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HomeMy WebLinkAbout06-6531ORRSTOWN BANK, IN THE COURT OF COMMON PLEAS OF Plaintiff CUMBERLAND COUNTY, PENNSYLVANIA V. NO.2006-CIVIL TERM GIUSEPPE P. BASILE, MORTGAGE FORECLOSURE SEBASTIAN ANILE : t/d/b/a Pino's Pizza and PINO' S PIZZA, Defendants NOTICE You have been sued in court. If you wish to defend against the claims set forth in the following pages, you must take action within twenty (20) days after this complaint and notice are served, by entering a written appearance personally or by an attorney and filing in writing with the court, your defenses or objections to the claims set forth against you. You are warned that if you fail to do so, the case may proceed without you and a judgment may be entered against you by the court without further notice for any money claimed in the complaint or for any other claim or relief requested by the plaintiff. You may lose money or property or other rights important to you. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. Cumberland County Bar Association 32 South Bedford Street Carlisle, Pennsylvania 17013 (717) 249-3166 ORRSTOWN BANK, Plaintiff IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA V. NO. 2006- 6,53) CIVIL TERM GIUSEPPE P. BASILE, MORTGAGE FORECLOSURE SEBASTIAN ANILE t/d/b/a Pino's Pizza and PINO' S PIZZA, Defendants III COMPLAINT NOW comes Plaintiff Orrstown Bank, by and through its attorneys, O'BRIEN, BA C & SCHERER, and files the within complaint and, in support thereof, sets forth the following-? 1. The Plaintiff and Mortgagee is Orrstown Bank, a Pennsylvania corporation with a place of business located at 77 East King Street, Shippensburg, Cumberland County, Pennsylvania 17257. 2. Defendants, Giuseppe P. Basile and Sebastian Anile are the general partners of and do business as Pino's Pizza. 3. Giuseppe P. Basile is an adult individual with a residence address of 113 East j Main Street, Newville, Cumberland County, Pennsylvania 17241. 4. Sebastian Anile is an adult individual with a residence address of 20 Westgate Drive, Mt. Holly Springs, Cumberland County, Pennsylvania 17065. 5. Pino's Pizza is a Pennsylvania partnership with its regular place of business located at 1-3 East Main Street, Newville, Cumberland County, Pennsylvania 17241 6. By Deed dated March 15, 1999, Giuseppe P. Basile and Sebastian Anile t/d/b/a? Pino's Pizza as Mortgagors, made, executed and delivered a written Promissory Note secured by a Mortgage made, executed and delivered the same day to Plaintiff as Mortgagee on the prem i ses described in Exhibit "A." This Mortgage was recorded in the County Office of the Recorder Of Deeds of Cumberland County on March 16, 1999, at Cumberland County Book 1526, Page 90' et seq., all of which pages are incorporated herein by reference and made a part hereof. 5. A true and correct copy of the aforesaid Promissory Note is attached hereto and made a part hereof as Exhibit "B." A true and correct copy of the aforesaid recorded Mortgage is attached hereto and made a part hereof as Exhibit "C." 6. Defendants defaulted under the terms and conditions of the Mortgage and Promissory Note by failing to make payment of principal and interest due September 15, 200116 and October 15, 2006. 7. Under the terms of the Mortgage and Promissory Note, if any monthly payment of principal and interest is not made when due or any other obligations of the Promissory Note or Mortgage are not met then the entire indebtedness owing on the Mortgage and Promissory Note obligation shall become due and payable immediately at the declaration of Mortgagee. 8. Plaintiff as Mortgagee has exercised its option and declared the entire unpaid balance of principal and interest as immediately due and owing. 9. The following amounts are presently due on the said Mortgage and Promissory Note: Principal $128,779.36 Interest to 10/20/06 $ 1,604.42 (per diem $35.77) Late charge $ 148.00 Reasonable attorneys fees $ 12,877.90 as fixed by Plaintiff for purposes of this Complaint (actual and anticipated to 10% of principal) TOTAL $143,409.68 10. Giuseppe P. Basile and Sebastian Anile, are the present record owners and real owners of the premises described in Exhibit "A." 11. No notice under Act 6 or Act 91 is required as the principal debt was in excesk of $50,000.00 and the property given as security is not eligible under Act 91. WHEREFORE, Plaintiff demands judgment in Mortgage Foreclosure in the sum of $143,409.68 plus interest thereafter at the contract per diem from October 20, 2006 and the costs against Giuseppe P. Basile and Sebastian Anile, Mortgagors and real owners, and seeks foreclosure and Sheriff's Sale of the mortgaged property in Exhibit "A" hereto. Respectfully submitted, O EN, BARI SCHE L David A. Baric, Esquire I.D. # 44853 19 West South Street Carlisle, Pennsylvania 17013 (717) 249-6873 dab.dir/orrstownbank/pinos/complaint. pld 11/02/2006 01:15 7172495755 OBS 6GE 06 VERIFICATION The statements in. the foregoing Complaint are based upon information that has been assembled by my attorney in this litigation. The language of the statements is not my own. T have read the statements; and to the extent that they are based upon information that I have gi?en to my counsel, they are true and correct to the best of my knowledge, information, and belief.' I understand that Use statements herein are made subject to the penalties of 18 Pa.C.S.A. § 4904 relating to unswom falsifications to authorities. DATE: //• y_ 13etsy J. Smith, Collector Orrstown Bank ALL THAT CERTAIN tract of land situate at the northeast corner of Main and High Streets i}? the Borough of Newville, Cumberland County, Pennsylvania, bounded and described as follows: ON the South by main Street; on the East by property formerly of John Reed now or formerly jof Fred Burkholder; on the North by property now or formerly of Henry Jones; and on the West by High Street. CONTAINING 45 feet in front on Main Street and extending northwardly therefrom along the eastern line of High Street a distance of 103 feet 10 inches, more or less, to the said property now or formerly of Henry Jones, and having thereon erected buildings known as and numbered as -3 East Main Street. BEING the same premises which Lucretia Ott, et ex, by deed dated July 16, 1987, and recorded July 21, 1987, in Deed Book U, Volume 32, Page 864, granted and conveyed to Giuseppe P. Basile and Joan P. Basile, husband and wife, grantors herein. EXHIBIT "A" PROMISSORY NOTE 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 It m. Borrower: PINO'S PIZZA (TIN:) Lender: ORRSTOWN BANK 1-3 EAST MAIN ST, Sionehedge Office NEWVILLE, PA 17241 P.O. Box 250 Shippensburg, PA 17257 Principal Amount: $146,750.00 Initial Rate: 9.500% Date of Note: Marc! 15, 1999 PROMISE TO PAY, PINO'S PIZZA ("Borrower") promises to pay to ORRSTOWN HANK ("Lender"), or order, in lawful money f the United States of America, the principal amount of One Hundred Forty Six Thousand Seven Hundred Fifty & 00/100 Dollars ($148,760.00),1 pother with interest on the unpaid principal balance from March 15, 1999, until paid In full. The Interest rate will not Inc a y(?18.0000%. PAYMENT. Subject to any payment changes resulting from changes In the Index, Borrower will pay a loan on demand, or 1 demand is made, in 240 payments of 21,381.67 each payment. Borrower's first payment Is due April 16, 1999, an I'ttptfdeQililff[C yment' are due on the same day of each month after that. Borrower's final payment wilt be due on March 16, 2010, and will be for all principal an all accrued interest not yet paid. Payments Include principal and Interest. The annual interest rate for this Note Is computed on a 365/360 b Is; that Is, by applying the ratio of the annual Interest refs over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the act' al number of days the principal balance Is oulitanding. Borrower will pay Lender at Lender's address shown above or at such other place as Lender y designate In writing. Unless otherwise agreed or required by applicable law, payments will be applied first to accrued unpaid Interest, then to pri lpal, and any remaining amount to flny unpaid Collection casts and late chflrges. VARIABLE INTEREST RATE. The interest rate on this Note is subject to change from time to time based on changes In an independen Index which is the WALL STREET PRIME (the "Index'. The Index Is not necessarily the lowest rate charged by Lender on its loans. If the in ex becomes unavailable during tha term of this loan, Lender may designate a substitute index after notice to Borrower. Lender will tell Borrower the urrent Index rate upon Borrower's request. Borrower understands that Lender may make loans based on other rates as well. The Interest rate change wilt not occur more often then each day. The Index currently Is 7,760% per annum. The interest rate to be applied to the unpaid principal balanc of this Note will be at a rate of 1.750 percentage points over the index, adjusted if necessary for the maximum rate limitation described below, resulting in an initial rate of 9.500% per annum. Notwithstanding any other provision of this Note, the variable Interest rate or rates provided for in this Note will be subject to the following maximum rate. NOTICE: Under no circumstances will the interest rate on this Note be more tha the lesser of 18.000% per annum or the maximum rate allowed by applicable law. Whenever increases occur in the Interest rate, Lender, at Its option may do one or more of the following: (a) increase Borrower's payments to ensure Borrower's loan will pay off by Its original final maturity date, (b) Increase Borrower's payments to cover accruing interest, (c) Increase the number of Borrower's payments, and (d) continue Borrower's payment at the same amount and Increase Borrower's final payment. PREPAYMENT. Borrower may pay without penalty all or a portlon of the amount owed earlier than 11 Is due. Early payments will not, un ss agreed to by Lender In writing, relieve Borrower of Borrower's obligation to continue to make payments under the payment schedule. Rather, they will reduce the principal balance due and may result in Borrower making fewer payments. iI LATE CHARGE. If a payment Is is days or more late, Borrower will be charged 6.000% of the regularly scheduled payment or $50.O , whichever Is lase. DEFAULT. Borrower will be In default if any of the following happens: (a) Borrower faits to make any payment when due. (b) Borrow r 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 skulls under any loan, extension of credit, security agreement, purchase or sales agreement, or any other agreement, in favor of any other creditor r 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 Not 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 mis ding in any material respect either now or at the time made or furnished. (a) Any partner dies or any of the partners or 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 comma d 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 hich Lender has a lien or security Interest. This Includes a garnishment of any of Borrower's accounts with Lender. (g) Any of the events described n this default section occurs with respect to any general partner of Borrower or 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, If any default, other than a default in payment, is curable and if Borrower has not been given a notice of a breach of the some provision of this Note within the preceding twelve (12) months, it may be cured (and no event of default will have occurred) If Borrower, after receiving written notice from Lender demanding cure of such default: (a) cures the default within fifteen (15) days; or (b) If the cure requires more than 11 n (16) days, immediately Initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical, LENDER'S RIGHTS. Upon default, Lender may, after giving such notices as required by applicable law, declare the entire unpaid prlncl at balance on this Note and all accrued unpaid Interest Immediately due, and then Borrower will pay that amount. Lender may hire or pay someone also to help collect this Note if Borrower does not pay. Borrows( also will pay Lender that amount. This Includes, subject to any limits under a pllcable taw, Lender's attorneys' flees and Lender's legal expenses whether or not there Is a lawsuit. Including attorneys' fees and legal expenses Mr bankruptcy proceedings (Including efforts to modify or vacate any automatic stay or Injunction), appeals, and any anticipated posHudgment collects n services. If not prohibited by applicable taw, 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 lima 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 Cumberland County, the Commonwealth of Pennsylvania. This Note shelf be governed by and construed In accordance with the laws of the Commonwealth of Pennsylvania. RIGHT OF SETOFF. Borrower grants to Lender a contractual security Interest in, and hereby assigns, conveys, delivers, pledges, a 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 limitatlon all accounts held jointly with someone else and all accounts Borrower may open In the future, excluding however all I 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. COLLATERAL. This Note Is secured by a Mortgage dated March 16, 1999, to Lander on real property located In CUMBER ND County, Commonwealth of Pennsylvania, all the terms and conditions of which are hereby Incorporated and made a part of this Note. EXHIBIT "B" 03 -11999 ' PROMISSORY NOTE I Page a Loan. No (Continued) GENERAL PROVISIONS. This Note is payable on demand. The inclusion of sped is default provislons or fights of lender shill not prod Note houlladng right to declare payment of this Note on Its demand. Lender may delay or forgo enforcing any of Its rights a remedial under this them, Borrower and any other person who stuns, guarantees or endorses this Note, to the oxford allowed by law, weir payment, protest and notice of dishonor. Upon any change In the terms of this Note, and unless otherwise exprossty stated in ,erns signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. Al such parlga may renew or. extend (repeatedly and for any length of time) thls loan, or release any party, partner, or guarantor or caUterol; or t upon or perfect Lender's security interest In the collateral; and take any other action deemed necessary by Lender without the anyone. All such parties also agree that Lender may modify this loan without the consent of or notice to anyone other than 11a pa modification Is made. PRIOR TO SIGNING THIS NOTE, BORROWER REAL) AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF TH5 NOTE AND ACKNOWLEDGES RECEIPT OF A COPY OF THE NOTE. de Leaden presen6>Itertt demand for a p" who mLender ?, tl mpatr, tat to room cflrteertt f or notloe lo rty h whom ft VARIABLE OMPLETED THIS NOTE HAS BEEN SIGNED AND SEALED BY THE UNDERSIGNED. BORROWER: PINO'S PIZZA 4A ... ........__ ::::::. . ........ 414 ,_ w . :. _... . GIUSEP P. ?JMILE, General Partner ASTIAN AN] , General Partner VarlablaRate, Installment. LASERPRD,Meg, U.S.Pal. BT.M.Off.,Ver.3.2eb(c)1999OFtPr0Serviees,Inc. All rights reserml,(PA- 1200555901.1 NJ it i 111r ,/?/1 IIIA1 .V 1 ORRSTOWN BANK P.O. Box 250 Shippensburg, PA 17257 WHEN RECORDED MAIL TO: ORRSTOWN BANK P.O. Box 250 Shippensburg, PA 17257 R09EfZT f'. :IECLER RECO«GEV! OF 'SEEDS CUMBERi_1^0 i:D COUWY-P,? '99 Mflfl 16 TM 3 j33 SPACE ABOVE THIS LINE IS FOR RECORDER'S USE ONLY MORTGAGE THIS IS A PURCHASE MONEY MORTGAGE THIS MORTGAGE IS DATED MARCH 15, 1999, between PINO'S PIZZA, whose address is essEs P OMAIN 2 ST. 50, NEWVILLE, PA 17241 (referred to below as "Grantor"); and ORRSTOW BANK, whose add Sh(ppensburg, PA 17257 (referred to below as "Lender"). bargains, sells, conveys, assigns, real property, together with all existing or ubsequen ly GRANT MORTGAGE. For valuable tits and interest in and ttogrants, lo wing described of way, all liberties, mortgages es to Lender all of Grantor's right, erected or affixed buildings, Improvements and fixtures; all streets, lanes, alleys, passages, and ways; all easements, rights privileges, tenements, hereditaments, and appurtenances thereunto belonging or anywise made appurtenant hereafter, and thei reversions and remainders with respect thereto; all water, water rights, watercourses and ditch rights (including stock in utilities with ditch or irrigation rights); and ll all other right, royalties, and profits relating to the real property, including without limitation all minerals, oil, gas, geothermal and similar matters, In CUMBERLAND County, Commonwealth of Pennsylvania (the "Real Property"): SEE ATTACHED The Real Property or its address Is commonly known as 1-3 EAST MAIN ST., NEWVILLE, PA 17241, Grantor presently assigns to Lender all of Grantor's right, title, and interest in and to all leases of the Property and all Rents from the Property. In addition, Grantor grants to Lender a Uniform Commercial Code security Interest in the Personal Property and Rents. Terms not otherw DEFINITIONS. The following words shall s neththe folling meanings when e Uniform Commercial Code• Allll refelren es to dollar amounts shat miean amounts to lawfulgmoney of have the meanings attributed to such term the United States of America. Grantor. The word "Grantor" means PINO'S PIZZA. The Grantor is the mortgagor under this Mortgage. Guarantor. The word "Guarantor" means and includes without limitation each and all of the guarantors, sureties, and accommodation parties in connection with the Indebtedness. Improvements. The word "Improvements" means and includes without limitation all existing and future improvements, buildings, structures, mobile homes affixed on the Real Property, facilities, additions, replacements and other construction on the Real Property. Indebtedness. The word "Indebtedness" means all principal and interest payable under he Note and any amounts expended or advanced by Lender to discharge obligations of Grantor or expenses incurred by Lender to enforce obligations of Grantor under this Mortg ge, together with interest on such amounts as provided in this Mortgage. Lender. The word "Lender" means ORRSTOWN BANK, its successors and assigns. The Lender is the mortgagee under this Mortgage. Mortgage. The word "Mortgage" means this Purchase Money Mortgage between Grantor and Lender, and includes without limitation all assignments and security interest provisions relating to the Personal Property and Rents. Purchase Money Mortgage. If any of the debt secured by this Security Instrument is lent to Borrower to acquire title to the Beal Property, this Security Instrument shall be a purchase money mortgage under 42 P.S. Section 8141. Note. The word "Note" means the promissory note or credit agreement dated March 15, 1999, in the original principal amount of $146,750.00 from Grantor to , together renewals of extensions of, or the promissory note ore agree ent.wTheamaturity date oaf this Mortgage is March modifications 15, 2019reNOTICE TO fGRANTORtI substitutions THE NOTE CONTAINS A VARIABLE INTEREST RATE. rep a hereafter ows ed Personal Property. The words "Personal Property" mean all equipment, fixtures, and other articles of personal property now or by Grantor, and now or hereafter attached or affixed to the Real Property; together with all accessions, parts, and additions to, and all substitutions for, any of such property; and together with all proceeds (including without limitation all insurance proceejds and refunds of premiums) from any sale or other disposition of the Property. Property. The word "Property" means collectively the Real Property and the Personal Property. Real Property. The words "Real Property" mean the property, interests and rights described above in the "Grant of Mortgage" section. ion oan ageemenntts, elated guaranties, security agreements, cl mortgages, ,tde limitatof trust,pand'a to to heroinstrumen' agreements, ag eements land Related Documents. The agreements, environmental g .documents, whether now or hereafter existing, executed in connection with the Indebtedness. Rents. The word Farts" means t:,l pr3sent and future rents, revenues, irc::rr,?, su?`. royalties, profits, and other benefits derived from the Property. THIS THIS MORTGAGE, INCLUDING THE ASSIGNMENT OF RENTS AND INDEBTEDNESS AND THE PERFORMANCE OF ALL OBLIGATIONS OF GRANTOR UNDER T GIVEN TO SECURE (1) PAYMENT OF THE INDEB MORTGAGE AND THE RELATED DOCUMENTS. THIS MORTGAGE IS.GIVEN AND ACCEPTED ON THE FOLLOWING TERMS. PAYMENT AND PERFORMANCE. Except as otherwise provided in this Mortgage, Grantor shall pay to Lender all amounts secured by this Mortgage as they become due, and shall strictly perform all of Grantor's obligations under this Mortgage. POSSESSION AND MAINTENANCE OF THE PROPERTY. Grantor agrees that Grantor's possession and use of the Property shall be governed by the following provisions: Possession and Use. Until in default, Grantor may remain in possession and control of and operate and manage the Property and collect the Rents from the Property. Duty to Maintain. Grantor shall maintain the Property in tenantable condition and promptly perform all repairs, replacements, and maintenance necessary to preserve its value. Hazardous Substances. The terms "hazardous waste," "hazardous substance," "disposal," "release," and "threatened rei use," as used in this , as Mortgage, shall have the same e9601,tiett seq. (""CERCLA")ethe Superfund Amend entsaand ReauthorizationnAct of a 86! bubt. LL.. tNo.1999-499 amended, 42 U.S The terms ("SARA"), the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et seq., the Resource Conservation and Recovery Act, 42 U.S. . ed pursuant umtand petroleum by-of an y f action thereof or other applicable state or "hazardous there has been no oregoing Section 6901, waste" an d "hazardous substance" shall also ecllulaws, rules, r de, without regulaions and asbestos. Grantor represents and warrant to Lender that: (a) During the period of Grantor's ownership of the Prope 1 any arson on, ease of any except as pr v ously disclosed to son to (believe that he erhas beenwaste or substan use, generation, manufacture, storage, () 1Gratntor has disposal, no kowedge threatened under, about or from the Property; (I) any use, generation, manufacture, storage, treatment, disposal, release, or thre toned release of any and acknowledged by Lender in venting, (') Y hazardous waste or substance on b an r r owners or occupants of the Property r (ii) any actual or 'l?9 on, under, about or frBOUKPJ?, yPAGt' +. EXHIBIT "C" -6-15-1999 MORTGAGE Page 2 Loan No (Continued) threatened litigation or claims of any kind by any person relating to such matters; and (c) Except as previously disclosed to and acknowledged by Lender in writing, (i) neither Grantor nor any tenant, contractor, agent or other authorized user of the Property shall use, enerate, manufacture, store, treat, dispose of, or release any hazardous waste or substance on, under, about or from the Property and (11) an such activity shall be conducted in compliance with all applicable federal, stale, and local laws, regulations and ordinances, including withou limitation those laws, regulations, and ordinances described above. Grantor authorizes Lender and Its agents to enter upon the Property to mak such Inspections and tests, at Grantor's expense, as Lender may deem appropriate to determine compliance of the Property with this section of the Mortgage. Any Inspections or tests made by Lender shall be for Lender's purposes only and shall not be construed to create any re;pon billy or liability on the part of Lender to Grantor or to any other person. The representations and warranties contained herein are based oh Gr ntor's due diligence in investigating the Property for hazardous waste and hazardous substances. Grantor hereby (a) releases and waives an, P future claims against Lender for Indemnity or contribution In the event Grantor becomes liable for cleanup or other costs under any such laws, and (b) agrees to Indemnity and hold harmless Lender against any and all claims, losses, liabilities, damages, penalties, and expenses which ender may directly or Indirectly sustain or suffer resulting from a breach of this section of the Mortgage or as a consequence of any use, go oration, manufacture, storage, disposal, release or threatened release of a hazardous waste or substance on the properties. The provisions of this section of the Mortgage, including the obligation to Indemnity, shall survive the payment of the Indebtedness and the satisfaction and reca veyanoe of the lien of this Mortgage and shall not be affected by Lender's acquisition of any interest in the Property, whether by foreclosure or otherwise. Nuisance, Waste. Grantor shall not cause, conduct or permit any nuisance nor commit, permit, or suffer any stripping of or waste on or to the Property or any portion of the Property. Without limiting the generality of the foregoing, Grantor will not remove, or grant ,to any other party the right to remove, any timber, minerals (including oil and gas), soil, gravel or rock products without the prior written consent oft-ender. Removal of Improvements. Grantor shall not demolish or remove any Improvements from the Real Property without the prior written consent of Lender. As a condition to the removal of any Improvements, Lender may require Grantor to make arrangements satisfactory to Lender to replace such Improvements with Improvements of at least equal value. Lender's Right to Enter. Lender and Its agents and representatives may enter upon the Real Property at all reasonable times to attend to Lender's Interests and to inspect the Property for purposes of Grantor's compliance with the terms and conditions of this Mortgage. Compliance with Governmental Requirements. Grantor shall promptly comply with all laws, ordinances, and regulatio s, now or hereafter In effect, of all governmental authorities applicable to the use or occupancy of the Property, including without limitation, the Americans With Disabilities Act. Grantor may contest in good faith any such law, ordinance, or regulation and withhold compliance d ring any proceeding, including appropriate appeals, so long as Grantor has notified Lender in writing prior to doing so and so long as, in Lender's sole opinion, Lender's Interests in the Property are not jeopardized. Lender may require Grantor to post adequate security or a surety bond, reasonably satisfactory to Lender, to protect Lender's interest. Duty to Protect. Grantor agrees neither to abandon nor leave unattended the Property. Grantor shall do all other acts, iniaddition to those acts set forth above in this section, which from the character and use of the Property are reasonably necessary to protect and preserve the Property. DUE ON SALE - CONSENT BY LENDER. Lender may, at its option, declare immediately due and payable all sums secured by this Mortgage upon the sale or transfer, without the Lender's prior written consent, of all or any part of the Real Property, or any Interest in the Rea Property. A "sale or transfer" means the conveyance of Real Property or any right, title or Interest therein; whether legal, beneficial or equitable;1 whether voluntary or involuntary; whether by outright sale, deed, installment sale contract, land contract, contract for deed, leasehold Interest with a t cmpany, m greater than three (3) years, lease-option contract, or by sale, assignment, or transfer of any beneficial Interest in or to any land trust holding title t the Real Property, or by any other method of conveyance of Real Property interest. If any Grantor is a corporation, partnership or limited liability transfer also includes any change in ownership of more than twenty-five percent (25%) of the voting stock, partnership Interests or limited liab Ity company Interests, as the case may be, of Grantor. However, this option shall not be exercised by Lender If such exercise Is prohibited by federal I w or by Pennsylvania law. TAXES AND LIENS. The following provisions relating to the taxes and liens on the Property are a part of this Mortgage. Payment. Grantor shall pay when due (and in all events prior to delinquency) all taxes, payroll taxes, special taxes, assessments, water charges and sewer service charges levied against or on account of the Property, and shall pay when due all claims for work d ne on or for services rendered or material furnished to the Property. Grantor shall maintain the Property free of all liens having priority over or qual to the Interest of Lender under this Mortgage, except for the lion of taxes and assessments not due, and except as otherwise provided In the Ilowing paragraph. Right To Contest. Grantor may withhold payment of any tax, assessment, or claim in connection with a good faith dispute over the obligation to pay, so long as Lender's Interest in the Property is not jeopardized. If a lien arises or is filed as a result of nonpayment, Grantor shall within fifteen (15) days after the lien arises or, if a lien is filed, within fifteen (15) days after Grantor has notice of the filing, secure the di harge of the lien, or if requested by Lender, deposit with Lender cash or a sufficient corporate surety bond or other security satisfactory to Lender Ih an amount sufficient to discharge the lion plus any costs and attorneys' fees or other charges that could accrue as a result of a foreclosure or "Is under the lion. In any contest, Grantor shall defend itself and Lender and shall satisfy any adverse judgment before enforcement against the Property. Grantor shall name Lender as an additional obligee under any surety bond furnished in the contest proceedings. Evidence of Payment. Grantor shall upon demand furnish to Lender satisfactory evidence of payment of the taxes or assessments and shall authorize the appropriate governmental official to deliver to Lender at any time a written statement of the taxes and assessments against the Property. Notice of Construction. Grantor shall notify Lender at least fifteen (15) days before any work is commenced, any servicesi are furnished, or any materials are supplied to the Property, if any mechanic's lien, materialmen's lien, or other lien could be asserted on accountiof the work, services, or materials. Grantor will upon request of Lender furnish to Lender advance assurances satisfactory to Lender that Grantof can and will pay the cost of such improvements. PROPERTY DAMAGE INSURANCE. The following provisions relating to insuring the Property are a part of this Mortgage. Maintenance of Insurance. Grantor shall procure and maintain policies of fire Insurance with standard extended covera endorsements on a replacement basis for the full Insurable value covering all Improvements on the Real Property in an amount sufficient to av Id application of any coinsurance clause, and with a standard mortgagee clause in favor of Lender. Grantor shall also procure and maintain c mprehensive general liability Insurance in such coverage amounts as Lender may request with Lender being named as additional Insureds In s ch liability Insurance policies. Additionally, Grantor shall maintain such other insurance, including but not limited to hazard, business Interruption) and boiler Insurance as Lender may require. Policies shall be written by such Insurance companies and In such form as may be reasonably acceptable to Lender. Grantor shall deliver to Lender certificates of coverage from each insurer containing a stipulation that coverage will not be ca Iled or diminished without a minimum of ten (10) days' prior written notice to Lender and not containing any disclaimer of the Insurer's liability f failure to give such notice. Each insurance policy also shall include an endorsement providing that coverage in favor of Lender will not be impai ed In any way by any act, omission or default of Grantor or any other parson. Should the Real Property at any time become located.in an ar a designated by the Director of the Federal Emergency Management Agency as a special flood hazard area, Grantor agrees to obtain and m intain Federal Flood Insurance for the full unpaid principal balance of the loan, up to the maximum policy limits set under the National Flood Ins ranee Program, or as otherwise required by Lender, and to maintain such Insurance for the term of the loan. Application of Proceeds. Grantor shall promptly notify Lender of any loss or damage to the Property. Lender may make proof of loss if Grantor fails to do so within fifteen (15) days of the casualty. Whether or not Lender's security Is Impaired, Lender may, at Its election apply the proceeds to the reduction of the Indebtedness, payment of any lien affecting the Property, or the restoration and repair of the Property. If Lender elects to apply the proceeds to restoration and repair, Grantor shall repair or replace the damaged or destroyed Improvements in a manner satisfactory to Lender. Lender shall, upon satisfactory proof of such expenditure, pay or reimburse Grantor from the proceeds for the reasonable cost of repair or restoration if Grantor is not in default under this Mortgage. Any proceeds which have not been disbursed within 180 days after their receipt and which Lender has not committed to the repair or restoration of the Property shall be used first to pay any amount owing'to Lender under this Mortgage, then to pay accrued interest, and the remainder, if any, shall be applied to the principal balance of the Indebtedness. If Lender holds any proceeds after payment in full of the Indebtedness, such proceeds shall be paid to Grantor. Unexpired Insurance at Sale. Any unexpired insurance shall inure to the benefit of, and pass to, the purchaser of the Pro erty covered by this Mortgage at any trustee's sale or other sale held under the provisions of this Mortgage, or at any foreclosure sale of such Pro erty. Grantor's Report on Insurance. Upon request of Lender, however not more than once a year, Grantor shall furnish to Le der a report on each existing policy of insurance showing: (a) the name of the insurer; (b) the risks insured; (c) the amount of the policy; (d) the property Insured, the then current replacement value of such property, and the manner of determining that value; and (e) the expiration date o the policy. Grantor shall, upon request of Lender, have an independent appraiser satisfactory to Lender determine the cash value replacement c t of the Property. EXPENDITURES BY LENDER. If Grantor falls to comply with any provision of this Mortgage, or If any action or proceeding Is co menced that would materially affect Lender's interests in the Property, Lender on Grantor's behalf may, but shall not be required to, take any actin that Lender deems appropriate. Any arnount that Lender expends in so doing will bear interest at the rate provided for in the Note from the date] Incurred or paid by th t f t b Grantor All such expenses at Lender's option will (a) be payable on demand, (b) be added to the balance of the Lender to e da am repaymen y 0 Note and be apportioned among and be payable with any Installment payments to become due during either (1) the term of any )applicable Insurance __?, ..... r;% u,., ray,., .,f fhc Alnfo Mr rc1 ha frnniArf aS a balloon oavment which will be due and payable at the Note's maturity. This .63-16L`1999 MORTGAGE Page 3 Loan No (Continued) Mortgage also will -iocure payment of these amounts. The rights provided for in this paragraph shall be In addition to any other rights or any remedies to which Lender may be entitled on account of the default. Any such action by Lender shall not be construed as curing the default so as to bar Lender from any remedy that it otherwise would have had. Grantor's obligation to Lender for all such expenses shall survive the entry of any mortgage foreclosure judgment. WARRANTY; DEFENSE OF TITLE. The following provisions relating to ownership of the Property are a part of this Mortgage. Title. Grantor warrants that: (a) Grantor holds good and marketable title of record to the Property In fee simple, free and clear of all liens and encumbrances other than those set forth in the Real Property description or in any title Insurance policy, title report, or find litle opinion Issued In favor of, and accepted by, Lender in connection with this Mortgage, and (b) Grantor has the full right, power, and authority to execute and deliver this Mortgage to Lender. Defense of Title. Subject to the exception in the paragraph above, Grantor warrants and will forever defend the title tote Property against the lawful claims of all persons. In the event any action or proceeding is commenced that questions Grantor's title or the inter st of Lender under this Mortgage, Grantor shall defend the action at Grantor's expense. Grantor may be the nominal party In such proceeds , but Lender shall be entitled to participate in the proceeding and to be represented in the proceeding by counsel of Lender's own choice, and Grantor will deliver, or cause to be delivered, to Lender such instruments as Lender may request from time to time to permit such participation. Compliance With Laws. Grantor warrants that the Property and Grantor's use of the Property complies with all existing applicable laws, ordinances, and regulations of governmental authorities. CONDEMNATION. The following provisions relating to condemnation of the Property are a part of this Mortgage. Application of Net Proceeds. If all or any part of the Property is condemned by eminent domain proceedings or by any proceeding or purchase in lieu of condemnation, Lender may at its election require that all or any portion of the net proceeds of the award be applied to the Indebtedness or the repair or restoration of the Property. The net proceeds of the award shall mean the award after payment of all actual costs, expenses, and attorneys' fees incurred by Lender In connection with the condemnation. Proceedings. If any proceeding in condemnation is filed, Grantor shall promptly notify Lender In writing, and Grantor shall promptly take such steps as may to necessary to defend the action and obtain the award. Grantor may be the nominal party in such proceedi , but Lender shall be entitled to participate In the proceeding and to be represented in the proceeding by counsel of Its own choice, and Grant will deliver or cause to be delivered to Lender such instruments as may be requested by It from time to time to permit such participation. IMPOSITION OF TAXES, FEES AND CHARGES BY GOVERNMENTAL AUTHORITIES. The following provisions relating to governmental taxes, fees and charges are a part of this Mortgage: Current Taxes, Fees and Charges. Upon request by Lender, Grantor shall execute such documents in addition to this Mortgage and take whatever other action is requested by Lender to perfect and continue Lender's lien on the Real Property. Grantor shall reimburse Lender for all taxes, as described below, together with all expenses incurred in recording, perfecting or continuing this Mortgage, including without limitation all taxes, fees, documentary stamps, and other charges for recording or registering this Mortgage. Taxes. The following shall constitute taxes to which this section applies: (a) a specific tax upon this type of Mortgage or upon all or any part of the Indebtedness secured by this Mortgage; (b) a specific tax on Grantor which Grantor Is authorized or required to deduct from payments on the Indebtedness secured by this type of Mortgage; (c) a tax on this type of Mortgage chargeable against the Lender or the older of the Note; and (d) a specific tax on all or any portion of the Indebtedness or on payments of principal and Interest made by Grantor. Subsequent Taxes. If any tax to which this section applies is enacted subsequent to the date of this Mortgage, this event shall have the same effect as an Event of Default (as defined below), and Lender may exercise any or all of its available remedies for an Event of Default as provided below unless Grantor either (a) pays the tax before It becomes delinquent, or (b) contests the tax as provided above i'h the Taxes and Liens section and deposits with Lender cash or a sufficient corporate surety bond or other security satisfactory to Lender. SECURITY AGREEMENT; FINANCING STATEMENTS. The following provisions relating to this Mortgage as a security agreement are a part of this Mortgage. Security Agreement. This instrument shall constitute a security agreement to the extent any of the Property constitutes fixtures or other personal property, and Lender shall have all of the rights of a secured party under the Uniform Commercial Code as amended from time to time. Security Interest. Upon request by Lender, Grantor shall execute financing statements and take whatever other action is r quested by Lender to perfect and continue Lender's security Interest in.)he Rents and Personal Property. In addition to recording this Mortga a In the real property records, Lender may, at any time and without further authorization from Grantor, file executed counterparts, copies o reproductions of this Mortgage as a financing statement. Grantor shall reimburse Lender for all expenses incurred In perfecting or continuin this security interest. Upon default, Grantor shall assemble the Personal Property in a manner and at a place reasonably convenient to Grantor a' d Lender and make it available to Lender within three (3) days after receipt of written demand from Lender. Addresses. The mailing addresses of Grantor (debtor) and Lender (secured party), from which information concernin the security Interest granted by this Mortgage may be obtained (each as required by'the Uniform Commercial Code), are as stated on the first pego of this Mortgage. FURTHER ASSURANCES; ATTORNEY-IN-FACT. The following provisions relating to further assurances and attorney-In-fact are a part of this Mortgage. Further Assurances. At any time, and from time to time, upon request of Lender, Grantor will make, execute and deliver, or will cause to be made, executed or delivered, to Lender or to Lender's designee, and when requested by Lender, cause to be filedy recorded, refiled, or rerecorded, as the case may be, at such times and in such offices and places as Lender may deem appropriate, any and all such mortgages, deeds of trust, security deeds, security agreements, financing statements, continuation statements, instruments of further ssurance, certificates, and other documents as may, in the sole opinion of Lender, be necessary or desirable in order to effectuate, completes perfect, continue, or preserve (a) the obligations of Grantor under the Note, this Mortgage, and the Related Documents, and (b) the liens and security Interests created by this Mortgage as first and prior lien on the Property, whether now owned or hereafter acquired by Grantor. Urr?ess prohibited by law or agreed to the contrary by Lender In writing, Grantor shall reimburse Lender for all costs and expenses Incurred In conntion with the matters referred to In this paragraph. Attorney-in-Fact. If Grantor falls to do any of the things referred to in the preceding paragraph, Lender may do so f and in the name of Grantor and at Grantor's expense. For such purposes, Grantor hereby irrevocably appoints Lender as Grantor's attorney-46-fact for the purpose of making, executing, delivering, filing, recording, and doing all other things as may be necessary or desirable, In Lenders sole opinion, to accomplish the matters referred to in the preceding paragraph. FULL PERFORMANCE. If Grantor pays all the Indebtedness when' due, and otherwise performs all the obligations imposed upon Grantor under this Mortgage, Lender shall execute and deliver to Grantor a suitable satisfaction of this Mortgage and suitable statements of termination of any financing statement on file evidencing Lender's security interest in the Rents and the Personal Property. Grantor will pay, if permitted by applicable law, any reasonable termination fee as determined by Lender from time to time. DEFAULT. Each of the following, at the option of Lender, shall constitute an event of default ("Event of Default") under this Mortgage: Default on Indebtedness. Failure of Grantor to make any payment when due on the Indebtedness. Default on Other Payments. Failure of Grantor within the time required by this Mortgage to make any payment for taxed or Insurance, or any other payment necessary to prevent filing of or to effect discharge of any lien. Compliance Default. Failure of Grantor to comply with any other term, obligation, covenant or condition contained in this Mortgage, the Note or In any of the Related Documents. Default in Favor of Third Parties. Should Grantor default 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 Grantor's property or Grant is ability to repay the Note or Grantor's ability to perform Grantor's obligations under this Mortgage or any of the Related Documents. False Statements. Any warranty, representation or statement made or furnished to Lender by or on behalf of Grantor un or this Mortgage, the Note or the Related Documents is false or misleading in any material respect, either now or at the time made or furnished. Defective Collaterallzation. This Mortgage or any of the Related Documents ceases to be In full force and effect (Including failure of any collateral documents to create a valid and perfected security interest or lien) at any time and for any reason. Death or Insolvency. The dissolution or termination of Grantor's existence as a going business or the death of any partner, the Insolvency of Grantor, the appointment of a receiver for any part of Grantor's property, any assignment for the benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Grantor. Foreclosure, Forfeiture, etc. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help, repossession or any other method, by any creditor of Grantor or by any governmental agency against any of the Property. However, this subsection shall not apply ;, 4Ln ...,-.-.1 -9- ....nom fn;l,. .J:_,...,.. L... --- -- - ,L, .. .... I:.J:,.• ... -- - -- --1-..?_....-_ - ,L.- -1_1.... '-w-, - n._ I , ., ..._.._,.._..... .-. M.../-:,...? .03-15-1999 MORTGAGE Page 4 Loan No (Continued) proceeding, provided that Grantor gives Lender written notice of such claim and furnishes reserves or a surety bond for the claim satisfactory to Lender. Breach of Other Agreement. Any breach by Grantor under the terms of any other agreement between Grantor and Lender that Is not remedied within any grace period provided-therein, including without limitation any agreement concerning any Indebtedness or other obligation of Grantor to Lender, whether existing now or later. Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the Indebtedness or any Guarantor dies or becomes Incompetent, or revokes or disputes the validity of, or liability under, any Guaranty of the Indebtedness. Lender, at Its option, may, but shall not be required to, permit the Guarantor's estate to assume unconditionally the obligations arising under the guaranty I a manner satisfactory to Lender, and, in doing so, cure the Event of Default. Adverse Change. A material adverse change occurs in Grantor's financial condition, or Lender believes the prospect of p yment or performance of the Indebtedness Is Impaired. Right to Cure. If such a failure Is curable and If Grantor has not been given a notice of a breach of the same provision oft Is Mortgage within the preceding twelve (12) months, it may be cured (and no Event of Default will have occurred) if Grantor, after Lender sends written notice demanding cure of such failure: (a) cures the failure within fifteen (15) days; or (b) if the cure requires more than fifteen 15) days, Immediately initiates steps sufficient to cure the failure and thereafter continues and completes all reasonable and necessary step sufficient to produce compliance as soon as reasonably practical. RIGHTS AND REMEDIES ON DEFAULT. Upon the occurrence of any Event of Default and at any time thereafter, Lender, at Its option, may exercise any one or more of the following rights and remedies, In addition to any other rights or remedies provided by law: Accelerate Indebtedness. Subject to applicable law, Lender shall have the right at Its option without notice to Grantor to declare the entire Indebtedness Immediately due and payable. UCC Remedies. With respect to all or any part of the Personal Property, Lender shall have all the rights and remedies of secured party under the Uniform Commercial Code. Collect Rents. Lender shall have the right, without notice to Grantor, to take possession of the Property and collect the Re' its, including amounts past due and unpaid, and apply the net proceeds, over and above Lender's costs, against the Indebtedness. In furtheran a of this right, Lender may require any tenant or other user of the Property to make payments of rent or use fees directly to Lender. If the Rents a collected by Lender, then Grantor irrevocably designates Lender as Grantor's attorney-in-fact to endorse instruments received In payment t ereof In the name of Grantor and to negotiate the same and collect the proceeds. Payments by tenants or other users to Lender in response to ender's demand shall satisfy the obligations for which the payments are made, whether or not any proper grounds for the demand existed. L nder may exercise Its rights under this subparagraph either in person, by agent, or through a receiver. Appoint Receiver. Lender shall have the right to have a receiver appointed to take possession of all or any part of the Property, with the power to protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to collect the Rents from the roperty and apply the proceeds, over and above the cost of the receivership, against the Indebtedness. The receiver may serve without bond If permitted by law. Lender's right to the appointment of a receiver shall exist whether or not the apparent value of the Property exceeds the Indebtedness by a substantial amount. Employment by Lender shall not disqualify a person from serving as a receiver. Judicial Foreclosure. Lender may obtain a judicial decree foreclosing Grantor's interest in all or any part of the Property. Nonjudicial Sale. If permitted by applicable law, Lender may foreclose Grantor's interest in all or in any part of the Personal Property or the Real Property by nonjudicial sale. Deficiency Judgment. Lender may obtain a judgment for any deficiency remaining in the Indebtedness due to Lender )after application of all amounts received from the exercise of the rights provided in this section. Tenancy at Sufferance. If Grantor remains in possession of the Property after the Property is sold as provided abov or Lender otherwise becomes entitled to possession of the Property upon default of Grantor, Grantor shall become a tenant at sufferance of Lender or the purchaser of the Property and shall, at Lender's option, either (a) pay a reasonable rental for the use of the Property, or (b) vacate th Property immediately upon the demand of Lender. Other Remedies. Lender shall have all other rights-and remedies provided In this Mortgage or the Note or available at law Or in equity. Sale of the Property. To the extent permitted by applicable law, Grantor hereby waives any and all right to have the property marshalled. In exercising its rights and remedies, Lender shall be free to sell all or any part of the Property together or separately, in o sale or by separate sales. Lender shall be entitled to bid at any public sale on all or any portion of the Property. i Notice of Sale. Lender shall give Grantor reasonable notice of the time and place of any public sale of the Personal Prop rty or of the time after which any private sale or other Intended disposition of the Personal Property is to be made. Unless otherwise requir d by applicable law, reasonable notice shall mean notice given at least ten (10) days before the time of the sale or disposition. Waiver; Election of Remedies. A waiver by any party of a breach of a provision of this Mortgage shall not constitute a waiver of or prejudice the party's rights otherwise to demand strict compliance with that provision or any other provision. Election by Lender to pursu any remedy shall not exclude pursuit of any other remedy, and an election to make expenditures or take action to perform an obligation of Grantor under this Mortgage after failure of Grantor to perform shall not affect Lender's right to declare a default and exercise its remedies under this Mort age. Attorneys' Fees; Expenses. If Lender institutes any suit or action to enforce any of the terms of this Mortgage, Lender shall be entitled to recover such sum as the court may adjudge reasonable as attorneys'-fees at trial and on any appeal. Whether or not any court action Is involved, all reasonable expenses incurred by Lender that in Lender's opinion are necessary at any time for the protection of Its Interest'. or the enforcement of Its rights shall become a part of the Indebtedness payable on demand and shall bear Interest from the date of expenditure nfil repaid at the rate provided for in the Note. Expenses covered by this paragraph include, without limitation, however subject to any limits nder applicable law, Lender's attorneys' fees and Lender's legal expenses whether or not there Is a lawsuit, Including attorneys' fees for ba kruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals and any anticipated post-judgment collectio services, the cost of searching records, obtaining title reports (Including foreclosure reports), surveyors' reports, and appraisal fees, and title In urance, to the extent permitted by applicable law. Grantor also will pay any court costs, in addition to all other sums provided by law. NOTICES TO GRANTOR AND OTHER PARTIES: Unless otherwise provided by applicable law, any notice under this Mortga a shall be In writing, may be sent by telefacsimile (unless otherwise required by law), and shall be effective when actual)y delivered, or when depo tted with a nationally recognized overnight courier, or, if mailed, shall be deemed effective when deposited in the United States mail first class, certifq d or registered mail, postage prepaid, directed to the addresses shown near the beginning of this Mortgage. Any party may change its address or notices under this Mortgage by giving formal written notice to the other parties, specifying that the purpose of the notice Is to change the party's dress. All copies of notices of foreclosure from the holder of any lien which has priority over this Mortgage shall be sent to Lender's address, as shown near the beginning of this Mortgage. For notice purposes, Grantor agrees to keep Lender informed at all times of Grantor's current address. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Mortgage: Amendments. This Mortgage, together with any Related Documents, constitutes the entire understanding and agreement the parties as to the matters set forth in this Mortgage. No alteration of or amendment to this Mortgage shall be effective unless given In writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Annual Repocts. If the Property is used for purposes other than Grantor's residence, Grantor shall furnish to Lender, upon request, a certified statement of net operating income received from the Property during Grantor's previous fiscal year in such form and detail a Lender shall require. "Net operating income" shall mean all cash receipts from the Property less all cash expenditures made in connection wit the operation of the Property. Applicable Law. This Mortgage has been delivered to Lender and accepted by Lender In the Commonwealth of 'Pennsylvania. This Mortgage shall be governed by and construed In accordance with the laws of the Commonwealth of Pennsylvania. Caption Headings. Caption headings in this Mortgage are for convenience purposes only and are not to be used to Interpret or define the provisions of this Mortgage. Merger. There shall be no merger of the Interest or estate created by this Mortgage with any other Interest or estate In the Property at any time held by or for the benefit of Lender in any capacity, without the written consent of Lender. Multiple Parties. All obligations of Grantor under this Mortgage shall be joint and several, and all references to Grantor shall mean each and every Grantor. This means that each of the persons signing below Is responsible for all obligations in this Mortgage. Severablllty. If a court of competent jurisdiction finds any provision of this Mortgage to be Invalid or unenforceable As to any person or C_ - , I _ ,. - _...... - .1-1 - ,..I.a .......................In nc in nn„ nfhnr nnr-ne nr rirri imefonrne If faAelhip anv such 03-15-1999 MORTGAGE Page 5 Loan No (Continued) offending provision shall be deemed to be modified to be within the limits of enforceability or validity; however, If the offending provision cannot be so modified, It shall be stricken and all other provisions of this Mortgage In all other respects shall remain valid and enfo ble. Successors and Assigns. Subject to the limitations stated in this Mortgage on transfer of Grantor's Interest, this IM gag shall be binding upon and inure to the benefit of the parties, their heirs, personal representatives, successors and assigns. If ownership of the P operty becomes vested in a person other than Grantor, Lender, without notice to Grantor, may deal with Grantor's successors with reference t this Mortgage and the Indebtedness by way of forbearance or extension without releasing Grantor from the obligations of this Morlgag¢ or liability under the Indebtedness. Time Is of the Essence. Time is of the essence in the performance of this Mortgage. Waivers and Consents. Lender shall not be deemed to have waived any rights under this Mortgage (or under the Rol led Documents) unless such waiver is in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shat operate as a waiver of such right or any other right. A waiver by any party of a provision of this Mortgage shall not constitute a waiver of or p Judice the party's right otherwise to demand strict compliance with that provision or any other provision. No prior waiver by Lender, nor any co rse of dealing between Lender and Grantor, shall constitute a waiver of any of Lender's rights or any of Grantor's obligations as to any future ansactions. Whenever consent by Lender is required in this Mortgage, the granting of such consent by Lender in any Instance shall not constitute continuing consent to subsequent instances where such consent is required. GRANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS THIS MORTGAGE HAS BEEN SI ED ANDS ED BY THE UNDERSIGNED. GRANTOR: PINO S PIZZA ?! a GIUSEPPE P. ASIL .,General Partner MORTGAGE, AND GRANTOR AGREES TO ITS TERMS. II :•: 6:::;•iy:..Y:.7n ?@`. f TIAN ANILE, General Partner Signed, acknowl apQ Bred in tCeLaresen e of: X Witness X / l Witnesg v Signed, acknowledged and delivered In the presence of: X Witness X Witness i CERTIFICATE OF RESIDENCE I hereby certify, that the precise address of the mortgagee, ORRSTOWN BANK, herein is P.O. Box 250, Shippensburg, PA 17257 4 crAgent for Mortgagee PARTNERSHIP ACKNOWLEDGMENT Nof.?,al Seal STATE OF V ) Uutzi H. Mords-a, %tary. NbJI1o CarlisleBoro,CumbeiI ndCount?yy CN1?d ?(i?; •, D?? owl ss Fh.y Commissiun Expires Ovc.15, 2G?J ?? - • f?1 A tn? O COUNTY OF f 6 ) ??.??q?gcylvanle ASSoCiatio?1 ?;f,?;u1tI0S ry ?' N '•l? W ?. \ {1 )I On this, the day of? 19? 1 before me undersigned Notary Public, personally appears GIUSEPPE P. BASILE and SEBASTIAN ANILE who acknowledged them ivI e , as designated agents of PINO'S PIZZA, a Pennsylvania partnership, and that they as such partners or designated agents, bei";A'Itt owl. to. dl executed the foregoing instrument for the purposes therein contained by signing the name of the partnership by themselves a p.i Wde31pn4fotf agents. \ In witness whereof, I hereunto set my hand'and official seal. Notary ublic In and for the State of 11 LASER PRO, Reg. U.S. Pat. & T.M. Off., Ver. 3.28b (c) 1999 CFI ProServlces, Inc. All rights reserved. IPA-003 05559CL.LNi Bood5266PAGE S73 • s Land Number schedule C Description IALL THAT CERTAIN tract of land situate at the northeast corner of Main and High Streets in the Borough of Newville, Cumberland County, Pennsylvania, bounded and described as follows: ON the South by main Street; on the East by property formerly of John Reed and now or formerly of Fred Burkholder; on the North by property now or formerly of Henry Jones; and on the West byl High Street. CONTAINING 45 feet in fronton Main Street and extending northwardly therefrom along the eastern line of High Street a distance of 103 feet 10 inches, more or less, to said propertylnow or formerly of Henry Jones, and having thereon erected buildings known as and numbered 1-3 East Main Street. BEING the same premises which Lucretia Ott, et ux, by deed dated July 16, 1987, and recorded July 21, 1987, in Deed Book lU, Volume 32, Page 864, granted and conveyed to Giuseppe P. Basile and Joan P. Basile, husband and wife, grantors herein. A 353834 ... CA ^S.'K'ania 1 R? 6nnY ? S?? e?? ?7A y '?. ?, U \. `(?jv?/ '\, ?? g ?? r? °- ? _ n, t-_a ?:_ 0 l ? t`J ?° .) ?J ?? `. ? _? ? r??'-- ?<< `` i ?'i °` 4 ri ORRSTOWN BANK, Plaintiff V. GIUSEPPE P. BASILE, SEBASTIAN ANILE t/d/b/a Pino's Pizza and PINO' S PIZZA, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA NO. 2006- 6531 CIVIL TERM MORTGAGE FORECLOSURE PRAECIPE TO DISCONTINUE TO THE PROTHONOTARY: Kindly mark the above-captioned action as having been settled and discontinued without prejudice. Respectfully submitted, 0' EN, BARIC CHERE f` t David A. Baric, Esquire I.D. 44853 19 West South Street Carlisle, Pennsylvania 17013 (717) 249-6873 dab\OrrstownBank\Pino's\discontinue.pro ORRSTOWN BANK, Plaintiff V. GIUSEPPE P. BASILE, SEBASTIAN ANILE t/d/b/a Pino's Pizza and PINO' S PIZZA, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA NO.2006- 6531 CIVIL TERM MORTGAGE FORECLOSURE CERTIFICATE OF SERVICE I hereby certify that on December 1, 2006, I, David A. Baric, Esquire of O'Brien, Baric & Scherer, did serve a copy of the Praecipe To Discontinue, by first class U.S. mail, postage prepaid, to the party listed below, as follows: Giuseppe P. Basile 113 East Main Street Newville, Pennsylvania 17241 Sebastian Anile 20 Westgate Drive Mt. Holly Springs, Pennsylvania 17065 David A. Baric, Esquire G o?- 711 c.n SHERIFF'S RETURN - REGULAR ti CASE NO: 2006-06531 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND ORRSTOWN BANK VS BASILE GIUSEPPE P ET AL J MICHAEL ICKES Sheriff or Deputy Sheriff of Cumberland County,Pennsylvania, who being duly sworn according to law, says, the within COMPLAINT - MORT FORE was served upon BASILE GIUSEPPE P the DEFENDANT , at 1820:00 HOURS, on the 29th day of November , 2006 at PINOS PIZZA 1-3 EAST MAIN STREET NEWVILLE, PA 17241 by handing to GIUSEPPE P BASILE a true and attested copy of COMPLAINT - MORT FORE together with and at the same time directing His attention to the contents thereof. Sheriff's Costs: Docketing Service Affidavit: Surcharge Sworn and Subscibed to before me this of So Answers: 18.00 yyy 10.56 .00 10.00 R. Thomas Kline .00 38.56 11/30/2006 OBRIEN BARIC SCHERER By: L day Deputy 'Sheriff A. D. SHERIFF'S RETURN - REGULAR . 11 CASE NO: 2006-06531 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND ORRSTOWN BANK VS BASILE GIUSEPPE P ET AL at 6 FRONT STREET BOILING SPRINGS, PA 17007 by handing to SEBASTIAN ANILE a true and attested copy of COMPLAINT MORT FORE together with and at the same time directing His attention to the contents thereof. Sheriff's Costs: Docketing Service Postage Surcharge ?? 1 L10 :1 J ti(, Sworn and Subscibed to before me this of J MICHAEL ICKES , Sheriff or Deputy Sheriff of Cumberland County,Pennsylvania, who being duly sworn according to law, says, the within COMPLAINT - MORT FORE was served upon ANILE SEBASTIAN the DEFENDANT , at 2135:00 HOURS, on the 29th day of November , 2006 6.00 9.68 .39 So Answers: 10.00 R. Thomas Kline .00 26.07 ? 11/30/2006 OBRIEN BARIC SCHERER By: L n ,A - ? ? U14 day De/puty She i f A. D. SHERIFF'S RETURN - REGULAR CASE NO: 2006-06531 P COMMONWEALTH OF PENNSYLVANIA: COUNTY OF CUMBERLAND ORRSTOWN BANK VS BASILE GIUSEPPE P ET AL J MICHAEL ICKES , Sheriff or Deputy Sheriff of Cumberland County,Pennsylvania, who being duly sworn according to law, says, the within COMPLAINT - MORT FORE was served upon PINO'S PIZZA the DEFENDANT , at 1820:00 HOURS, on the 29th day of November 2006 at 1-3 EAST MAIN STREET NEWVILLE, PA 17241 by handing to GIUSEPPE P BASILE a true and attested copy of COMPLAINT - MORT FORE together with and at the same time directing His attention to the contents thereof. Sheriff's Costs: Docketing Service Affidavit: Surcharge ? 14 (),116 ? Sworn and Subscibed to before me this of So Answers: vl? 6.00 , .00 .00 10.00 R. Thomas Kline .00 16.00,/ 11/30/2006 OBRIEN BARIC SCHERER By: f64 J?10 y ILAL Deput Sheriff A. D. ORRSTOWN BANK, Plaintiff V. GIUSEPPE P. BASILE, SEBASTIAN ANILE t/d/b/a Pino's Pizza and PINO' S PIZZA, Defendants IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA NO. 2006-6531 CIVIL TERM MORTGAGE FORECLOSURE SUGGESTION OF BANKRUPTCY TO THE PROTHONOTARY: Let it be known that Defendant, Giuseppe P. Basile, has filed a petition for relief under Title I 1 of the United States Code, in the Bankruptcy Court for the Middle District of Pennsylvania on June 12, 2007, Case No. 07-01777. Pursuant to 11 U.S.C. f 362, all actions against the Defendant, including the above-captioned matter, are stayed indefinitely. Respectfully submitted, O'BRIEN, BAR.IC & SCHERER L David A. Baric, Esquire 19 West South Street Carlisle, Pennsylvania 17013 (717) 249-6873 Attorney for Plaintiff dab.dir/orrstownbank/pino's/suggestionoibankruptcy. pld NZ