nd 3S93a : COMMERCIAL GUARANTY Borrower: Nazir M. Moosa (SSN: 192-58-5242) DBA: Alley Lender: COMMUNITY FIRST FUND on 2nd PO BOX 524 P.O. Box 62021 LANCASTER, PA 17608-0524 Harrisburg, PA 17106 (717) 393-2351 Guarantor: Yvonne M. Moosa (SSN: 210-58-5150) P.O. Box 62021 Harrisburg, PA 17106 AMOUNT OF GUARANTY. This is a guaranty of payment of the Note, including without limitation the principal Note amount of Twenty-fiv Thousand & 00/100 Dollars ($25,000.00). CONTINUING GUARANTY. For good and valuable consideration, Yvonne M. Moosa ("Guarantor") absolutely and unconditionally guarantees an, promises to pay to COMMUNITY FIRST FUND ("Lender") or its order, on demand, in legal tender of the United States of America, th Indebtedness (as that term is defined below) of Nazir M. Moosa ("Borrower") to Lender on the terms and conditions set forth in this Guaranty The obligations of Guarantor under this Guaranty are continuing. MAXIMUM LIABILITY. The maximum liability of Guarantor under this Guaranty shall not exceed at any one time $25000.00, plus all costs an expenses of (A) enforcement of this Guaranty and (B) collection and sale of any collateral securing this Guaranty. The above limitation on liability is not a restriction on the amount of the Indebtedness of Borrower to Lender either in the aggregate or at an one time. If Lender presently holds one or more guaranties, or hereafter receives additional guaranties from Guarantor, Lender's rights under a guaranties shall be cumulative. This Guaranty shall not (unless specifically provided below to the contrary) affect or invalidate any such othE guaranties. Guarantor's liability will be Guarantor's aggregate liability under the terms of this Guaranty and any such other unterminate guaranties. INDEBTEDNESS GUARANTEED. The Indebtedness guaranteed by this Guaranty includes any and all of Borrower's indebtedness to Lender an is used in the most comprehensive sense and means and includes any and all of Borrower's liabilities, obligations and debts to Lender, noe existing or hereinafter incurred or created, including, without limitation, all loans, advances, interest, costs, debts, overdraft indebtedness, cred card indebtedness, lease obligations, other obligations, and liabilities of Borrower, or any of them, and any present or future judgments again; Borrower, or any of them; and whether any such Indebtedness is voluntarily or involuntarily incurred, due or not due, absolute or contingen? liquidated or unliquidated, determined or undetermined; whether Borrower may be liable individually or jointly with others, or primarily c secondarily, or as guarantor or surety; whether recovery on the Indebtedness may be or may become barred or unenforceable against BorrowE for any reason whatsoever; and whether the Indebtedness arises from transactions which may be voidable on account of infancy, insanity, ultr vires, or otherwise. DURATION OF GUARANTY. This Guaranty will take effect when received by Lender without the necessity of any acceptance by Lender, or an notice to Guarantor or to Borrower, and will continue in full force until all Indebtedness incurred or contracted before receipt by Lender of an notice of revocation shall have been fully and finally paid and satisfied and all of Guarantor's other obligations under this Guaranty shall hav been performed in full. If Guarantor elects to revoke this Guaranty, Guarantor may only do so in writing. Guarantor's written notice c revocation must be mailed to Lender, by certified mail, at Lender's address listed above or such other place as Lender may designate in writinc Written revocation of this Guaranty will apply only to advances or new Indebtedness created after actual receipt by Lender of Guarantor' written revocation. For this purpose and without limitation, the term "new Indebtedness" does not include Indebtedness which at the time c notice of revocation is contingent, unliquidated, undetermined or not due and which later becomes absolute, liquidated, determined or due. Thi Guaranty will continue to bind Guarantor for all Indebtedness incurred by Borrower or committed by Lender prior to receipt of Guarantor' written notice of revocation, including any extensions, renewals, substitutions or modifications of the Indebtedness. All renewals, extension; substitutions, and modifications of the Indebtedness granted after Guarantor's revocation, are contemplated under this Guaranty an( specifically will not be considered to be new Indebtedness. This Guaranty shall bind Guarantor's estate as to Indebtedness created both befor and after Guarantor's death or incapacity, regardless of Lender's actual notice of Guarantor's death. Subject to the foregoing, Guarantor' executor or administrator or other legal representative may terminate this Guaranty in the same manner in which Guarantor might hav terminated it and with the same effect. Release of any other guarantor or termination of any other guaranty of the Indebtedness shall not affe( the liability of Guarantor under this Guaranty. A revocation Lender receives from any one or more Guarantors shall not affect the liability of ar remaining Guarantors under this Guaranty. It is anticipated that fluctuations may occur in the aggregate amount of Indebtedness covered by thl Guaranty, and Guarantor specifically acknowledges and agrees that reductions in the amount of Indebtedness, even to zero dollars ($0.00), pri( to Guarantor's written revocation of this Guaranty shall not constitute a termination of this Guaranty. This Guaranty is binding upon Guarant( and Guarantor's heirs, successors and assigns so long as any of the guaranteed Indebtedness remains unpaid and even though the Indebtednes guaranteed 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 demand and without lessening Guarantor's liability under this Guaranty, from time to time: (A) prior to revocation as set forth above, to mak one or more additional secured or unsecured loans to Borrower, to lease equipment or other goods to Borrower, or otherwise to exter additional credit to Borrower; (B) to alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for paymer or other terms of the Indebtedness or any part of the Indebtedness, including increases and decreases of the rate of interest on tf Indebtedness; extensions may be repeated and may be for longer than the original loan term; (C) to take and hold security for the payment ( this Guaranty or the Indebtedness, and exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any such security, wit 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 ( payments and credits shall be made on the Indebtedness IF) to apply such security and direct the order or manner of sale thereof, includir without limitation, any nonjudicial sale permitted by the terms of the controlling security agreement or deed of trust, as Lender in its discretic may determine; (G) to sell, transfer, assign or grant participations in all or any part of the Indebtedness; and (H) to assign or transfer th Guaranty in whole or in part. GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants to Lender that (A) no representations 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 executed at Borrower's request and not at the request of Lender; (C) Guarantor has full power, right and authority to enter into this Guarant (D) the provisions of this Guaranty do not conflict with or result in a default under any agreement or other instrument binding upon Guarant) 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, withoi the prior written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer, or otherwise dispose of all or substantially all Guarantor's assets, or any interest therein; (F) upon Lender's request, Guarantor will provide to Lender financial and credit information in for acceptable to Lender, and all such financial information which currently has been, and all future financial information which will be provided i Lender is and will be true and correct in all material respects and fairly present Guarantor's financial condition as of the dates the financi information is provided; (G) no material adverse chance has occurred in Guarantor's financial condition sinr.a tha date of the most renpi COMMERCIAL GUARANTY Loan No: 2004-1042 (Continued) Page financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (h no litigation, claim, investigation, administrative proceeding or similar action (including those for unpaid taxes) against Guarantor is pending threatened; (1) Lender has made no representation to Guarantor as to the creditworthiness of Borrower; and (J) Guarantor has establishE adequate means of obtaining from Borrower on a continuing basis information regarding Borrower's financial condition. Guarantor agrees 1 keep adequately informed from such means of any facts, events, or circumstances which might in any way affect Guarantor's risks under th Guaranty, and Guarantor further agrees that Lender shall have no obligation to disclose to Guarantor any information or documents acquired t Lender in the course of its relationship with Borrower. GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor waives any right to require Lender (A) to continue lendir money or to extend other credit to Borrower; (B) to make any presentment, protest, demand, or notice of any kind, including notice of ar nonpayment of the Indebtedness or of any nonpayment related to any collateral, or notice of any action or nonaction on the part of Borrowe Lender, any surety, endorser, or other guarantor in connection with the Indebtedness or in connection with the creation of new or addition loans or obligations; (C) to resort for payment or to proceed directly or at once against any person, including Borrower or any other guaranto (D) to proceed directly against or exhaust any collateral held by Lender from Borrower, any other guarantor, or any other person; (E) to gi\ 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 wit any other applicable provisions of the Uniform Commercial Code; (F) to pursue any other remedy within Lender's power; or (G) to commit ar act or omission of any kind, or at any time, with respect to any matter whatsoever. In addition to the waivers set forth herein, if now or hereafter Borrower is or shall become insolvent and the Indebtedness shall not at all timE until paid be fully secured by collateral pledged by Borrower, Guarantor hereby forever waives and gives up in favor of Lender and Borrower, ar Lender's and Borrower's respective successors, any claim or right to payment Guarantor may now have or hereafter have or acquire again Borrower, by subrogation or otherwise, so that at no time shall Guarantor be or become a "creditor" of Borrower within the meaning of 1 U.S.C. section 547(b), or any successor provision of the Federal bankruptcy laws. Guarantor also waives any and all rights or defenses arising by reason of (A) any "one action" or "anti-deficiency" law or any other law whit may prevent Lender from bringing any action, including a claim for deficiency, against Guarantor, before or after Lender's commencement completion of any foreclosure action, either judicially or by exercise of a power of sale; (B) any election of remedies by Lender which destroy or otherwise adversely affects Guarantor's subrogation rights or Guarantor's rights to proceed against Borrower for reimbursement, includir without limitation, any loss of rights Guarantor may suffer by reason of any law limiting, qualifying, or discharging the Indebtedness; (C) ar 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 fro any cause whatsoever, other than payment in full in legal tender, of the Indebtedness; (D) any right to claim discharge of the Indebtedness c the basis of unjustified impairment of any collateral for the Indebtedness; (E) any statute of limitations, if at any time any action or suit brougl by Lender against Guarantor is commenced, there is outstanding Indebtedness of Borrower to Lender which is not barred by any applicab statute of limitations; or (F) any defenses given to guarantors at law or in equity other than actual payment and performance of tt Indebtedness. If payment is made by Borrower, whether voluntarily or otherwise, or by any third party, on the Indebtedness and thereaft 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 sta bankruptcy law or law for the relief of debtors, the Indebtedness shall be considered unpaid for the purpose of the enforcement of this Guarani Guarantor further waives and agrees not to assert or claim at any time any deductions to the amount guaranteed under this Guaranty for ar claim of setoff, counterclaim, counter demand, recoupment or similar right, whether such claim, demand or right may be asserted by tt Borrower, the Guarantor, or both. GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and agrees that each of the waivers set forth above made with Guarantor's full knowledge of its significance and consequences and that, under the circumstances, the waivers are reasonable ar 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 t effective only to the extent permitted by law or public policy. SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the Indebtedness of Borrower to Lender, whether no existing or hereafter created, shall be superior to any claim that Guarantor may now have or hereafter acquire against Borrower, whether or ni Borrower becomes insolvent. Guarantor hereby expressly subordinates any claim Guarantor may have against Borrower, upon any accoui whatsoever, to any claim that Lender may now or hereafter have against Borrower. In the event of insolvency and consequent liquidation of tih assets of Borrower, through bankruptcy, by an assignment for the benefit of creditors, by voluntary liquidation, or otherwise, the assets i 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 tt Indebtedness of Borrower to Lender. Guarantor does hereby assign to Lender all claims which it may have or acquire against Borrower i against any assignee or trustee in bankruptcy of Borrower; provided however, that such assignment shall be effective only for the purpose assuring to Lender full payment in legal tender of the Indebtedness. If Lender so requests, any notes or credit agreements now or hereaft evidencing any debts or obligations of Borrower to Guarantor shall be marked with a legend that the same are subject to this Guaranty and sh< be delivered to Lender. Guarantor agrees, and Lender is hereby authorized, in the name of Guarantor, from time to time to execute and fi financing statements and continuation statements and to execute such other documents and to take such other actions as Lender deerr necessary or appropriate to perfect, preserve and enforce its rights under this Guaranty. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty: Amendments. This Guaranty, together with any Related Documents, constitutes the entire understanding and agreement of the parties to the matters set forth in this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing ar signed by the party or parties sought to be charged or bound by the alteration or amendment. Attorneys' Fees; Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, including Lender's attorneys' feE and Lender's legal expenses, incurred in connection with the enforcement of this Guaranty. Lender may hire or pay someone else to he enforce this Guaranty, and Guarantor shall pay the costs and expenses of such enforcement. Costs and expenses include Lender attorneys' fees and legal expenses whether or not there is a lawsuit, including attorneys' fees and legal expenses for bankruptc proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collectic 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 & provisions of this Guaranty. Governing Law. This Guaranty will be governed by, construed and enforced in accordance with federal law and the laws of tF Commonwealth of Pennsylvania. This Guaranty has been accepted by Lender in the Commonwealth of Pennsylvania. Choice of Venue. If there is a lawsuit, Guarantor agrees upon Lender's request to submit to the jurisdiction of the courts of LANCASTE County, Commonwealth of Pennsylvania. Integration. Guarantor further agrees that Guarantor has read and fully understands the terms of this Guaranty; Guarantor has had tl- opportunity to be advised by Guarantor's attorney with respect to this Guaranty; the Guaranty fully reflects Guarantor's intentions and par, COMMERCIAL GUARANTY Loan No: 2004-1042 (Continued) Page evidence is not required to interpret the terms of this Guaranty. Guarantor hereby indemnifies and holds Lender harmless from all fosse, claims, damages, and costs (including Lender's attorneys' fees) suffered or incurred by Lender as a result of any breach by Guarantor of tt 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 sh< be deemed to have been used in the plural where the context and construction so require; and where there is more than one Borrows named in this Guaranty or when this Guaranty is executed by more than one Guarantor, the words "Borrower" and "Guaranto respectively shall mean all and any one or more of them. The words "Guarantor," "Borrower," and "Lender" include the heirs, successor. 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, th 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 tt provisions of this Guaranty even if a provision of this Guaranty may be found to be invalid or unenforceable. If any one or more Borrower or Guarantor are corporations, partnerships, limited liability companies, or similar entities, it is not necessary for Lender to inquii into the powers of Borrower or Guarantor or of the officers, directors, partners, managers, or other agents acting or purporting to act c their behalf, and any Loan indebtedness made or created in reliance upon the professed exercise of such powers shall be guaranteed undi this Guaranty. Notices. Unless otherwise provided by applicable law, any notice required to be given under this Guaranty shall be given in writing, ant except for revocation notices by Guarantor, shall be effective when actually delivered, when actually received by telefacsimile (unle: otherwise required by law), when deposited with a nationally recognized overnight courier, or, it mailed, when deposited in the Unite States mail, as first class, certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Guarant All revocation notices by Guarantor shall be in writing and shall be effective upon delivery to Lender as provided in the section of th Guaranty entitled "DURATION OF GUARANTY." Any party may change its address for notices under this Guaranty by giving formal writtE notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Guarant agrees to keep Lender informed at all times of Guarantor's current address. Unless otherwise provided by applicable law, if there is mo 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 ar 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 othi right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lender's right otherwise to demar strict compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender, nor any course of dealing betweE Lender and Guarantor, shall constitute a waiver of any of Lender's rights or of any of Guarantor's obligations as to any future transaction Whenever the consent of Lender is required under this Guaranty, the granting of such consent by Lender in any instance shall not constitu continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld the sole discretion of Lender. Successors and Assigns. The terms of this Guaranty shall be binding upon Guarantor, and upon Guarantor's heirs, person 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 eith, Lender or Borrower against the other. DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Guaranty. Unless specifical stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words and tern used in the singular shall include the plural, and the plural shall include the singular, as the context may require. Words and terms not otherwi; defined in this Guaranty shall have the meanings attributed to such terms in the Uniform Commercial Code: Borrower. The word "Borrower" means Nazir M. Moosa and includes all co-signers and co-makers signing the Note. Guarantor. The word "Guarantor" means each and every person or entity signing this Guaranty, including without limitation Yvonne l\ Moosa. Guaranty. The word "Guaranty" means the guaranty from Guarantor to Lender, including without limitation a guaranty of all or part of tt Note. Indebtedness. The word "Indebtedness" means Borrower's indebtedness to Lender as more particularly described in this Guaranty. Lender. The word "Lender" means COMMUNITY FIRST FUND, its successors and assigns. Note. The word "Note" means the promissory note dated July 27, 2004, in the original principal amount of $25,000.00 from Borrower 1 Lender, together with all renewals of, extensions of, modifications of, refinancings of, consolidations of, and substitutions for tt promissory note or agreement. Related Documents. The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environment agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instrument agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness. EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS GUARANTY AND AGREES TO IT TERMS. IN ADDITION, EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AN DELIVERY OF THIS GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE MANNER SET FORT IN THE SECTION TITLED "DURATION OF GUARANTY". NO FORMAL ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANT EFFECTIVE. THIS GUARANTY IS DATED JULY 27, 2004. THIS GUARANTY IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS GUARANTY IS AND SHALL CONSTITUTE AND HAVE THE EFFEC OF A SEALED INSTRUMENT ACCORDING TO LAW. GUARANTOR: X ° ?, ?? j t't ISeaq y nne M. Moose COMMERCIAL GUARANTY Loan No: 2004-1042 (Continued) Page INDIVIDUAL ACKNOWLEDGMENT COMMONWEALTH OF PENNSYLVANIA f )SS COUNTY OF Y1d rl f iJ rttrt4le /ply ? day of ? C _, 20 before me f i,6 b,--) the undersigned Notary Public, personally appeared Yvonne M. Moosa, known to me (or satisfactoril proven) to be,4hp person whose name is subscribed to the within instrument, and acknowledged that he or she executed the same for th purposes therei contained. In witness whereof, 1 hereunto set my hand and official seal. COMMONWEALTH OF NOTARIAL SEAL Pamela J Gatling, Notary Public Lancaster, Lancaster County y commission expires Apr. 23, 2008 At"?? , Notary Public i' and for the 1- /7 LASER PRO Lendntg. Vet. 5.2110.001 Copt. H.-d Fatanciol So6-- Inc. 1997, 2004. All Rights R--d. - PA C:\CFIWINICFIILPL1E20.FC TR 39 PR -1 PROMISSORY NOTE Borrower: Nazir M. Moose (SSN: 192-58-5242) DBA: Alley Lender: COMMUNITY FIRST FUND on 2nd PO BOX 524 P.O. Box 62021 LANCASTER, PA 17608-0524 Harrisburg, PA 17106 (717) 393-2351 Principal Amount: $25,000.00 Interest Rate: 9.740% Date of Note: July 27, 200 Maturity Date: August 15, 200 PROMISE TO PAY. Nazir M. Moosa ("Borrower") promises to pay to COMMUNITY FIRST FUND ("Lender"), or order, in lawful money of tI- United States of America, the principal amount of Twenty-five Thousand & 00/100 Dollars ($25,000.00), together with interest at the rate i 9.740% per annum on the unpaid principal balance from July 27, 2003, until paid in full. PAYMENT. Borrower will pay this loan on demand. Payment in full is due immediately upon Lender's demand. If no demand is made, Borrowi will pay this loan in 48 payments of $696.80 each payment. Borrower's first payment is due September 15, 2004, and all subsequei payments are due on the same day of each month after that. Borrower's final payment will be due on August 15, 2008, and will be for e principal and all accrued interest not yet paid. Payments include principal and interest. Unless otherwise agreed or required by applicable lay payments will be applied first to any unpaid collection costs; then to any late charges; then to any accrued unpaid interest; and then to principe The annual interest rate for this Note is computed on a 3651360 basis; that is, by applying the ratio of the annual interest rate over a year 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstandin! Borrower will pay Lender at Lender's address shown above or at such other place as Lender may designate in writing. PREPAYMENT. Borrower may pay without penalty all or a portion of the amount owed earlier than it is due. Early payments will not, unle: agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule. Rathe early payments will reduce the principal balance due and may result in Borrower's making fewer payments. Borrower agrees not to send Lend payments marked "paid in full", "without recourse", or similar language. If Borrower sends such a payment, Lender may accept it withoi losing any of Lender's rights under this Note, and Borrower will remain obligated to pay any further amount owed to Lender. All writte communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitute "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 t mailed or delivered to: COMMUNITY FIRST FUND, PO BOX 524 LANCASTER, PA 17608-0524. LATE CHARGE. If a payment is 5 days or more late, Borrower will be charged 10.000% of the regularly scheduled payment or $15.01 whichever is greater. INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, Lender, at its option, may, if permitted under applicab law, increase the interest rate on this Note 4.000 percentage points. The interest rate will not exceed the maximum rate permitted I applicable law. If judgment is entered in connection with this Note, interest will continue to accrue on this Note after judgment at the existir interest rate provided for in this Note. 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 any of the related documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreeme between Lender and Borrower. Default in Favor of Third Parties. Borrower or any Grantor defaults under any loan, extension of credit, security agreement, purchase sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Borrower's property 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 & Note or the related documents is false or misleading in any material respect, either now or at the time made or furnished or becomes fal: or misleading at any time thereafter. Death or Insolvency. The death of Borrower or the dissolution or termination of Borrower's existence as a going business, the insolvent of Borrower, the appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type 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-hel repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the loa This includes a garnishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default sh 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 forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequa 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 a1 Guarantor dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any guaranty of the indebtedne evidenced by this Note. In the event of a death, Lender, at its option, may, but shall not be required to, permit the Guarantor's estate assume unconditionally the obligations arising under the guaranty in a manner satisfactory to Lender, and, in doing so, cure any Event Default. Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment performance of this Note is impaired. Insecurity. Lender in good faith believes itself insecure. Cure Provisions. If any default, other than a default in payment is curable and if Borrower has not been given a notice of a breach of t' same provision of this Note within the preceding twelve (12) months, it may be cured (and no event of default will have occurred) Borrower, after receiving written notice from Lender demanding cure of such default: (1) cures the default within fifteen (15) days; or ( if the cure requires more than fifteen (15) days, immediately initiates steps which Lender deems in Lender's sole discretion to be sufficie to cure the default and thereafter continues and completes all reasonable and necessary steps sufficient to produce compliance as soon reasonably practical. LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicable law, declare the entire unpaid princil balance on this Note and all accniwi unnniri intaraat immariiataly Aua nnri Than Rnrrn-ar %n,ill nay that amnnnt PROMISSORY NOTE Loan No: 2004-1042 (Continued) Page ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower will pa Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether o not there is a lawsuit, including attorneys' fees, expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic sta, or injunction), and appeals. It not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided b, law. JURY WAIVER. Lender and Borrower hereby waive the right to any jury trial in any action, proceeding, or counterclaim brought by either Lende or Borrower against the other. GOVERNING LAW. This Note will be governed by, construed and enforced in accordance with federal law and the laws of the Commonwealtt of Pennsylvania. This Note has been accepted by Lender in the Commonwealth of Pennsylvania. CHOICE OF VENUE. If there is a lawsuit, Borrower agrees upon Lender's request to submit to the jurisdiction of the courts of LANCASTEF County, Commonwealth of Pennsylvania. DISHONORED ITEM FEE. Borrower will pay a fee to Lender of $25.00 if Borrower makes a payment on Borrower's loan and the check or preauthorized charge with which Borrower pays is later dishonored. RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any and all such accounts, and, at Lender's option, to administratively freeze all such accounts to allow Lender to protect Lender's charge and setoff rights provided in this paragraph. PROPERTY INSURANCE. Borrower understands that Borrower is required to obtain insurance for the collateral securing this Note. Further information concerning this requirement is set forth in the Security Agreement and in the Agreement to Provide Insurance, all the terms and conditions of which are hereby incorporated and made a part of this Note. BORROWER REPORTING REQUIRMENTS. Borrower agrees to additional provisions as follows: For as long as the loan is outstanding, borrower must provide internal monthly financial statements(including balance sheets) and year end tax returns and be available to discuss the progress of the business with Community First Fund Staff (or it's designee) on an "as needed basis". For as long as the loan is outstanding, borrower agrees to allow Community First Fund to share confidential information with partnering technical assistance providers on an "as needed basis" so that they may provide technical assistance to borrower business. SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns. NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. Please notify us if we report any inaccurate information about your account(s) to a consumer reporting agency. Your written notice describing the specific inaccuracy(ies) should be sent to us at the following address: COMMUNITY FIRST FUND, PO BOX 524, LANCASTER, PA 17608-0524 GENERAL PROVISIONS. This Note is payable on demand. The inclusion of specific default provisions or rights of Lender shall not preclude Lender's right to declare payment of this Note on its demand. 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. 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: X (Seal) Nazir M. Moosa PROMISSORY NOTE Loan No: 2004-1042 (Continued) LENDER COMMUNITY FIRST FUND 1 X Autpoonze Signer Page LASER PRO L-6-. Vey. 5.13.10.001 Coo,, H-d F...... l S.Wlion F. Inc. t991. 1009. All R10ts R.wwE. - PA C:ICPIWINICFI':LPLt020.FC TR 35 PR I ?C OK) C Y" -yC. r SHERIFF'S RETURN - OUT OF COUNTY CASE NO: 2005-04864 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND COMMUNITY FIRST FUND VS MOOSE YVONNE M R. Thomas Kline , Sheriff or Deputy Sheriff who being duly sworn according to law, says, that he made a diligent search and and inquiry for the within named DEFENDANT to wit: MOOSA YVONNE M but was unable to locate Her deputized the sheriff of YORK serve the within COMPLAINT & NOTICE County, Pennsylvania, to on October 28th , 2005 , this office was in receipt of the attached return from YORK Sheriff's Costs: Docketing 18.00 Out of County 9.00 Surcharge 10.00 Dep York County 37.43 Postage 1.11 IJJZ 10/28/2005 REESE PUGH SAMLEY Sworn and subscribed to before me So answe -''?j ice' i-- _ 1Y. Thomas Kline Sheriff of Cumberland County this day or4 u Q?? ?ov5 A. Proth ary in his bailiwick. He therefore COUNTY OF YORK OFFICE OF THE SHERIFF 45 N. GEORGE ST., YORK, PA 17401 d TYPE OF WRIT OR Notice and s SHERIFF SERVICE PROCESS RECEIPT and AFFIDAVIT OF RETURN 1 PLAINTIFF/S/ Corimnity First Fund 3 DEFENDANTIS/ Yvonne M. Nloosa SERVE 5 NAME OF INDIVIDUAL, COMPANY CORPORATION, ETC TO SERVE OR DESCRIPTION OF PROPERTY TO BE LE\ Yvonne M. Moosa 6 ADDRESS (STREET OR RFO Vv1TH BOX NUMBER. APT NO CITY, BORO. TWP . STATE AND ZIP CODE) IL, AT 110 old York Road New CLmTberland, PA 17070 P?(-V fS an F^° 7 INDICATE SERVICE U PERSONAL -U PERSON IN CHARGE U DEPUTIZE U gRT. MAI? U 1ST CLASS MAIL NOW Sept 2 , 20 I, SHERIFF OF Y? COUNTY, PA, do hereby deputize the sheriff of York COUNTY to execute this ?Vlitarq,"sdke return there"cording to law This deputization being made at the request and risk of the plaintiff ` F SHERIFF OF 4I5W000NTY 6. SPECIAL INSTRUCTIONS OR OTHER INFORMATION THAT WILL ASSIST IN EXPEDITING SERVICE. Cumberland Plea §e mail return of service to curnberland county sheriff. Van? you. 0AVa-K0- co-? 0 h ?u NOTE: ONLY APPLICABLE ON WRIT F EXECUTION: N.B. IVER OF WATCH A0111,1114 Any deputy sherM levying upon or attaching any property under within writ may leave same without a watchman. in custody of whomever is found in possession, after nohtymg person of levy or attachment. watrout liaWlM on The pan of such deputy or the sheriff to any plaintiff herein far any loss, destruction, or removal of any property before sheriffs sale thereof 9. TYPE NAME ar, ADDRESS of ATTORNEY/ ORIGINATOR and SIGNATU? 10. TELEPHONE NUMBER 11. DATE FRED 12 Time I Miles Int. I Date 13. I acknowledge receipt of the curd I"ATE EC/EIIV`€D 15/Expire/t/Hear Date or complaint as indicated above. LzAkfc_ Y? ?-? CYO JD?j ` _ 16. HOW SERVED. PERSONAL ( ) RESIDENCE( I POSTED( ) POE ( ) SHERIFF'S OFFICE ( ) OTHER ( ) SEE REMARKS BELOW 17 1 hereby certify and return a NOT FOUND because I am unable to locate the individual, company, etc. named above. (See remarks below.) 16. NAME AND TITLE OF INDIVIDUAL SERVED/ LIST ADDRESS HERE IF NOT SHOWN ABOVE (Relationship to Defendant) 19 Date of Service 20 Time of Service 21 22 23. Advance Costs 7roo?L- Ls J3-ap-7 area must be completed it notice is to be mailed) Time I Mlles I Int I Dale I Time - -x6? I'Vtn. w r iLL -}, W hNZ ?4Q,?ncQ q` -G'' 37. Notary Can. 138 . Ig Mileage 127. Poslagel 26 Costs 135. Advance 11. AFFIRMED and subscribed to before me this J- 42 day o1 U C 1 .20 V Oda. .K' ,I1 +c?.,t!/? PT{r`ALIAK/ NO COMMONWEALTH OF PENNSYLVANIA NOTARIAL SEAL LISA L. 50M."?,N, NOTARY PUBLIC CAT FY11? 3'I. Surchg. 32 Tot r 79 Total( Miles I Int. 44Signature of Dep. Sherd _ 46 Signature of York County Shen" _ 46 Signature of Foregn County Sheriff INSTRUCTIONS PLEASE TYPE ONLY LIE 1 THtU 12 DO NOT DETACH ANY COPES SERVICE CALI, (717) 771-9601 U POSTED 'U OTHER t v ED OR SOLD 73 COSb Relun neck NloI ? i 40 Costs Due or Refund d5 DATE d7 DATE Curtis R. Long Prothonotary (offiLE of the protbonotarp Cumberfanb Countp Renee K. Simpson Deputy Prothonotary John E. Slike Solicitor 0,13% 14 8U CIVIL TERM ORDER OF TERMINATION OF COURT CASES AND NOW THIS 29TH DAY OF OCTOBER 2008 AFTER MAILING NOTICE OF INTENTION TO PROCEED AND RECEIVING NO RESPONSE - THE ABOVE CASE IS HEREBY TERMINATED WITH PREJUDICE IN ACCORDANCE WITH PA R C P 230.2 BY THE COURT, CURTIS R. LONG PROTHONOTARY One Courthouse Square • Carlisle, Pennsylvania 17013 • (717) 240-6195 • Fax (717) 24n-pt7z