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HomeMy WebLinkAbout02-1794IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST CIVIL DIVISION COMPANY OF CHAMBERSBURG, Plaintiff, NO.: 02 - C u kQF?.??1 VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. CONFESSION OF JUDGMENT Pursuant to the authority in the Warrant of Attorney contained in the aforesaid Note and Commercial Guaranties, copies of which are attached to the Complaint filed in this action, I appear for the Defendants and confess judgment in favor of Plaintiff and against Defendants as follows: Principal $149,996.87 Interest to 2/26/02 $ 3,547.84 Attorneys' Fees $ 15.354.47 (10% of the total amount due) TOTAL $1689899.18 with interest on the principal sum ($149,996.87) from February 26, 2002 at $33.33 per diem. & CONNELLY LLP By: y Scott A. iet erick, Esqi PA ID #55650 Attorneys for Defendant Pro Hac Vice IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, CIVIL DIVISION Plaintiff, VS. DAVIS GREENHOUSE, INC., HARRY F DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. NO.: 02- /79t C, I' AFFIDAVIT OF BUSINESS TRANSACTION COMMONWEALTH OF PENNSYLVANIA SS: COUNTY OF DAUPHIN Before me, the undersigned authority, a Notary Public in and for said County and Commonwealth, personally appeared Scott A. Dietterick, Esquire, attorney for and authorized representative of Plaintiff who, being duly sworn according to law, deposes and says that to the best of his knowledge, information and belief the Note and Commercial Guaranties, the original or copy of which is attached to the Complaint filed in this action, was executed by the Defendants in conjunction with a business transaction, and waslnot executed for consumer or household purposes. SWORN TO AND SUBSCRIBED BEFORE ME THIS 9A DAY OF , 2002. Notary Public MY COMMISSION EXPIRES: NOTARIAL SEAL MICHELLE ELLIOTT, NOTARY PUBLIC HUMMELSTOWN, DAUPHIN COUNTY, PA MY COMMISSION EXPIRES JUNE 9, 2009 Scott AlDletterick, Esquire IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST CIVIL DIVISION COMPANY OF CHAMBERSBURG, Plaintiff, NO.: O L - / 7rJY (2t C- ?lL ?L VS. DAVIS GREENHOUSE, INC., HARRY F. : DAVIS, CAROL K. DAVIS, MARK A. . DAVIS and JANET G. DAVIS, Defendants. NOTICE OF ORDER DECREE OR JUDGMENT TO: ( ) Plaintiff (X) Defendant - Davis Greenhouse, Inc. ( ) Additional Defendant(s) You are hereby notified that an Order, Decree or Judgment was entered in the above-captioned proceeding on Anri?? I I () A copy of the Order or Decree is as follows: or (X) The judgment is as follows: $168,899.18 with interest on the principal sum ($149,996.87) from February 26, 2002 at $33.33 per diem. pi.jjda.2 2. Z_ Prothonotary IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, CIVIL DIVISION Plaintiff, VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. NO.: Oa. - /79y 3-0?C ? -'?_l NOTICE OF ORDER_ DECREE OR JUDGMENT TO: ( ) Plaintiff (X) Defendant - Harry F. Davis ( ) Additional Defendant(s) You are hereby notified that an Order, Decree or Judgment was entered in the above-captioned proceeding on i ; I I ?? . ( ) A copy of the Order or Decree is as follows: or (X) The judgment is as follows: $168,899.18 with interest on the principal sum ($149,996.87) from February 26, 2002 at $33.33 per diem. LL.2 ?, Prothonotary 4 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff, CIVIL DIVISION NO.: D;)- -/79Y et0,,C VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. NOTICE OF ORDE - DECREE OR JUDGMENT TO: ( ) Plaintiff (X) Defendant - Carol K. Davis ( ) Additional Defendant(s) You are hereby notified that an Order, Decree or Judgment was entered in the above-captioned proceeding on N"? L 244Q, ( ) A copy of the Order or Decree is as follows: or (X) The judgment is as follows: $168,899.18 with interest on the principal sum ($149,996.87) from February 26, 2002 at $33.33 per diem. dzzL2 P-4 Prothonotary IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff, CIVIL DIVISION NO.: 0 2.- /79Y et ott r__?L VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. NOTICE OF ORDER_ DECREE OR JUDGMENT TO: ( ) Plaintiff (X) Defendant - Mark A. Davis ( ) Additional Defendant(s) You are hereby notified that an Order, Decree or Judgment was entered in the above-captioned proceeding on ( ) A copy of the Order or Decree is as follows: or (X) The judgment is as follows: $168,899.18 with interest on the principal sum ($149,996.87) from February 26, 2002 at $33.33 per diem. 2- Prothonotary IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff, CIVIL DIVISION NO.: o -a ^ 174 VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. NOTICE OF ORDE - DECREE OR JUDGMENT TO: ( ) Plaintiff (X) Defendant - Janet G. Davis ( ) Additional Defendant(s) You are hereby notified that an Order, Decree or Judgment was entered in the above-captioned proceeding on L- I ( ) A copy of the Order or Decree is as follows: or (X) The judgment is as follows: $168,899.18 with interest on the principal sum ($149,996.87) from February 26, 2002 at $33.33 per diem. L-2??- -. 4 Prothonotary i. IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, vs. Plaintiff, DAVIS GREENHOUSE, INC., HARRY F DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. CIVIL DIVISION NO.: O;L - / rjQY ISSUE NO.: TYPE OF PLEADING: CIVIL ACTION - COMPLAINT IN CONFESSION OF JUDGMENT CODE - I hereby certify that the address of Plaintiff is: P.O. Box "T", 20 South Main Street Chambersburg, PA 17201 and the last known address of DefendantS is: Davis Greenhouse, Inc. 103 Hammond Road, Shippensburg, PA 17257 Harry F. Davis and Carol & Davis 115 Hammond Road, Shippensburg, PA 17257 Mark A. Davis and Janet G. Davis 107 Hammond Road, Shippensburg, PA 17257 JAMES, SMITH, DURKIN & CONNELLY IALP By: ietterick, Esquire for Plaintiff FILE ON BEHALF OF: Farmers and Merchants Trust Company of Chambersburg, Plaintiff COUNSEL OF RECORD FOR THIS PARTY: Scott A. Dietterick, Esquire PA ID #55650 James, Smith, Durkin & Connelly LLP P.O. Box 650 Hershey, PA 17033 (717) 533-3280 i IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff, CIVIL DIVISION NO.: 0a - /79Y `c0%*.L l VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. CIVIL ACTION - COMPLAINT IN CONFESSION OF JUDGMENT AND NOW, comes Farmers and Merchants Trust Company of Chambersburg, Plaintiff, by and through its attorneys, James, Smith, Durkin & Connelly LLP, and files this Complaint in Confession of Judgment as follows: 1. Farmers and Merchants Trust Company of Chambersbsurg is a financial institution existing under the laws of the United States of America, with its principal place of business located at P.O. Box "T", 20 South Main Street, Chambersburg, Pennsylvania 17201. 2. Defendant, Davis Greenhouse, Inc., ("Defendant Davis Greenhouse") a Pennsylvania corporation with its principal place of business located at 103 Hammond Road, Shippensburg, Pennsylvania 17201. 3. Defendants, Harry F. Davis and Carol K. Davis ("Defendants Harry and Carol") are an adult individuals residing within the Commonwealth of Pennsylvania, whose last known address is 115 Hammond Road, Shippensburg, Pennsylvania 17257. 4. Defendants, Mark A. Davis and Janet G. Davis ("Defendants Mark and Janet") are an adult individuals residing within the Commonwealth of Pennsylvania, whose last known address is 107 Hammond Road, Shippensburg, Pennsylvania 17257. 5. On or about October 26, 1998, Defendant Davis Greenhouse executed and delivered a certain Promissory Note in favor of Plaintiff in the original principal amount of $100,000.00 ("Note"), which Note authorized the confession of judgment against Defendant. A copy of said Note, which copy is a true and correct reproduction of the original Note, is marked Exhibit "A", attached hereto and made a part hereof. 6. On or about August 6, 1999, Defendant Davis Greenhouse executed and delivered a certain Change in Terms Agreement in favor of Plaintiff to increase the Note amount to $150,000.00. A copy of said Change in Terms Agreement, which copy is a true and correct reproduction of the original Change in Terms Agreement, is marked Exhibit "B", attached hereto and made a part hereof. 7. On or about October 26, 1998, Defendants Harry and Carol executed and delivered a certain Commercial Guaranty ("Harry and Carol Guaranty") in favor of Plaintiff, wherein Defendants Harry and Carol absolutely and unconditionally guaranteed and became surety for all debts and obligations of Defendant Davis Greenhouse to Plaintiff, including, but not limited to, the Note. The said Harry and Carol Guaranty authorized the confession of judgment against Defendants Harry and Carol. A copy of said Harry and Carol Guaranty, which copy is a true and correct reproduction of the original Harry and Carol Guaranty, is marked Exhibit "C", attached hereto and made a part hereof. 8. On or about October 26, 1998, Defendants Mark and Janet executed and delivered a certain Commercial Guaranty ("Mark and Janet Guaranty") in favor of Plaintiff, wherein Defendants Mark and Janet absolutely and unconditionally guaranteed and became surety for all debts and obligations of Defendant Davis Greenhouse to Plaintiff, including, but not limited to, the Note. The said Mark and Janet Guaranty authorized the confession of judgment against Defendants Mark and Janet. A copy of said Mark and Janet Guaranty, which copy is a true and correct reproduction of the original Mark and Janet Guaranty, is marked Exhibit "D", attached hereto and made a part hereof, (hereinafter the "Harry and Carol Guaranty" and "Mark and Janet Guaranty" are collectively referred to as "Guaranties").. 9. Neither the aforesaid Note nor Guaranties has been released, transferred or assigned. 10. Judgment has not been entered against the Defendant Davis Greenhouse on the Note in any jurisdiction. 11. Judgment has not been entered against Defendants Harry, Carol, Mark and Janet on their respective Guaranties in any jurisdiction. 12. The aforesaid Note and Guaranties authorize the entry of judgment without default thereon or the occurrence of a condition precedent.. 13. This judgment is not being entered by confession against a natural person in connection with a consumer credit transaction. 14. The itemization of the amount due, including interest and attorneys' fees as authorized by the Note, is as follows: Principal $149,996.87 Interest to 2/26/02 $ 3,547.84 Attorneys' Fees $ 15.354.47 (10% of the total amount due) TOTAL $1689899.18 with interest on the principal sum ($149,996.87) from February 26, 2002 at $33.33 per diem. e WHEREFORE, Plaintiff, as authorized by the warrant of attorney contained in the Note and Guaranties, demands judgment against the Defendants in the amount of $168,899.18 with interest on the principal sum from February 26, 2002 at $33.33 per diem, and brings said instrument to Court to recover the said sum. Dated: q7/ JAMES, By. r Scott ie s PAID #5 50 Attorneys for Plaintiff P.O. Box 650 Hershey, PA 17033 (717) 533-3280 & CONNELLY LLP f EXHIBIT "A" PROMISSORY NOTE Principal Amount: $100,000.00 Initial Rate: 8.000% Date of Note: October 26, 1998 PROMISE TO PAY. Davis Greenhouse Inc. ("Borrower") promises to pay to FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG ("Lender"), or order, in lawful money of the United States of America, on demand, the principal amount of One Hundred Thousand & 00/100 Dollars ($100,000.00) or so much as may be outstanding, together with interest on the unpaid outstanding principal balance of each advance. Interest shall be calculated from the date of each advance until repayment of each advance. PAYMENT. Borrower will pay this loan immediately upon Lender's demand. In addition, Borrower will pay regular monthly payments of all accrued unpaid Interest due as of each payment date, beginning November 1, 1998, with all subsequent Interest payments to be due on the same day of each month after that. The annual interest rate for this Note is computed on a 365/360 basis; that is, by applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstanding. Borrower will pay Lender at Lender's address shown above or at such other place as Lender may designate in writing. Unless otherwise agreed or required by applicable law, payments will be applied first to accrued unpaid interest, then to principal, and any remaining amount to any unpaid collection costs and late charges. 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 New York Prime Rate as published in the Wall Street Journal. When a range of rates has been published, the higher of the rates will be used (the "Index"). The Index is not necessarily the lowest rate charged by Lender o its loans. If the Index becomes unavailable during the term of this loan, Lender may designate a substitute index after notice to Borrower. Lender will tell Borrower the current Index rate upon Borrower's request. Borrower understands that Lender may make loans based on other rates as well. The interest rate change will not occur more often than each time there has been a change in the Index. The Index currently Is 8.000% per annum. The Interest rate to be applied to the unpaid principal balance of this Note will be at a rate equal to the Index, resulting in an Initial rate of 8.000% per annum. NOTICE: Under no circumstances will ")a interest rate on this Note be more than the maximum rate allowed by applicable law. 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 of accrued unpaid interest. Rather, they will reduce the principal balance due. LATE CHARGE. If a regularly scheduled interest payment is 16 days or more late, Borrower will be charged 6.000% of the regularly scheduled payment. If Lender demands payment of this loan, and Borrower does not pay the loan within 16 days after Lender's demand, Borrower also will be charged 6.000% of the sum of the unpaid principal plus accrued unpaid interest. DEFAULT. Borrower will be in default if any of the following happens: (a) Borrower fails to make any payment when due. (b) Borrower breaks any promise Borrower has made to Lender, or Borrower fails to comply with or to perform when due any other term, obligation, covenant, or condition contained in this Note or any agreement related to this Note, or in any other agreement or loan Borrower has with Lender. (c) Borrower 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 tTie Related Documents. (d) Any representation or statement made or furnished to Lender by Borrower or on Borrower's behalf is false or misleading in any material respect either now or at the time made or furnished. (e) Borrower becomes insolvent, a receiver is appointed for any part of Borrower's property, Borrower makes an assignment for the benefit of creditors, or any proceeding is commenced either by Borrower or against Borrower under any bankruptcy or insolvency laws. (f) Any creditor tries to take any of Borrower's property on or in which Lender has a lien or security interest. This includes a garnishment of any of Borrower's accounts with Lender. (g) Any guarantor dies or any of the other events described in this default section occurs with respect to any guarantor of this Note. (h) A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or performance of the Indebtedness is impaired. (i) Lender in good faith deems itself insecure. LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicable law, declare the entire unpaid principal balance on this Note and all accrued unpaid interest immediately due, and then Borrower will pay that amount. Upon default, including failure to pay upon final maturity, Lender, at its option, may also, if permitted under applicable law, increase the variable interest rate on this Note to 2.000 percentage points over the Index. The interest rate will not exceed the maximum rate permitted by applicable law. Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower also will pay Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses whether or not there is a lawsuit, including attorneys' fees 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. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by law. If judgment is entered in connection with this Note, interest will continue to accrue on this Note after judgment at the interest rate applicable to this Note at the time judgment is entered. This Note has been delivered to Lender and accepted by Lender in the Commonwealth of Pennsylvania. If there is a lawsuit, Borrower agrees upon Lender's request to submit to the jurisdiction of the courts of Franklin County, the Commonwealth of Pennsylvania. This Note shall be governed by and construed In accordance with the laws of the 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. Borrower grants to Lender a contractual security interest in, and hereby assigns, conveys, delivers, pledges, and transfers to Lender all Borrower's right, title and interest in and to, Borrower's accounts with Lender (whether checking, savings, or some other account), including without limitation all accounts held jointly with someone else and all accounts Borrower may open in the future, excluding however all IRA and Keogh accounts, and all trust accounts for which the grant of a security interest would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on this Note against any and all such accounts. LINE OF CREDIT. This Note evidences a revolving line of credit. Advances under this Note may be requested either orally or in writing by Borrower or by an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their Borrower: Davis Greenhouse Inc. (TIN: 23-2486205) Lender: FARMERS AND MERCHANTS TRUST COMPANY OF 103 Hammond Road CHAMBERSBURG Shippensburg, PA 17257 MEMORIAL SQUARE OFFICE POST OFFICE BOX T 20 SOUTH MAIN STREET CHAMBERSBURG, PA 17201-0819 10-26-1998 PROMISSORY NOTE Page 2 Loan No (Continued) authority: Mark A. Davis, President; Janet G. Davis; Harry F. Davis; and Carol K. Davis. Borrower agrees to be liable for all sums either: (a) advanced in accordance with the instructions of an authorized person or (b) credited to any of Borrower's accounts with Lender. The unpaid principal balance owing on this Note at any time may be evidenced by endorsements on this Note or by Lender's internal records, including daily computer print-outs. Lender will have no obligation to advance funds under this Note if: (a) Borrower or any guarantor Is in default under the terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the signing of this Note; (b) Borrower or any guarantor ceases doing business or is insolvent; (c) any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor's guarantee of this Note or any other loan with Lender; (d) Borrower has applied funds provided pursuant to this Note for purposes other than those authorized by Lender; or (e) Lender in good faith deems itself insecure under this Note or any other agreement between Lender and Borrower. 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, protest 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. 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, and with or without complaint filed, as of any term, confess or enter judgment against Borrower for the entire principal balance of this Note and all accrued interest, 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); 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 Nate. 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 AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE NOTE. THIS NOTE HAS BEEN SIGNED AND SEALED BY THE UNDERSIGNED. BORROWER: Davis Gres u I By .: .. ' :, ; (SEAL) Mark A. Davis, President ATTEST Corporate Seal ) Secretary 6r Assistaav t Secfetary LENDER: FARMERS ND RC TRUST COMPANY OF CHAMBERSBURG By: Authorized Officer Variable Rate. Line of Credit. LASER PRO, Reg. U.S. Pat. & T.M. Orr., Ver. 3.25 (c) 1998 CFI ProSewices, Inc. All rights reserved. [PA-D20 DAVISGRE.LN C51.OV1_1 EXHIBIT "B" CHANGE IN TERMS AGREEMENT Q in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Borrower: Davis Greenhouse Inc. (TIN: 23-2486205) Lender: FARMERS AND MERCHANTS TRUST COMPANY OF 103 Hammond Road CHAMBERSBURG Shippensburg, PA 17257 MEMORIAL SQUARE OFFICE 20 SOUTH MAIN STREET P. O. BOX 6010 CHAMBERSBURG, PA 17201-601o Principal Amount: $150,000.00 Date of Agreement: August 6, 1999 DESCRIPTION OF EXISTING INDEBTEDNESS. Promissory note dated October 26, 1998 in the original principal amount of $100,000.00 (the "Note"). DESCRIPTION OF CHANGE IN TERMS. The credit limit principal amount is increased from $100,000.00 to $150,000.00. PROMISE TO PAY. Davis Greenhouse Inc. ("Borrower") promises to pay to FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG ("Lender"), or order, In lawful money of the United States of America, on demand, the principal amount of One Hundred Fifty Thousand & 00/100 Dollars ($150,000.00) or so much as may be outstanding, together with interest on the unpaid outstanding principal balance of each advance. Interest shall be calculated from the date of each advance until repayment of each advance. PAYMENT. Borrower will pay this loan Immediately upon Lender's demand. In addition, Borrower will pay regular monthly payments of all accrued unpaid interest due as of each payment date, beginning September 1, 1999, with all subsequent Interest payments to be due on the same day of each month after that. The annual interest rate for this Agreement is computed on a 365/360 basis; that is, by applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstanding. Borrower will pay Lender at Lender's address shown above or at such other place as Lender may designate in writing. Unless otherwise agreed or required by applicable law, payments will be applied first to accrued unpaid interest, then to principal, and any remaining amount to any unpaid collection costs and late charges. VARIABLE INTEREST RATE. The interest rate on this Agreement is subject to change from time to time based on changes in an independent index which is the New York Prime Rate as published in the Wall Street Journal. When a range of rates has been published, the higher of the rates will be used (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 notice to Borrower. Lender will tell Borrower the current Index rate upon Borrower's request. Borrower understands that Lender may make loans based on other rates as well. The interest rate change will not occur more often than each time there has been a change in the Index. The Index currently is 8.000% per annum. The Interest rate to be applied to the unpaid principal balance of this Agreement will be at a rate equal to the Index, resulting in an initial rate of 8.000% per annum. NOTICE: Under no circumstances will thr interest rate on this Agreement be more than the maximum rate allowed by applicable law. 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 of accrued unpaid interest. Rather, they will reduce the principal balance due. LATE CHARGE. If a regularly scheduled interest payment is 16 days or more late, Borrower will be charged 6.000% of the regularly scheduled payment. If Lender demands payment of this loan, and Borrower does not pay the loan within 16 days after Lender's demand, Borrower also will be charged 6.000% of the sum of the unpaid principal plus accrued unpaid interest. DEFAULT. Borrower will be in default if any of the following happens: (a) Borrower fails to make any payment when due. -(b) Borrower breaks any' promise Borrower has made to Lender, or Borrower fails to comply with or to perform when due any other term, obligation, covenant, or condition contained in this Agreement or any agreement related to this Agreement, or in any other agreement or loan Borrower has with Lender. (c) Borrower 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. (d) Any representation or statement made or furnished to Lender by Borrower or on Borrower's behalf is false or misleading in any material respect either now or at the time made or furnished. (e) Borrower becomes insolvent, a receiver is appointed for any part of Borrower's property, Borrower makes an assignment for the benefit of creditors, or any proceeding is commenced either by Borrower or against Borrower under any bankruptcy or insolvency laws. (f) Any creditor tries to take any of Borrower's property on or in which Lender has a lien or security interest. This includes a garnishment of any of Borrower's accounts with Lender. (g) Any guarantor dies or any of the other events described in this default section occurs with respect to any guarantor of this Agreement. (h) A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or performance of the Indebtedness is impaired. (t) Lender in good faith deems itself insecure. LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicable law, declare the entire unpaid principal balance on this Agreement and all accrued unpaid interest immediately due, and then Borrower will pay that amount. Upon default, including failure to pay upon final maturity, Lender, at its option, may also, if permitted under applicable law, increase the variable interest rate on this Agreement to 2.000 percentage points over the Index. The interest rate will not exceed the maximum rate permitted by applicable law. Lender may hire or pay someone else to help collect this Agreement if Borrower does not pay. Borrower also will pay Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses whether or not there is a lawsuit, including attorneys' fees 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. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by law. If judgment is entered in connection with this Agreement, interest will continue to accrue on this Agreement after judgment at the interest rate applicable to this Agreement at the time judgment is entered. This Agreement has been delivered to Lender and accepted by Lender In the Commonwealth of Pennsylvania. If there Is a lawsuit, Borrower agrees upon Lender's request to submit to the jurisdiction of the courts of Franklin County, the Commonwealth of Pennsylvania. This Agreement shall be governed by and construed in accordance with the laws of the 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. Borrower grants to Lender a contractual security interest in, and hereby assigns, conveys, delivers, pledges, and transfers to Lender all Borrower's right, title and interest in and to, Borrower's accounts with Lender (whether checking, savings, or some other account), including without limitation all accounts held jointly with someone else and all accounts Borrower may open in the future, excluding however all IRA and Keogh accounts, and all trust accounts for which the grant of a security interest would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on this Agreement against any and all such accounts. 08-06-1999 CHANGE IN TERMS AGREEMENT Page 2 Loan No 10434 (Continued) LINE OF CREDIT,. This Agreement evidences a revolving line of credit. Advances under this Agreement may be requested either orally or in writing by Borrower or by an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: Mark A. Davis, President; Janet G. Davis; Harry F. Davis; and Carol K. Davis. Borrower agrees to be liable for all sums either: (a) advanced in accordance with the instructions of an authorized person or (b) credited to any of Borrower's accounts with Lender. The unpaid principal balance owing on this Agreement at any time may be evidenced by endorsements on this Agreement or by Lender's internal records, including daily computer print-outs. Lender will have no obligation to advance funds under this Agreement if: (a) Borrower or any guarantor is in default under the terms of this Agreement or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the signing of this Agreement; (b) Borrower or any guarantor ceases doing business or is insolvent; (c) any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor's guarantee of this Agreement or any other loan with Lender; (d) Borrower has applied funds provided pursuant to this Agreement for purposes other than those authorized by Lender; or (e) Lender in good faith deems itself insecure under this Agreement or any other agreement between Lender and Borrower. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by Lender to this Agreement does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s), including accommodation parties, unless a party is expressly released by Lender in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by it. This waiver applies not only to any initial extension, modification or release, but also to all such subsequent actions. MISCELLANEOUS PROVISIONS. This Agreement 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 Agreement on its demand. Lender may delay or forgo enforcing any of its rights or remedies under this Agreement without losing them. Borrower and any other person who signs, guarantees or endorses this Agreement, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Agreement, and unless otherwise expressly stated in writing, no party who signs this Agreement, 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. If any portion of this Agreement is for any reason determined to be unenforceable, it will not affect the enforceability of any other provisions of this Agreement. 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, and with or without complaint filed, as of any term, confess or enter judgment against Borrower for the entire principal balance of this Agreement and all accrued interest, 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); and for so doing, this Agreement or a copy of this Agreement verified by affidavit shall be sufficient warrant. The authority granted in this Agreement 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 Agreement. PRIOR TO SIGNING THIS AGREEMENT, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE AGREEMENT AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE AGREEMENT. Variable Rate. Line of Credit. LASER PRO, Reg. U.S. Pat. & T.M. Off., Ver. 3.27 (c) 1999 CFI ProServices, Inc. All rights reserved. (PA-020 DAVISGRE.LN C51.6VLl EXHIBIT " U" - COMMERCIAL GUARANTY t'rERefpaE i„+ctaR INaturity E?aa1T No Call: Gallattaral Accauftt OffEet;tr - ER is UGC 5DC References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or Rem. Borrower: Davis Greenhouse Inc. (TIN: 23-2485205) Lender: FARMERS AND MERCHANTS TRUST COMPANY OF 103 Hammond Road CHAMBERSBURG Shippensburg, PA 17257 MEMORIAL SQUARE OFFICE POST OFFICE BOX T 20 SOUTH MAIN STREET CHAMBERSBURG, PA 17201-0819 Guarantor: Harry F. Davis and Carol K. Davis 115 Hammond Road Shippensburg, PA 17257 AMOUNT OF GUARANTY. The amount of this Guaranty Is Unlimited. CONTINUING UNLIMITED GUARANTY. For good and valuable consideration, Harry F. Davis and Carol K. Davis ("Guarantor") absolutely and unconditionally guarantee and promise to pay, jointly and severally, to FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG (*Lender") or Its order, on demand, in legal tender of the United States of America, the Indebtedness (as that term Is defined below) of Davis Greenhouse Inc. ('Borrower") to Lender on the terms and conditions set forth In this Guaranty. Under this Guaranty, the liability of Guarantor is unlimited and the obligations of Guarantor are continuing. DEFINITIONS. The following words shall have the following meanings when used in this Guaranty: Borrower. The word "Borrower" means Davis Greenhouse Inc.. Guarantor. The word "Guarantor" means Harry F. Davis and Carol K. Davis, who are signing this Guaranty jointly and severally. Guaranty. The word "Guaranty" means this Guaranty made by Guarantor for the benefit of Lender dated October 26, 1998. Indebtedness. The word "Indebtedness" is used in its most comprehensive sense and means and includes any and all of Borrower's liabilities, obligations, debts, and Indebtedness to Lender, now existing or hereinafter incurred or created, Including, without limitation, all loans, advances, Interest, costs, debts, overdraft indebtedness, credit card Indebtedness, lease obligations, other obligations, and liabilities of Borrower, or any of them, and any present or future judgments against Borrower, or any of them; and whether any such Indebtedness is voluntarily or involuntarily incurred, due or not due, absolute or contingent, liquidated or unliquidated, determined or undetermined; whether Borrower may be liable Individually or jointly with others, or primarily or secondarily, or as guarantor or surety; whether recovery on the Indebtedness may be or may become barred or unenforceable against Borrower for any reason whatsoever; and whether the Indebtedness arises from transactions which may be voidable on account of infancy, insanity, ultra vires, or otherwise. Lender. The word "Lender' means FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, its successors and assigns. Related Documents. The words "Related Documents" mean and include without limitation all promissory notes, credit agreements, loan agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, and all other instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness. NATURE OF GUARANTY. Guarantor's liability under this Guaranty shall be open and continuous for so long as this Guaranty remains in force. Guarantor intends to guarantee at all times the performance and prompt payment when due, whether at maturity or eadier by reason of acceleration or otherwise, of all Indebtedness. Accordingly, no payments made upon the Indebtedness will discharge or diminish the continuing liability of Guarantor in connection with any remaining portions of the Indebtedness or any of the Indebtedness which subsequently arises or Is thereafter Incurred or contracted. The obligations of Guarantors shall be joint and several. Lender may proceed against any of the Guarantors individually, against any group of Guarantors, or against all the Guarantors in one action, without affecting the right of Lender to proceed against other Guarantors for amounts that are covered by this Guaranty. Any Inability of Lender to proceed against any Guarantor (whether caused by actions of a Guarantor or of Lender) will not affect Lender's right to proceed against any or all remaining Guarantors for all or part of the amounts covered by this Guaranty. 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 Indebtedness Incurred or contracted before receipt by Lender of any notice of revocation shall have been fully and finally pail and satisfied and all other obligations of Guarantor 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 the address of Lender listed above or such other place as Lender may designate in writing. Written revocation of this Guaranty will apply only to advances or 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 Indebtedness which at the time of notice of revocation Is contingent, uniquidated, undetermined or not due and which later becomes absolute, liquidated, determined or due. Notice of revocation shall be effective only as to the particular Guarantor providing the notice, and shall not affect the liability of other guarantors. This Guaranty will continue to tied Guarantor for all Indebtedness incurred by Borrower or committed by Lender.prior to receipt of Guarantor's written notice of revocation, including any extensions, renewals, substitutions or modifications of the Indebtedness. All renewals, extensions, substitutions, and modifications of the Indebtedness granted after Guarantor's revocation, are contemplated under this Guaranty and, specifically will not be considered to be new Indebtedness. This Guaranty shall bind the estate of Guarantor as to Indebtedness created both before and after the death or incapacity of Guarantor, 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 received by Lender from any one a 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 Indebtedness covered by this Guaranty, and It is specifically acknowledged and agreed by Guarantor that reductions In the amount of Indebtedness, even to zero dollars ($0.00), prior to written revocation of this Guaranty by Guarantor 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 guaranteed Indebtedness remains unpaid and even though the Indebtedness 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 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 after, 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, fall 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; (1) to apply such security and direct the order or manner of sale thereof, Including without limitation, any nonjudiclal saki 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. I 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 quality 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 the financial condition of Guarantor as of the dates the financial information is provided; (g) no materiel adverse change has occurred in Guarantor's financial condition since the date of the most recent financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (h) no litigation, claim, investigation, administrative proceeding or similar action (including those for unpaid taxes) against Guarantor Is pending or threatened; I) Lender has made no representation to Guarantor as to the creditworthiness of Borrower; and 0) Guarantor has established adequate means of obtaining from Borrower on a continuing basis information regarding Borrower's financial condition. Guarantor agrees to keep adlquately informed from such means of any facts, events, or circumstances which might in any way affect Guarantors risks under this Guaranty, and Guarantor further agrees that Lender shall have no obligation to disclose to Guarantor any information or documents acquired by Lender In the course of its relationship with Borrower. 10-26.1998 COMMERCIAL GUARANTY Page 2 Loan No (Continued) 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 Cade; (1) 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. If now or hereafter (a) Borrower shall be or became insolvent, and (b) the Indebtedness shall not at all times until pad be fully secured by collateral pledged by Borrower, Guarantor hereby forever waives and relinquishes in favor of Lender and Borrower, and their respective successors, any claim or right to payment Guarantor may now have or hereafter have or acquire against Borrower, by subrogation or otherwise, so that at no time shall Guarantor be or become a "creditor" of Borrower within the meaning of 11 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 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 of Borrower to Lender which is not barred by any applicable statute of limitations; or (1) 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 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 fight, 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. LENDER'S RIGHT OF SETOFF. In addition to all liens upon and rights of setoff against the moneys, securities or other property of Guarantor given to Lender by law, Lender shall have, with respect to Guarantor's obligations to Lender under this Guaranty and to the extent permitted by law, a contractual security Interest in and a right of setoff against, and Guarantor hereby assigns, conveys, delivers, pledges, and transfers to Lander all of Guarantor's right, title and Interest in and to, all deposits, moneys, securities and other property of Guarantor now or hereafter in the possession of or on deposit with Lender, whether held in a general or special account or deposit, whether held jointly with someone else, or whether held for safekeeping or otherwise, excluding however all IRA, Keogh, and trust accounts. Every such security interest and right of setoff may be exercised without demand upon or notice to Guarantor. No security interest or right of setoff shall be deemed to have been waived by any act or conduct on the part of Lender or by any neglect to exercise such right of setoff or to enforce such security interest or by any delay in so doing. Every right of setoff and security Interest shall continue In full force and effect until such right of setoff or security interest is specifically waived or released by an instrument in writing executed by Lender. SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the Indebtedness of Borrower to Lender, whether now existing or hereafter created, shall be prior 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 of Borrower to Lender. 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 hereby is authorized, in the name of Guarantor, from time to time to execute and file financing statements and continuation statements and to execute such other documents and to take such other actions as Lender deems necessary or appropriate to perfect, preserve and enforce its rights under this Guaranty. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty: Amendments. This Guaranty, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Applicable Law. This Guaranty has been delivered to Lender and accepted by Lender in the Commonwealth of Pennsylvania. If there is a lawsuit, Guarantor agrees upon Lenders request to submit to the jurisdiction of the courts of Franklin County, Commonwealth of Pennsylvania. This Guaranty shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania. Attomeys' Fees; Expenses. Guarantor agrees to pay upon demand all of Lenders costs and expenses, including attomeys' teas and Lenders legal expenses, incurred in connection with the enforcement of this Guaranty. Lender may pay someone else to help enforce this Guaranty, and Guarantor shall pay the costs and expenses of such enforcement. Costs and expenses Include Lenders attorneys' fees and legal expenses whether or not there is a lawsuit, including attorneys' fees and legal expenses for bankruptcy proceedings (and 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 casts and such additional fees as may be directed by the court. Notices. All notices required to be given by either party to the other under this Guaranty shall be in writing, may be sent by telefacsimile (unless otherwise required by law), and, except for revocation notices by Guarantor, shall be effective when actually delivered or when deposited with a nationally recognized overnight courier, or when deposited In the United States mail, first class postage prepaid, addressed to the party to whom the notice is to be given at the address shown above or to such other addresses as either party may designate to the other in writing. All revocation notices by Guarantor shall be in writing and shall be effective only upon delivery to Lender as provided above In the section tilled 'DURATION OF GUARANTY." If there Is more than one Guarantor, notice to any Guarantor will constitute notice to all Guarantors. For notice purposes, Guarantor agrees to keep Lender informed at all times of Guarantors current address. 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. 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. If a court of competent jurisdiction finds any provision of this Guaranty to be invalid or unenforceable as to any person or circumstance, such finding shall not render that provision invalid or unenforceable as to any other persons or circumstances, and all provisions of this Guaranty in all other respects shall remain valid and enforceable. If any one or more of Borrower or Guarantor are corporations or partnerships, it is not necessary for Lender to Inquire into the powers bf Borrower or Guarantor or of the officers, directors, partners, or 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. Waiver. Lender shall not be deemed to have waived any rights under this Guaranty unless such waiver is given in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lenders right otherwise to demand stria compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender, nor any course of dealing between Lender and Guarantor, shall constitute a waiver of any of Lenders rights or of any of Guarantor's obligations as to any future transactions. Whenever the consent of Larder is required under this Guaranty, the granting of such content by Lender In any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender. SURETY ADDENDUM. This is a Guarantv of Davment and not merely of rnllantion. In the event of env ripfp,nf by Rnrrn,.,or in nor,. ant nr ne,o?.a.... :.. 10.26-1998 COMMERCIAL GUARANTY Page 3 Loan No (Continued) any of the Indebtedness, Guarantor will pay all or any portion of the Indebtedness due or thereafter becoming due, whether by acceleration or otherwise, without defalcation or offset of any kind, without Lender first being required to make demand upon Borrower or pursue any of Its rights against Borrower or against any other person, including other guarantors; and without being required to liquidate or realize any collateral security for any of the Indebtedness. In any right of action accruing to Lender, Lender may elect to proceed against (a) Guarantor together with Borrower; (b) Guarantor and Borrower individually; or (c) Guarantor only without having first commenced any action against Borrower. JOINT AND SEVERAL LIABILITY ADDENDUM. To the extent that this Guaranty is executed by more than one Guarantor or in the case of any partnership, all such Guarantors and all the general partners of such partnership shall be jointly and severally bound by the terms hereof. ADDITIONAL WAIVERS ADDENDUM. GUARANTOR IRREVOCCABLY WAIVES ANY AND ALL RIGHTS WHICH GUARANTOR, OR ANY OF THEM, MAY HAVE AT LAW OR IN EQUITY (WHETHER ARISING DIRECTLY OR INDIRECTLY BY OPERATION OF LAW OR CONTRACT) TO SEEK SUBROGATION, CONTRIBUTION, EXONERATION, INDEMNIFICATION OR ANY OTHER FORM OF REIMBURSEMENT FROM BORROWER, ANY OTHER GUARANTORS OR ANY OTHER PERSONS NOW OR HEREAFTER PRIMARILY OR SECONDARILY LIABLE FOR ANY OBLIGATIONS OF THE BORROWER TO LENDER OR FOR ANY PAYMENT MADE BY THE GUARANTOR HEREUNDER, TO AND IN CONNECTION WITH THIS GUARANTY OR OTHERWISE. THIS GUARANTY AND GUARANTOR'S PAYMENT OBILGATION HEREUNDER SHALL CONTINUE TO BE EFFECTIVE OR REINSTATED, AS THE CASE MAY BE, IF AT ANY TIME PAYMENT OF ANY OF THE OBLIGATIONS IS RESCINDED OR MUST BE OTHERWISE BE RESTORED OR RETURNED BY LENDER, ALL AS THOUGH SUCH PAYMENT HAD NOT BEEN MADE. LENDER'S GOOD FAITH DETERMINATION AS TO WHETHER A PAYMENT MUST BE RESTORED OR RETURNED SHALL BE BINDING ON GUARANTOR. 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, and With or without complaint filed, as of any term, confess or enter judgment against Guarantor for the entire principal balance of this Guaranty and all accrued interest, together with coats 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); and for so doing, this Guaranty or a copy of this Guaranty verified by affidavit shall he 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. 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 EFFECTIV7? 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 OCTOBER 26. 1998. THIS GUARANTY HAS BEEN SIGNED AND SEALED BY THE UNDERSIGNED, 7GUARAHT (SEAL) Harry F. D Slgno an red in the presence of: X Witness X QG Witness X LihY(£I{?I Carol K Davis (SE INDIVIDUAL ACKNOWLEDGMENT STATE OF COUNTY OF. )as On this, the day of 19- before me the undersigned Notary Public, personally appeared Harry F. Davis and Carol K. Davis, known to me (or satisfactorily proven) to be the person whose names are subscribed to the within Instrument, and acknowledged that they executed the same for the purposes therein contained. In witness whereol, 1 hereunto set my hand and official seal. Notary Public in and for the State of LASER PRO, Rep. U.S. Pat. E T.M. ON., Ver. 3.25(c) 108 CFI ProSamices, Ina. NI evhW MGM';. -[PA-E20 DAVISGRE.LN C51.OVLI EXHIBIT "D" COMMERCIAL GUARANTY a ttltatpal LuBn bats - MatuT ltY Lean No II Cot ataral UCGi ' AccfaTmC Qtfisst SF1C Irt s References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular ban or item. BOrrOwer: Davis Greenhouse Inc. (TIN: 23-2486206) 103 Hammond Road Shippensburg, PA 17257 Guarantor: Mark A. Davis and Janet G. Davis 107 Hammond Road Shlppensburg, PA 17257 Lender: FARMERS AND MERCHANTS CHAMBERSBURG MEMORIAL SQUARE OFFICE POST OFFICE BOX T 20 SOUTH MAIN STREET CHAMBERSBURG, PA 17201.0819 TRUST COMPANY OF AMOUNT OF GUARANTY. The amount of this Guaranty Is Unlimited. CONTINUING UNLIMITED GUARANTY. For good and valuable consideration, Mark A. Davis and Janet G. Davis ("Guarantor") absolutely and unconditionally guarantee and promise to pay, jointly and severally, to FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG ("Lender') or Its order, on demand, In legal tender of the United States of America, the Indebtedness (as that term is defined below) of Davis Greenhouse Inc. ("Borrower") to Lender on the terms and conditions set forth in this Guaranty. Under this Guaranty, the liability of Guarantor Is unlimited and the obligations of Guarantor are continuing. DEFINITIONS. The following words shall have the following meanings when used in this Guaranty: Borrower. The word 'Borrower' means Davis Greenhouse Inc.. Guarantor. The word "Guarantor" means Mark A. Davis and Janet G. Davis, who are signing this Guaranty jointly and severally. Guaranty. The word 'Guaranty" means this Guaranty made by Guarantor for the benefit of Lender dated October 26, 1998. Indebtedness. The word "Indebtedness" is used in Its most comprehensive some and means and Aludes any and all of Borrowers liabilities, obligations, debts, and indebtedness to Lender, now existing or hereinafter incurred or created, including, without limitation, all loans, advances, interest, costs, debts, overdraft indebtedness, credit card indebtedness, lease obligations, other obligations, and liabilities of Borrower, or any of them, and any present or future judgments against Borrower, or any of them; and whether any such Indebtedness is voluntarily or involuntarily incurred, due or not due, absolute or contingent, liquidated or unliquidated, determined or undetermined; whether Borrower may be liable individually or jointly with others, or primarily or secondarily, or as guarantor or surety; whether recovery on the Indebtedness may be or may become barred or unenforceable against Borrower for any reason whatsoever, and whether the Indebtedness arises from transactions which may be voidable on account of infancy, insanity, ultra vires, or otherwise. Lender. The word "Lender" means FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, its successors and assigns. Related Documents. The words 'Related Documents' mean and include without limitation all promissory rotes, credit agreements, loan agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, and all other instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness. NATURE OF GUARANTY. Guarantors liability under this Guaranty shall be open and continuous for so long as this Guaranty remains in force. Guarantor Intends to guarantee at all times the performance and prompt payment when due, whether at maturity or earlier by reason of acceleration or otherwise, of all Indebtedness. Accordingly, no payments made upon the Indebtedness will discharge or diminish the continuing liability of Guarantor in connection with any remaining portions of the Indebtedness or any of the Indebtedness which subsequently arises or is thereafter incurred or contracted. The obligations of Guarantors shall be joint and several. Lender may proceed against any of the Guarantors individually, against any group of Guarantors, or against all the Guarantors in one action, without affecting the right of Lander to proceed against other Guarantors for amounts that are covered by this Guaranty. Any Inability of Lender to proceed against any Guarantor (whether caused by actions of a Guarantor or of Lender) will not affect Lenders right to proceed against any or all remaining Guarantors for all or part of the amounts covered by this Guaranty. 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 Indebtedness incurred or contracted before receipt by Lender of any notice of revocation shall have been fully and finally paid and satisfied and all other obligations of Guarantor under this Guaranty shall have been performed in full. If Guarantor elects to revoke this Guaranty, Guarantor may only do so In writing. Guarantors written notice of revocation must be mailed to Lander, by certified mail, at the address of Lender listed above or such other place as Lender may designate in writing. Written revocation of this Guaranty will apply only to advances or new Indebtedness created after actual receipt by Lender of Guarantors written revocation. For this purpose and without limitation, the term "now Indebtedness" does not include 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. Notice of revocation shall be effective only as to the particular Guarantor providing the notice, and shall not affect the liability of other guarantors. This Guaranty will continue to bind Guarantor for all Indebtedness incurred by Borrower or committed by Lender prior to receipt of Guarantors written notice of revocation, including any extensions, renewals, substitutions or modifications of the Indebtedness. All renewals, extensions, substitutions, and modifications of the Indebtedness granted after Guarantors revocation, are contemplated under this Guaranty and, specifically will not be considered to be new Indebtedness. This Guaranty shall bind the estate of Guarantor as to Indebtedness created both before and after the death or incapacity of Guarantor, regardless of Lender's actual notice of Guarantor's death. Subject to the foregoing, Guarantors 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 terminatbn of any other guaranty of the Indebtedness shall not affect the liability of Guarantor under this Guaranty. A revocation received by Lender 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 Indebtedness covered by this Guaranty, and It is specifically acknowledged and agreed by Guarantor that reductions in the amount of Indebtedness, even to zero dollars (50.00), prior to written revocation of this Guaranty by Guarantor 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 guaranteed Indebtedness remains unpaid and even though the Indebtedness 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 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; (a) 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 nonjudiclal 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, fssign, 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 quality in any way the terms of this Guaranty; (b) this Guaranty is executed at Borrowers 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 rat 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 Guarantors assets, or any interest therein; (I) upon Lenders 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 the financial condition of Guarantor as of the dates the financial information is provided; (g) no material adverse change has occurred in Guarantors financial condition since the date of the most recent financial statements provided to Lender and no event has occurred which may materially adversely affect Guarantor's financial condition; (h) no litigation, claim, Investigation, administrative proceeding or similar action (including those for unpaid taxes) against Guarantor is pending or threatened; (i) Lender has made no representation to Guarantor as to the creditworthiness of Borrower; and (I) Guarantor has established adequate means of obtaining from Borrower on a continuing basis information regarding Borrowers financial condition. Guarantor agrees to keep adsqqu?ately Informed from such means of any facts, events, or circumstances which might in any way affect Guarantors risks under this Guaranty, and Gdarantor further agrees that Lender shall have no obligation to disclose to Guarantor any information or documents acquired by Lender in the course of its relationship with Borrower. 10.26-1998 COMMERCIAL GUARANTY Page 2 i Loan No (Continued) 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 tams, 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. If now or hereafter (a) Borrower shall be or become insolvent, and (b) the Indebtedness shall not at all times until paid be fully secured by collateral pledged by Borrower, Guarantor hereby forever waives and relinquishes In favor of Lender and Borrower, and their respective successors, any claim or right to payment Guarantor may now have or hereafter have or acquire against Borrower, by subrogation or otherwise, so that at no time shall Guarantor be or become a "creditor" of Borrower within the meaning of 11 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 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 of Borrower to Lender which is not barred by any applicable statute of limitations; or (1) 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 parry, 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 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. - LENDER'S RIGHT OF SETOFF. In addition to all liens upon and rights of setoff against the moneys, securities or other property of Guarantor given to Lender by law, Lender shall have, with respect to Guarantor's obligations to Lender under this Guaranty and to the extent permitted by law, a contractual security Interest in and a right of setoff against, and Guarantor hereby assigns, conveys, delivers, pledges, and transfers to Lender all of Guarantor's right, fide and Interest in and to, all deposits, moneys, securities and other property of Guarantor now or hereafter in the possession of or on deposit with Lender, whether held In a general or special account or deposit, whether held jointly with someone else, or whether held for safekeeping or otherwise, excluding however all IRA, Keogh, and trust accounts. Every such security Interest and right of setoff may be exercised without demand upon or notice to Guarantor. No security interest or right of setoff shall be deemed to have been waived by any act or conduct on the part of Lender or by any neglect to exercise such right of setoff or to enforce such security interest or by any delay in so doing. Every right of setoff and security interest shall continue In full force and effect unfit such right of setoff or security interest is specifically waived or released by an instrument in writing executed by Lender. SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the Indebtedness of Borrower to Lender, whether now existing or hereafter created, shall be prior 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 Iiqubation 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 shalt be paid to Lender and shalt be first applied by Lender to the Indebtedness of Borrower to Lender. 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 stall be marked with a legend that the same are subject to this Guaranty and shall be delivered to Lender. Guarantor agrees, and Lender hereby is authorized, In the name of Guarantor, from time to fime to execute and file financing statements and continuation statements and to execute such other documents and to take such other actions as Lender deems necessary or appropriate to perfect, preserve and enforce its rights under this Guaranty. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Guaranty: Amendments. This Guaranty, together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth In this Guaranty. No alteration of or amendment to this Guaranty shall be effective unless given in writing and signed by the parry or parties sought to be charged or bound by the alteration or amendment. Applicable Law. This Guaranty has been delivered to Lender and accepted by Lender in the Commonwealth of Pennsylvania. If there is a lawsuit, Guarantor agrees upon Lender's request to submit to the jurisdiction of the courts of Franklin County, Commonwealth of Pennsylvania. This Guaranty shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania. Attorneys' Fees; Expenses. Guarantor agrees to pay upon demand all of Lender's costs and expenses, including attorneys' fees and Lender's legal expenses, incurred In connection with the enforcement of this Guaranty. Lender may 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 attorneys' fees and legal expenses whether or not there Is a lawsuit, Including attorneys' fees and legal expenses for bankruptcy proceedings (and including efforts to modify or vacate any automafic 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. Notices. All notices required to be given by either party to the other under this Guaranty shall be in writing, may be sent by telefacsimile (unless otherwise required by law), and, except for revocation notices by Guarantor, shall be effective when actually delivered or when deposited with a nationally recognized overnight courier, or when deposited in the United States mail, first class postage prepaid, addressed to the party to whom the notice is to be given at the address shown above or to such other addresses as either party may designate to the other in writing. All revocation notices by Guarantor shall be In writing and shall be effective only upon delivery to Lender as provided above in the section tided "DURATION OF GUARANTY." If there Is more than one Guarantor, notice to any Guarantor will constitute notice to all Guarantors. For notice purposes, Guarantor agrees to keep Lender informed at all times of Guarantor's current address. 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. 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. If a court of competent jurisdiction finds any provision of this Guaranty to be invalid or unenforceable as to any person or circumstance, such finding shall not render that provision invalid or unenforceable as to any other persons or circumstances, and all provisions of this Guaranty in all other respects shall remain valid and enforceable. If any one or more of Borrower or Guarantor are corporations or partnerships, it is not necessary for Lender to inquire into the powers of Borrower or Guarantor or of the officers, directors, partners, or 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. Waiver. Lender shall not be deemed to have waived any rights under this Guaranty unless such waiver is given In writing and signed by Lender. No delay or omission on the part of Lender In exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Guaranty shall not prejudice or constitute a waiver of Lender's right otherwise to demand strict compliance with that provision or any other provision of this Guaranty. No prior waiver by Lender, nor any course of dealing between Lender and Guarantor, shall constitute a waiver of any of Lender's rights or of any of Guarantor's obligations as to any future transactions. Whenever the consent of Lender is required under this Guaranty, the granting of such copsent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender. SURETY ADDENDUM, This Is @ Guaranty of ¢@yment and not merely of Colleotign, in th@ event of any default by Borrower in payment or otherwise in 10-26-1998 COMMERCIAL GUARANTY Page 3 Loan No (Continued) any of the Indebtedness, Guarantor will pay all or any portion of the Indebtedness due or thereafter becoming due, whether by acceleration or otherwise, without defalcation or offset of any kind, without Lender first being required to make demand upon Borrower or pursue any of Its rights against Borrower or against any other person, including other guarantors; and without being required to liquidate or realize any collateral security for any of the Indebtedness. In any right of action accruing to Lender, Lender may elect to proceed against (a) Guarantor together with Borrower; (b) Guarantor and Borrower individually; or (c) Guarantor only without having first commenced any action against Borrower. JOINT AND SEVERAL LIABILITY ADDENDUM. To the extent that this Guaranty is executed by more than one Guarantor or in the case of any partnership, all such Guarantors and all the general partners of such partnership shall be Jointly and severally bound by the terms hereof. ADDITIONAL WAIVERS ADDENDUM. GUARANTOR IRREVOCCABLY WAIVES ANY AND ALL RIGHTS WHICH GUARANTOR, OR ANY OF THEM, MAY HAVE AT LAW OR IN EQUITY (WHETHER ARISING DIRECTLY OR INDIRECTLY BY OPERATION OF LAW OR CONTRACT) TO SEEK SUBROGATION, CONTRIBUTION, EXONERATION, INDEMNIFICATION OR ANY OTHER FORM OF REIMBURSEMENT FROM BORROWER, ANY OTHER GUARANTORS OR ANY OTHER PERSONS NOW OR HEREAFTER PRIMARILY OR SECONDARILY LIABLE FOR ANY OBLIGATIONS OF THE BORROWER TO LENDER OR FOR ANY PAYMENT MADE BY THE GUARANTOR HEREUNDER, TO AND IN CONNECTION WITH THIS GUARANTY OR OTHERWISE. THIS GUARANTY AND GUARANTOR'S PAYMENT OBILGATION HEREUNDER SHALL CONTINUE TO BE EFFECTIVE OR REINSTATED, AS THE CASE MAY BE, IF AT ANY TIME PAYMENT OF ANY OF THE OBLIGATIONS IS RESCINDED OR MUST BE OTHERWISE BE RESTORED OR RETURNED BY LENDER, ALL AS THOUGH SUCH PAYMENT HAD NOT BEEN MADE. LENDER'S GOOD FAITH DETERMINATION AS TO WHETHER A PAYMENT MUST BE RESTORED OR RETURNED SHALL BE BINDING ON GUARANTOR. 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, and with or without complaint filed, as of any term, confess or enter judgment against Guarantor for the entire principal balance of this Guaranty and all accrued Interest, together with costs of suit, and an attorney's commission of ten percent (10k) of the unpaid principal balance and accrued interest for collection, but in any event not less than Five Hundred Dollars (S500); 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 fdl of all amounts due under this Guaranty. EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS GUARANTY AND AGREES TO RS 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 OCTOBER 26, 1998. THIS GUARANT"Alf BEE SIGNED AND SEALED BY THE UNDERSIGNED. GUA O : (AD X (SEAL) rk A. Dav s X gnad,gckrtovtl delivered In the presence of: Witness //??? X ??JJ1l Witness X/Y (BE met ?. Davis. INDIVIDUAL ACKNOWLEDGMENT STATE OF COUNTY OF )as On this, the day of 19, before me , the undersigned Notary Public, personally appeared Mark A. Davis and Janet G. Davis, known to me (or satisfactorily proven) to be the person whose names are subscribed to the within instrument, and acknowledged that they executed the same for the purposes therein contained. In witness whereof, I hereunto set my hand and official seal. Notary Public in and for the State of LASER PRO. Rep. U.S. Pat. 6 T.M. Dn.. Ver. 3.25 (c)1996 CFI ProeeW.-. Inc. NI d9h%reserved.IPA-E20 DAVISGRE.IN C51.OVLI VERIFICATION Sandra G_ Small, Assistant Vice President, and duly authorized representative of Farmers & Merchants Trust Company of Chambersburg, deposes and says subject to the penalties of 18 Pa. C_S. $.4904 relat- ing to unsworn falsification to authorities that the facts set forth in the foregoing Complaint in Confession of Judgement are true and correct to her information and belief. Sandra G_ Small Assistant Vice President ?! ?a C-) o r 77P -,V ITI .-rj 70 't - IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff, VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. CIVIL DIVISION NO.:0-?2-/?4y NOTICE UNDER RULE 2958.1 OF JUDGMENT AND EXECUTION THEREON To: Mark A. Davis 107 Hammond Road Shippensburg, PA 17257 Notice of Defendant's Rights A judgment in the amount of $168,899.18 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 2 Liberty Avenue Carlisle, PA 17013 Phone (717) 249-3166 (800) 990-9108 Respectfully Submitted: JAMES, alete CONNELLY LLP By: c uire Attorney I.D.#55650 P.O. Box 650 Hershey, PA 17033 (717) 533-3280 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff, VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. CIVIL DIVISION NO.: PETITION TO STRIKE JUDGMENT Request for Prompt Hearing I hereby certify that I did not voluntarily, intelligently and knowingly give up my right to notice and hearing prior to the entry of judgment. I petition the court to strike the judgment on this ground and request a prompt hearing on this issue. I verify that the statements made in this Request for Hearing are true and correct. I understand that false statements herein are made subject to the penalties of 18 Pa.C.S. §4904 relating to unsworn falsification to authorities. Notice of hearing should be given to me at: Street Address City, State Telephone Number Dated: Defendant(s) Q C) O 1 CnCT'4. ?7 ?. >> 2f -y L C7 m .-A c-n 9 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, vs. Plaintiff, DAVIS GREENHOUSE, INC., HARRY F. : DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. CIVIL DIVISION NOTICE UNDER RULE 2958.1 OF JUDGMENT AND EXECUTION THEREON To: Davis Greenhouse, Inc. 103 Hammond Road Shippensburg, PA 17257 Notice of Defendant's Rights A judgment in the amount of $168,899.18 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 2 Liberty Avenue Carlisle, PA 17013 Phone (717) 249-3166 (800) 990-9108 Respectfully Submitted: JAMES, SM N & CONNELLY LLP By: o A. Dietterick, Esquire Attorney I.D.#55650 P.O. Box 650 Hershey, PA 17033 (717) 533-3280 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, CIVIL DIVISION Plaintiff, NO.: vs. DAVIS GREENHOUSE, INC., HARRY F DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. PETITION TO STRIKE JUDGMENT Request for Prompt Hearing I hereby certify that I did not voluntarily, intelligently and knowingly give up my right to notice and hearing prior to the entry of judgment. I petition the court to strike the judgment on this ground and request a prompt hearing on this issue. I verify that the statements made in this Request for Hearing are true and correct. I understand that false statements herein are made subject to the penalties of 18 Pa.C.S. §4904 relating to unsworn falsification to authorities. Notice of hearing should be given to me at: Street Address City, State Telephone Number Dated: Defendant(s) ? o C- "d l'ji ? ?.ryl ? L x?) ? j 7 5 t J Orr I OFF 19-1-1 -1-7r I- I ,OIL sulk ll,a=,i .4i Allis itbC&?=LLAl IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff, VS. DAVIS GREENHOUSE, INC., HARRY F. : DAVIS, CAROL K. DAVIS, MARK A. . DAVIS and JANET G. DAVIS, Defendants. CIVIL DIVISION NO.: 0.2 - 174y `T£fL? NOTICE UNDER RULE 2958.1 OF JUDGMENT AND EXECUTION THEREON Notice of Defendant's Rights To: Carol K. Davis 115 Hammond Road Shippensburg, PA 17257 A judgment in the amount of $168,899.18 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 2 Liberty Avenue Carlisle, PA 17013 Phone (717) 249-3166 (800) 990-9108 Respectfully Submitted: JAMES, S Wteric CONNELLY LLP By: coire Attorney I.D.#55650 P.O. Box 650 Hershey, PA 17033 (717) 533-3280 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST CIVIL DIVISION COMPANY OF CHAMBERSBURG, Plaintiff, NO.: VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. PETITION TO STRIKE JUDGMENT Request for Prompt Hearing I hereby certify that I did not voluntarily, intelligently and knowingly give up my right to notice and hearing prior to the entry of judgment. I petition the court to strike the judgment on this ground and request a prompt hearing on this issue. I verify that the statements made in this Request for Hearing are true and correct. I understand that false statements herein are made subject to the penalties of 18 Pa.C.S. §4904 relating to unsworn falsification to authorities. Notice of hearing should be given to me at: Street Address City, State Telephone Number Dated: Defendant(s) o 0 c S l 'i z Z?. - -r,7tT! j IN THE COURT OF COMMON PLEAS FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff, VS. DAVIS GREENHOUSE, INC., HARRY F DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. CIVIL DIVISION NO.: Ctc?tl - l NOTICE UNDER RULE 2958.1 OF JUDGMENT AND EXECUTION THEREON Notice of Defendant's Rights To: Harry F. Davis 115 Hammond Road Shippensburg, PA 17257 A judgment in the amount of $168,899.18 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 HIN THIRTY DAYS AFTER JUDGMENWT AND PRESENT NOT CEOIS SE VED ONTYOU OR YOU MAY LOSE YOUR HE DATE ON ON RIGHTS. OF CUMBERLAND COUNTY, PENNSYLVANIA YOU SHOULD TAKE R O CANNOT AFFORD ONE, GO TO OR TELEPHONE THE O NOT HAVE A LAWYER OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. Cumberland County Bar Association 2 Liberty Avenue Carlisle, PA 17013 Phone (717) 249-3166 (800) 990-9108 Respectfully Submitted: JAME*1D & CONNELLY LLP By: squire P.O. Box 650 Hershey, PA 17033 (717) 533-3280 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL DIVISION FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff, NO.: VS. DAVIS GREENHOUSE, INC., HARRY F. : DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. PETITION TO STRIKE JUDGMENT Request for Prompt Hearing I hereby certify that I did not voluntarily, intelligently and knowingly give up my right to notice and hearing prior to the entry of judgment. I petition the court to strike the judgment on this ground and request a prompt hearing on this issue. I verify that the statements made in this Request for Hearing are true and correct. I understand that false statements herein are made subject to the penalties of 18 Pa.C.S. §4904 relating to unworn falsification to authorities. Notice of hearing should be given to me at: Street Address City, State Telephone Number Dated: Defendant(s) C) o ; Mril i:`7 '-C c--` c- . O r .. :n •..! lipliIIIIIIIIIIIIIIII IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff, VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. CIVIL DIVISION NO.: Owl l79y NOTICE UNDER RULE 2958.1 OF JUDGMENT AND EXECUTION THEREON Notice of Defendant's Rights To: Janet G. Davis 107 Hammond Road Shippensburg, PA 17257 A judgment in the amount of $168,899.18 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 2 Liberty Avenue Carlisle, PA 17013 Phone (717) 249-3166 (800) 990-9108 Respectfully Submitted: JAMES, SM DU N & CONNELLY LLP By: S tt . ietterick, Esquire Attorney I.D.#55650 P.O. Box 650 Hershey, PA 17033 (717) 533-3280 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST CIVIL DIVISION COMPANY OF CHAMBERSBURG, Plaintiff, NO.: VS. DAVIS GREENHOUSE, INC., HARRY F DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. PETITION TO STRIKE JUDGMENT Request for Prompt Hearing I hereby certify that I did not voluntarily, intelligently and knowingly give up my right to notice and hearing prior to the entry of judgment. I petition the court to strike the judgment on this ground and request a prompt hearing on this issue. I verify that the statements made in this Request for Hearing are true and correct. I understand that false statements herein are made subject to the penalties of 18 Pa.C.S. §4904 relating to unworn falsification to authorities. Notice of hearing should be given to me at: Street Address City, State Telephone Number Dated: Defendant(s) C-) o f -r z :r T-t oc ? rr C SHERIFF'S RETURN - REGULAR CASE NO: 2002-01794 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND FARMERS AND MERCHANTS TRUST VS DAVIS GREENHOUSE INC ET AL RICHARD SMITH Sheriff or Deputy Sheriff of Cumberland County,Pennsylvania, who being duly sworn according to law, says, the within CONFESSION OF JUDGE DAVIS GREENHOUSE INC was served upon the DEFENDANT , at 1600:00 HOURS, on the 15th day of April , 2002 at 107 HAMMOND ROAD SHIPPENSBURG. PA 17257 JANET G DAVIS by handing to a true and attested copy of CONFESSION OF JUDGE together with and at the same time directing Her attention to the contents thereof. Sheriff's Costs: Docketing 18.00 Service 14.49 Affidavit .00 Surcharge 10.00 .00 42.49 Sworn and Subscribed to before me this d S 9-- day of A. D. Firefthonotary ' ?T So Answers: ?000 ? j-?- R. Thomas Kline 04/16/2002 JAMES SMITH DUR N C ELLY By: e ty Sheriff SHERIFF'S RETURN - REGULAR CASE NO: 2002-01794 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND FARMERS AND MERCHANTS TRUST VS DAVIS GREENHOUSE INC ET AL RICHARD SMITH Sheriff or Deputy Sheriff of Cumberland County,Pennsylvania, who being duly sworn according to law, says, the within CONFESSION OF JUDGE was served upon DAVIS HARRY F the DEFENDANT , at 1605:00 HOURS, on the 15th day of April , 2002 at 115 HAMMOND ROAD SHIPPENSBURG, PA 17257 HARRY DAVIS by handing to a true and attested copy of CONFESSION OF JUDGE together with and at the same time directing His attention to the contents thereof. Sheriff's Costs: Docketing 6.00 Service 14.49 Affidavit .00 Surcharge 10.00 .00 30.49 Sworn and Subscribed to before me this ?St? day of Qt?,? as A.D. ?z., 7??cQP.? Prothonotary So Answers: ,? R. Thomas Kline //// 04/16/2002 JAMES SMITH DURKI ONNELLY By: /Ilepufty Sheriff SHERIFF'S RETURN - REGULAR CASE NO: 2002-01794 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND FARMERS AND MERCHANTS TRUST VS DAVIS GREENHOUSE INC ET AL RICHARD SMITH Sheriff or Deputy Sheriff of Cumberland County,Pennsylvania, who being duly sworn according to law, says, the within CONFESSION OF JUDGE DAVIS CAROL K the was served upon DEFENDANT at 1605:00 HOURS, on the 15th day of April , 2002 at 115 HAMMOND ROAD SHIPPENBSURG, PA 17257 HARRY DAVIS. HUSBAND by handing to a true and attested copy of CONFESSION OF JUDGE together with and at the same time directing His attention to the contents thereof. Sheriff's Costs: Docketing 6.00 Service .00 Affidavit .00 Surcharge 10.00 .00 16.00 So Answers: R. Thomas Kline 04/16/2002 JAMES SMITH Sworn and Subscribed to before By: me this e? 5?= day of .200-z- A.D. prothonotary SHERIFF'S RETURN - REGULAR CASE NO: 2002-01794 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND FARMERS AND MERCHANTS TRUST VS DAVIS GREENHOUSE INC ET AL RICHARD SMITH Sheriff or Deputy Sheriff of Cumberland County,Pennsylvania, who being duly sworn according to law, says, the within CONFESSION OF JUDGE was served upon VIS MARK A DEFENDANT the at 1600:00 HOURS, on the 15th day of April , 2002 at 107 HAMMOND ROAD SHIPPENSBURG, PA 17257 JANET G DAVIS, WIFE by handing to a true and attested copy of CONFESSION OF JUDGE together with and at the same time directing Her attention to the contents thereof. Sheriff's Costs: Docketing 6.00 Service .00 Affidavit .00 Surcharge 10.00 .00 16.00 Sworn and Subscribed to before me this o15'? day of ?a?I o7AYJo2? A. D. 7Ll ?aQ K,pa? P othonotary So Answers: R. Thomas Kline 04/16/2002 JAMES SMITH DURKIN?CONNELLY By: SHERIFF'S RETURN - REGULAR CASE NO: 2002-01794 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND FARMERS AND MERCHANTS TRUST VS DAVIS GREENHOUSE INC ET AL RICHARD SMITH Sheriff or Deputy Sheriff of Cumberland County,Pennsylvania, who being duly sworn according to law, says, the within CONFESSION OF JUDGE DAVIS JANET G was served upon DEFENDANT the at 1600:00 HOURS, on the 15th day of April , 2002 at 107 HAMMOND ROAD SHIPPENSBURG, PA 17257 JANET G DAVIS by handing to a true and attested copy of CONFESSION OF JUDGE together with and at the same time directing Her attention to the contents thereof. Sheriff's Costs: Docketing 6.00 Service .00 Affidavit .00 Surcharge 10.00 .00 16.00 Sworn and Subscribed to before me this dS"" day of Q(2,J o7&.2-1 A.D. Q 2l tQd??? P o honotary So Answers: R. Thomas Kline 04/16/2002 JAMES SMITH DURKI CO LLY By: eputy Sheriff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA PRAECIPE FOR WRIT OF EXECUTION (MONEY JUDGMENT) FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG. Plaintiff V. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS. Defendants To the Prothonotary of Cumberland County: Docket No.: 02-1794 Civil Tenn Execution No.: PLEASE ISSUE A WRIT OF EXECUTION IN THE ABOVE MATTER, (1) To: The Sheriff of Cumberland County (2) Against Davis Greenhouse. Inc., Harry F. Davis, Carol K. Davis, Mark A. Davis and Janet G. Davis , Defendant(s); Address of Defendant(s) Davis Greenhouse -103 Hammond Road, Shippensburg_ PA 17257, Harry F. Davis and Carol K. Davis -115 Hammond Road, Shippensburg. PA 17257, Mark A. Davis and Janet G. Davis -107 Hammond Road. Shippensburg, PA 17257 (3) and against Allfirst Bank Garnishee(s) Address of Garnishee(s) 1075 West King Street, Shippensburg Pvivania (4) and Index this Writ (a) against Defendant(s) and the Sheriff is directed to levy upon the property of the Defendants and to sell, his, her (or their) interest therein. (Specifically describe property - Real and/or Personal) See Exhibit "A" attached as a lis pendens against the real property of the Defendant(s) in the name of the Garnishee(s) as follows: (Specifically describe property) (b) against Garnishee(s) (5) Judgment $168,899.18 Interest from 2/26/02 $ 3,547.84 @$33.33 per day Attorneys' Fees included TOTAL $1689899.18 Costs to be added with interest on the principal sum ($149,996.87) from February 26, 2002 at $33.33 per diem. Date: 6 LI 1?2 JAP BY CERTIFICATION Y LLP I certify that (a) This praecipe is based upon a judgment entered by confession, and (b) Notice has been served pursuant to Rule 2958.1 at least thirty days prior to the filing of this praecipe as evidenced by a return of service filed of record. PA ID #55650 P.O. Box 650 Hershey, PA 17033 (717) 533-3280 Attorney for Plaintiff Exhibit "A" INSTRUCTIONS TO SHERIFF GENERAL INSTRUCTIONS: Please inventory and levy in place all personal property, both tangible and intangible, of Defendant, Davis Greenhouse, Inc. located at 103 Hammond Road, Shippensburg, PA 17257, Harry F. Davis and Carol K. Davis located at 115 Hammond Road, Shippensburg, PA 17257 and Mark A. Davis and Janet G. Davis located at 107 Hammond Road, Shippensburg, PA 17257, including, but not limited to, all books, records, inventory, equipment, furniture, supplies, accounts receivable and cash on hand. SPECIAL INSTRUCTIONS: 1. Ham F. Davis and Carol F. Davis: Please seize valuable coin collection located at 115 Hammond Road, Shippensburg, PA 17257. 2. Davis Greenhouse. Inc: Please padlock business located at 103 Hammond Road, Shippensburg, PA 17257. Please contact counsel for Plaintiff to arrange time for levy and padlock at this location. Counsel for Plaintiff will arrange for presence of locksmith. 3. Allfirst Bank: Please serve Writ of Execution, Notice of Exemption Rights and Interrogatories to Garnishee at is branch located at 1075 West King Street, Shippensburg, Pennsylvania i?z C? ' I I I 0 t? C7 f IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST CIVIL DIVISION COMPANY OF CHAMBERSBURG, Plaintiff, NO.: 02-1794 VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. MOTION TO PADLOCK BUSINESS OF DAVIS GREENHOUSE. INC. AND NOW, comes the Plaintiff, Farmers and Merchants Trust Company of Chambersburg ("F & M Trust"), by and through its attorneys, James, Smith, Durkin & Connelly LLP, and files this Motion to Padlock Business of Davis Greenhouse, Inc., as follows: On or about April 11, 2002, Plaintiff entered Judgment by Confession against the Defendants, including Davis Greenhouse, Inc. ("Davis Greenhouse") in the amount of $168,899.18, plus interest from February 26, 2002 at the rate of $33.33 per diem. 2. After compliance with the notice provisions Pa.R.C.P. 295 a Writ of Execution was issued on June 25, 2002 requesting the Sheriff padlock the Davis Greenhouse business. A true and correct copy of said Writ of Execution is marked Exhibit "A", attached hereto and made a part hereof. 3. Sheriff advised Plaintiff that it would not padlock the business without a court order and, consequently, Plaintiff has prepared this Motion and proposed Order. 4. F & M Trust maintains a first priority security interest in all inventory, accounts and general intangibles of Davis Greenhouse. True and correct copies of the proof of filing of said UCC-1 Financing Statement and Continuation are marked Exhibit "B", attached hereto and made a part hereof. 5. Plaintiff has not received any payments on account of this debt for more than six (6) months and has concern that the inventory and accounts receivable of Davis Greenhouse are being liquidated in the normal course of business without any payment to Plaintiff for release of its security interest. 6. In order for Plaintiff's security interest in the collateral to be maintained, the business of Davis Greenhouse must be immediately closed and the building padlocked with the contents remaining secure therein until sold by Sheriff at sale under its levy. 7. Pursuant to Pa.R.C.P. 3109, the Sheriff may take possession of tangible personal property subject to a levy and retain possession so long as appropriate bonds for such property is given by Plaintiff. 8. Plaintiff is a financial institution authorized to conduct business in the Commonwealth of Pennsylvania and is willing to secure and indemnify the Sheriff for the items subject to the levy and in the possession or control of the Sheriff. 9. Based on the foregoing facts, the Sheriff is justified in padlocking the business premises of Davis Greenhouse located at 103 Hammond Road, Shippensburg, Pennsylvania 17257, levying the items located therein, and retaining possession of the items at the site until sold at a scheduled sheriff sale. WHEREFORE, Plaintiff respectfully requests that this Honorable Court authorize the Sheriff to padlock the business premises of Davis Greenhouse located at 103 Hammond Road, Shippensburg, Pennsylvania 17257, levy the items located therein, and retain possession of the items at the site until sold at a scheduled sheriff sale, and, pending sale, Plaintiff shall post bond for such items in a sum satisfactory to the Sheriff, in his reasonable discretion. Respectfully submitted: JAMES, SMI j& CONNELL '/'-r-, ? By.*- Scott A. ie e , s PA ID#556 0 Attorneys for Plaintiff P.O. Box 650 Hershey, PA 17033 (717) 533-3280 EXHIBIT "A" IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA PRAECIPE FOR WRIT OF EXECUTION (MONEY JUDGMENT) FERS AND MERCHANTS TRU T COMPANY OF CHAMBERSB G Plaintiff Docket No.: 02-1794 Civil Term V. DAVIS GREENHOUSE INC. HARRY F. Execution No.: DAMS CAROL K. DAMS MARK A. DAVIS and JANET G. DAVIS Defendants To the Prothonotary of Cumberland County: - rT? 7z PLEASE ISSUE A WRIT OF EXECUTION IN THE ABOVE MATTER, (1) To: The Sheriff of Cumberland County (2) Against Davis Greenhouse Inc. Hara F. Davis Carol K. Davis Mark-A. Davis and Janet G. Davis Defendant(s); Address of Defendant(s) PA 17257 H F. Davis and Carol K. Davis - Greenhouse 5 Hammond R doShiR ensbur Pgsb 257 Mark A. Davis and Janet G. Davis - 107 Hammond Road Shi ensbur PA 17257 (3) and against Allfirst Bank Address of Garnishees Garnishee(s) () 1075 West Kin Sfreet Ship ensbur Pennsylvania (4) and Index this Writ (a) against Defendant(s) and the Sheriff is directed to levy upon the property of the Defendants and to sell, his, her (or their) interest therein. (Specifically describe property - Real and/or Personal) See Exhibit "A" attached as a lis pendens against the real property of the Defendant(s) in the name of the Garnishee(s) as follows: (Specifically describe property) (b) against Garnishee(s) (5) Judgment $168,899.18 Interest from 2/26/02 $ 3,547.84 @$33.33 per day Attorneys' Fees included TOTAL $1689899.18 Costs to be added with interest on the principal sum ($149,996.87) from February 26, 2002 at $33.33 per diem. Y1 Date: , ", i JAMES, BY: Y LLP ZZOttYA. ue crick, Esquire PA ID #55650 P.O. Box 650 Hershey, PA 17033 (717) 533-3280 Attorney for Plaintiff I certify that CERTIFICATION (a) This praecipe is based upon a judgment entered by confession, and (b) Notice has been served pursuant to Rule 2958.1 at least thirty days prior to the filing of this praecipe as evidenced by a return of service filed of record. Exhibit "A" INSTRUCTIONS TO SHERIFF GENERAL INSTRUCTIONS: Please inventory and levy in place all personal property, both tangible and intangible, of Defendant, Davis Greenhouse, Inc. located at 103 Hammond Road, Shippensburg, PA 17257, Harry F. Davis and Carol K. Davis located at 115 Hammond Road, Shippensburg, PA 17257 and Mark A. Davis and Janet G. Davis located at 107 Hammond Road, Shippensburg, PA 17257, including, but not limited to, all books, records, inventory, equipment, furniture, supplies, accounts receivable and cash on hand. SPECIAL INSTRUCTIONS Harry F. Davis and Carol F Davis: Please seize valuable coin collection located at 115 Hammond Road, Shippensburg, PA 17257. 2. Davis Greenhouse, Inc: Please padlock business located at 103 Hammond Road, Shippensburg, PA 17257. Please contact counsel for Plaintiff to arrange time for levy and padlock at this location. Counsel for Plaintiff will arrange for presence of locksmith. 3. Allfirst Bank: Please serve Writ of Execution, Notice of Exemption Rights and Interrogatories to Garnishee at is branch located at 1075 West King Street, Shippensburg, Pennsylvania EXHIBIT "B" Page i Citation Search Result Rank 7 of 18 34530162PA DatabasF ULJ-PA Information Current Through; 05-06-2002 Database Last Updated: 05-22-2002 Update Frequency: Weekly Current Date: 05/22/2002 Source: PA SECRETARY OF STATE Instrument Number: 34530162 Filing Date: 10/29/2001- Filing Time; 10:50AM Expiration Date: 11/12/2006 Filing Type: Continuation Related Filing Number: 26050544 x`Iling Date of Related Filing:11/12/1996 ^btor(s) DAVIS GREENHOUSE INC 103 HAMMOND AVE SHIPPENSBURG, PA 17257 D&B DUNS Number: 60-237-2807 Secured Party; FARMERS & MERCHANTS TRUST CO OF CHAMBERSBURG 20 5 MAIN ST; PO BOX T D&B DUNS Number: CHAMBERSBURG, PA 17201-0819 00-791--0177 Filing Location: SECRETARY OF STATE/UCC DIVISION 308 NORTH OFFICE DUILDING The preceding public record HARRISBURG, PA 17120 data is for informati official record. Certified on purposes only and is not the copies can only be obtained from 'the official source. The public record items reported above may have been paid, terminated, vacated or released prior to today's date. R DOCUMENT ORDERING, CALL (600) 682-5567 TO ORDER ORIGINAL FILINGS AND OTHER "-7-ATED DOCUMENTS. OF DOCUMENT Copr. 5 West 2002 No Claim to Orig. U.S. Govt. Works Citation 26050544PA Search Result Rank 4 of 18 Page 5 Information Current Through: 05-06-2002 -: tabase Last Updated: 05-22-2002 date Frequency: Weekly ,.,rrent Date: 05/22/2002 Source: PA SECRETARY OF STATE Database ULJ-PA Instrument Number: 26050544 Filing Date: 11/12/1996, Filing Time: 10:51AM Expiration Date: :L1/12/2001 Filing Type: Original Debtor(s): DAVIS GREENHOUSE INC 103 HAMMOND AVE SHIPPENSBURG, PA 17257 DAB DUNS Number: 60-237-2807 Secured Party: FARMERS & MF,RCHANTS TRUST CO OF CHAMBERSBURG 20 S MAIN ST; PO BOX T CHAMBERSBURG, PA 17201-08.19 Filing Location: SECRETARY OF STATE/UCC DIVISION 308 NOR'T'H OFFICE BUILDING HARRISBURG, PA 17120 Collateral Collateral Type: inventory including proceeds and produc't's Collateral Type: account(s) including proceeds and products Collateral Type: general intangible(s) including proceeds and products The preceding public record data is for information purposes only and is not the official record. Certified copies can only be obtained from the official source. The public record items reported above may have been paid, terminated, vacated or released prior to today's date. FOR DOCUMENT ORDERING, CALL (800) 682-5567 TO ORDER ORIGINAL FILINGS AND OTHER RELATED DOCUMENTS. END OF DOCUMENT Copr. 9 West 2002 No Claim to Orig. U.S. Govt. Works IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff, VS. DAVIS GREENHOUSE, INC., HARRY F. : DAVIS, CAROL K. DAVIS, MARK A. . DAVIS and JANET G. DAVIS, Defendants. CIVIL DIVISION NO.: 02-1794 CERTIFICATE OF SERVICE The undersigned hereby certifies that a true and correct copy of the fore of Motion o Padlock Business of Davis Greenhouse, Inc. was served on the following this Vday of . 2002, via First Class U. S. Mail, Postage Pre-paid: Mark A. Davis Janet G. Davis 107 Hammond Road Shippensburg, PA 17257 Harry F. Davis Carol K. Davis 115 Hammond Road Shippensburg, PA 17257 JAMES, BY Davis Greenhouse, Inc. 103 Hammond Road Shippensburg, PA 17257 CONNELLY LLP PA I.D. #55650 P.O. Box 650 Hershey, PA 17033 (717) 533-3280 r C C 4_A C7 c ?_ n L C. U WRIT OF EXECUTION and/or ATTACHMENT COMMONWEALTH OF PENNSYLVANIA) COUNTY OF CUMBERLAND) NO 02-1794 Civil CIVIL ACTION - LAW TO THE SHERIFF OF CUMBERLAND COUNTY: To satisfy the debt, interest and costs due FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff (s) From DAVIS GREENHOUSE, 103 HAMMOND ROAD, SHIPPENSBURG, PA 17257, HARRY F. DAVIS AND CAROL K. DAVIS,115 HAMMOND ROAD, SHIPPENSBURG, PA 17257, MARK A. DAVIS AND JANET G. DAVIS,107 HAMMOND ROAD, SHIPPENSBURG, PA 17257 (1) You are directed to levy upon the property of the defendant (s)and to sell SHERIFF IS DIRECTED TO LEVY UPON THE PROPERTY OF THE DEFENDANTS AND TO SELL, HIS, HER (OR THEIR) INTEREST THEREIN. SEE EXHIBIT "A" ATTACHED. (2) You are also directed to attach the property of the defendant(s) not levied upon in the possession of ALLFIRST BANK, 1075 WEST KING STREET, SHIPPENSBURG, PA GARNISHEE(S) as follows: and to notify the garnishee(s) that: (a) an attachment has been issued; (b) the garnishee(s) is enjoined from paying any debt to or for the account of the defendant (s) and from delivering any property of the defendant (s) or otherwise disposing thereof; (3) If property of the defendant(s) not levied upon an subject to attachment is found in the possession of anyone other than a named garnishee, you are directed to notify him/her that he/she has been added as a garnishee and is enjoined as above stated. Amount Due $168,889.18 L.L. $.50 Interest FROM 2/26/02 @ $33.33 PER DAY $3,547.84 Atty's Comm % Due Prothy $1.00 Atty Paid $153.48 Other Costs Plaintiff Paid Date: JUNE 25, 2002 CURTIS R. LONG o o (Seal) zi ] De puty REQUESTING PARTY: Name SCOTT A. DIETTERICK, ESQUIRE Address: JAMES, SMITH, DURKIN & CONNELLY LLP P.O.BOX 650 HERSHEY, PA 17033 Attorney for: PLAINTIFF Telephone: 717-533-3280 Supreme Court ID No. 55650 JUL 2 4 200? V IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST CIVIL DIVISION COMPANY OF CHAMBERSBURG, Plaintiff, NO.: 02-1794 VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. ORDE OF COU T 2002, upon consideration AND NOW, this day of of Plaintiff's Motion to Padlock Business of Davis enhouse, Inc., it is hereby ORDERED, ADJUDGED AND DECREED that plaintiff is able to authorize the Sheriff to padlock the business premises of Davis Greenhouse located at 103 Hammond Road, Shippensburg, Pennsylvania 17257, levy the items located therein, and retain possession of the items at the site until sold at a scheduled sheriff sale, and, pending sale, Plaintiff shall post bond for such items in a sum satisfactory to the Sheriff, in his reasonable discretion. I= i r r ti v W 66 l1_ C4 = WRIT OF EXECUTION and/or ATTACHMENT COMMONWEALTH OF PENNSYLVANIA) NO 02-1794 Civil t COUNTY OF CUMBERLAND) CIVIL ACTION -LAW TO THE SHERIFF OF CUMBERLAND COUNTY: To satisfy the debt, interest and costs due FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff (s) From DAVIS GREENHOUSE, 103 HAMMOND ROAD, SHIPPENSBURG, PA 17257, HARRY F. DAVIS AND CAROL K. DAVIS, 115 HAMMOND ROAD, SHIPPENSBURG, PA 17257, MARK A. DAVIS AND JANET G. DAVIS, 107 HAMMOND ROAD, SHIPPENSBURG, PA 17257 (1) You are directed to levy upon the property of the defendant (s)and to sell SHERIFF IS DIRECTED TO LEVY UPON THE PROPERTY OF THE DEFENDANTS AND TO SELL, HIS, HER (OR THEIR) INTEREST THEREIN. SEE EXHIBIT "A" ATTACHED. (2) You are also directed to attach the property of the defendant(s) not levied upon in the possession of ALLFIRST BANK, 1075 WEST KING STREET, SHIPPENSBURG, PA GARNISHEE(S) as follows: and to notify the garnishee(s) that: (a) an attachment has been issued; (b) the garnishee(s) is enjoined from paying any debt to or for the account of the defendant (s) and from delivering any property of the defendant (s) or otherwise disposing thereof; (3) If property of the defendant(s) not levied upon an subject to attachment is found in the possession of anyone other than a named garnishee, you are directed to notify him/her that he/she has been added as a garnishee and is enjoined as above stated. Amount Due $168,889.18 L.L. $.50 Interest FROM 2/26/02 @ $33.33 PER DAY $3,547.84 Atty's Comm % Due Prothy $1.00 Atty Paid $153.48 Plaintiff Paid Date: JUNE 25, 2002 (Seal) REQUESTING PARTY: Name SCOTT A. DIETTERICK, ESQUIRE Other Costs CURTIS R. LONG Prothonot By: Deputy Address: JAMES, SMITH, DURKIN & CONNELLY LLP P.O.BOX 650 HERSHEY, PA 17033 Attorney for: PLAINTIFF Telephone: 717-533-3280 Supreme Court ID No. 55650 R. Thomas Kline, Sheriff, who being duly sworn according to law, states this Writ is returned ABANDONED, no action taken in six months. Sheriff's Costs: Docketing 18.00 Poundage 2.63 Advertising Law Library .50 Prothonotary 1.00 Mileage 13.02 Misc. Surcharge 90.00 Levy Past Pane Sale Garnishee 9.00 TOTAL 134.15 Sworn and Subscribed to before me this ,2.9 °' day of 2003 A.D. ; pro honotary Advance Costs: 150.00 Sheriff's Costs: 134.15 15.85 Refunded to Atty on 4/24/03 So?Answe R. Thomas Kline, Sheriff By Claudia A. Brewbaker 7 01 UZ- y 1o3`1 ac,1 SHERIFF'S RETURN - GARNISHEE CASE NO: 2002-01794 P COMMONWEALTH OF PENNSLYVANIA COUNTY OF CUMBERLAND FARMERS AND MERCHANTS TRUST VS DAVIS GREENHOUSE INC ET AL And now CPL. MICHAEL BARRICK ,Sheriff or Deputy Sheriff of Cumberland County of Pennsylvania, who being duly sworn according to law, at 0014:55 Hours, on the 25th day of July , 2002, attached as herein commanded all goods, chattels, rights, debts, credits, and moneys of the within named DEFENDANT DAVIS GREENHOUSE INC hands, possession, or control of the within named Garnishee ALLFIRST BANK 35-39 EAST KING ST SHIPPENSBURG, PA 17257 Cumberland County, Pennsylvania, by handing to. DEBBIE WEAVER (BRANCH MANAGER) personally three copies of interogatories together with 3 and attested copies of the within WRIT OF EXWCUTION the contents there of known to Her Sheriff's Costs: Docketing .00 Service .00 Affidavit .00 Surcharge .00 VV , in the true and made So answers.: R. Thomas .K1 i ripe Sheriff of Cumberland County 00/00/0000 Sworn and subscribed to before me ?v this ;14 ' day of aop3 A.D. Pr t onotary ' By Deputy Sheriff WRIT OF EXECUTION and/or ATTACHMENT COMMONWEALTH OF PENNSYLVANIA) COUNTY OF CUMBERLAND) NO 02-117914L C CNIL ACTION -LAW TO THE SHERIFF OF CUMBERLAND COUNTY: To satisfy the debt, interest and costs due FARMERS AND MERCHANTS TRUST COMPANY OF CHAMBERSBURG, Plaintiff (s) From DAVIS GREENHOUSE, 103 HAMMOND ROAD, SHIPPENSBURG, PA 17257, HARRY F. DAVIS AND CAROL K. DAVIS, 115 HAMMOND ROAD, SHIPPENSBURG, PA 17257, MARK A. DAVIS AND JANET G. DAVIS, 107 HAMMOND ROAD, SHIPPENSBURG, PA 17257 (1) You are directed to levy upon the property of the defendant (s)and to sell SHERIFF IS DIRECTED TO LEVY UPON THE PROPERTY OF THE DEFENDANTS AND TO SELL, HIS, HER (OR THEIR) INTEREST THEREIN. SEE EXHIBIT "A" ATTACHED. (2) You are also directed to attach the property of the defendant(s) not levied upon in the possession of ALLFIRST BANK, 1075 WEST KING STREET, SHIPPENSBURG, PA GARNISHEE(S) as follows: and to notify the garnishee(s) that: (a) an attachment has been issued; (b) the garnishee(s) is enjoined from paying any debt to or for the account of the defendant (s) and from delivering any property of the defendant (s) or otherwise disposing thereof; (3) If property of the defendant(s) not levied upon an subject to attachment is found in the possession of anyone other than a named garnishee, you are directed to notify him/her that he/she has been added as a garnishee and is enjoined as above stated. Amount Due $168,889.18 L.L. $.50 Interest FROM 2/26/02 @ $33.33 PER DAY $3,547.84 Atty's Comm % Due Prothy $1.00 Atty Paid $153.48 Other Costs Plaintiff Paid Date: JUNE 25, 2002 CURTIS R. LONG Prothonotai (Seal) By: "-e REQUESTING PARTY: Deputy Name SCOTT A. DIETTERICK, ESQUIRE Address: JAMES, SMITH, DURKIN & CONNELLY LLP P.O.BOX 650 HERSHEY, PA 17033 Attorney for: PLAINTIFF Telephone: 717-533-3280 Supreme Court ID No. 55650 R. Thomas Kline, Sheriff, who being duly sworn according to law, states this Writ is returned ABANDONED, no action taken in six months. Sheriff's Costs: Docketing 18.00 Poundage 2.63 Advertising Law Library .50 Prothonotary 1.00 Mileage 13.02 Misc. Surcharge 90.00 Levy Post Pone sale Garnishee 9.00 TOTAL 134.15 Sworn and Subscribed to before me this day of 2003 A.D. L - "` pro honotary Advance Costs: 150.00 Sheriff's Costs: 134.15 15.85 Refunded to Atty on 4/24/03 So Answe t? R. Thomas Kline, Sheriff By Claudia A. Brewbaker 110 C& (-, o7 01 61 ev-1 ) 3'1a IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA FARMERS AND MERCHANTS TRUST CIVIL DIVISION COMPANY OF CHAMBERSBURG, Plaintiff, NO.: 02-1794 VS. DAVIS GREENHOUSE, INC., HARRY F. DAVIS, CAROL K. DAVIS, MARK A. DAVIS and JANET G. DAVIS, Defendants. PRAECIPE TO SATISFY JUDGMENT AGAINST DEFENDANTS, HARRY F. DAVIS AND CAROL K. DAVIS ONLY TO THE PROTHONOTARY: Please mark the judgment filed at the above-captioned term and number satisfied as to Defendants, Harry F. Davis and Carol K. Davis, only. Respectfully submitted: JAMES, SMITn, I?IET,TEICK & CONNELLY LLP BY: Scott A. Dietterick, Esquire PA I.D. #55650 Attorney for Plaintiff P.O. Box 650 Hershey, PA 17033 (717) 533-3280 rr??......?;,? IF TF [?.. _ _ )TAPY 2009 AUG 21 1'? ? 2: 31 :. r CUM V'S - ooiZLL q eta a?so? L)4- a a gs??