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Home My WebLink About06-6743 CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA v. : t>(p- : No. (p7tf3 CONTAINERBRIGHT, INC., BRIANJ.TANDLE,and SUSAN C. T ANDLE, Defendants : CONFESSION OF JUDGMENT CONFESSION OF JUDGMENT Pursuant to the authority contained in the warrant of attorney, a copy of which is attached to the Complaint filed in this action, I hereby appear for the Defendants and confess judgment in favor of the Plaintiff and against the Defendants as follows: A. Balance due under Promissory Note $111,661.62 B. Accrued Interest (from June 1,2006) $ 1,998.43 C. Costs of Suit $ 19.50 D. Late Charges (from June 1,2006) $ 88.95 E. Attorneys' Fees for Confession of Judgment (10%) $ 11,166.16 TOTAL Dated: J,IJ3l()~ By Anthony . Foschi, I.D. #55895 Evan C. Pappas, I.D. #200103 P.O. Box 88 Harrisburg, PAl 71 08 (717) 763-1121 Attorneys for Plaintiff :194418 () -'h 0-',:......"", ....., f'...) r <-; (..-0 a CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA v. : No. Ot, -!J7cf3 CONT AINERBRIGHT, INC., BRIAN J. TANDLE, and SUSAN C. TANDLE, Defendants : CONFESSION OF JUDGMENT COMPLAINT FOR CONFESSION OF JUDGMENT PURSUANT TO PA.R.CIV.P. 2952 1. Plaintiff Capital Regional Economic Development Corporation, ("CREDC") is a Pennsylvania corporation which maintains its principal offices at 3211 North Front Street, Harrisburg, Pennsylvania 17110. 2. Defendant ContainerBright, Inc. is a Pennsylvania corporation with a business address of 241 0 Gettysburg Road, Camp Hill, P A 17011. 3. Defendant Brian J. Tandle is an adult individual with a last known address of 4 Shea Court, Carlisle, P A 17013. 3. Defendant Susan C. Tandle is an adult individual with a last known address of 535 S. Middlesex Road, Carlisle, PA 17013. 4. Defendant ContainerBright, Inc. was incorporated on or about November 18, 2002. 5. Defendant Susan C. Tandle was the president of Defendant ContainerBright, Inc. on or about August 1,2003. 6. On or about August 1,2003, Susan C. Tandle, as president of Container Bright, Inc., executed a Note in favor ofCREDC in the amount of$175,000.00. Such Note contains a Confession of Judgment clause. A copy of the Note showing Defendant Susan C. Tandle's signature as ~ '" ... 17. In the aforementioned paragraphs of this Complaint, CREDC has clearly averred the defaults by ContainerBright, Inc., Brian J. Tandle, and Susan C. Tandle under the Note and Guaranty and Surety Agreements thereby authorizing CREDC to confess judgment against them. 18. The Confession of Judgment Section ofthe Promissory Note specifically provides: Upon the occurrence of an Event of Default under this Note (of which an affidavit on behalf of the ALO will be sufficient evidence), the Maker hereby irrevocably authorizes and empowers any attorney of any court of record in the Commonwealth of Pennsylvania, or elsewhere, to appear for and enter and confess judgment against the Maker, at any time or times and as of any term, for the principal sum above mentioned, with or without declaration, with interest and costs of suit, without stay of execution, and with reasonable attorney's fees. The Maker agrees that any of its property may be levied upon to collect said judgment and may be sold upon a writ of execution, and hereby waives and releases all laws, now or hereafter in force, relating to exemption, appraisement or stay of execution. The authority hereby granted to confess judgment will not be exhausted by any exercise thereof, bu twill continue from time to time and at all times until the Maker has paid all sums required to be paid by Maker under this Note, the Loan Agreement and the Mortgage and has performed all of the other provisions hereof or thereofto be performed by the Maker. See Exhibit "A." 19. The Confession ofJudgment Section of the Guaranty and Surety Agreements signed by Brian J. Tandle and Susan C. Tandle specifically provides: IF ANY AMOUNT DUE TO THE ALO OR THE DEPARTMENT UNDER THE NOTE, THE SECURITY DOCUMENTS OR THE LOAN AGREEMENT REMAINS UNPAID OF IF THE BORROWER IS IN DEFAULT UNDER ANY OF THE TERMS OF THE BORROWER'S AGREEMENTS, THEN THE GUARANTOR HEREBY AUTHORIZES AND EMPOWERS IRREVOCABLY, THE PROTHONOTARY, CLERK OF COURT OR ANY ATTORNEY OF ANY COURT OF RECORD TO APPEAR FOR THE GUARANTOR IN SUCH COURT, IN TERM, OR VACATION, AT ANY TIME AND CONFESS JUDGMENT IN FAVOR OF THE DEPARTMENT, WITH OR WITHOUT THE FILING OF AN AVERMENT OR DECLARATION OF DEFAULT, FOR SUCH AMOUNT AS MAY APPEAR TO BE UNPAID, ALL INTEREST DUE THEREON AND ALL REASONABLE COSTS INCURRED IN CONNECTION WITH THE COLLECTION OF SUCH AMOUNT, TOGETHER WITH REASONABLE ATTORNEY'S FEES. THE GUARANTOR SHALL NOT CAUSE ANY BILL IN 4 )0 Ol " EQUITY TO BE FILED TO INTERFERE IN ANY MANNER WITH THE OPERATION OF SUCH JUDGMENT, HEREBY RATIFYING AND CONFIRMING ALL THAT SAID ATTORNEY MAY DO BY VIRTUE HEREOF. THE AUTHORITY HEREINABOVE GRANTED SHALL NOT BE EXHAUSTED BY ONE EXERCISE THEREOF, BUT JUDGMENT MAY BE CONFESSED AS AFORESAID FROM TIME TO TIME AND AS OFTEN AS ANY DEFAULT SHALL OCCUR HEREUNDER. CONFESSION OF JUDGMENT MAY BE MADE BY FILING COPIES OF THE BORROWER'S AGREEMENTS AND THIS GUARANTY AGREEMENT IN LIEU OF ORIGINALS THEREOF. See Exhibits "c" and "D." 20. Due to the defaults of Container Bright, Inc., Brian J. Tandle, and Susan C. Tandle under the Note and Guaranty and Surety Agreements, CREDC may confess judgment against ContainerBright, Inc., Brian J. Tandle, and Susan C. Tandle for the following, which is authorized by the warrant: A. Balance due under Promissory Note $111,661.62 B. Accrued Interest (from June 1,2006) $ 1,998.43 C. Costs of Suit $ 19.50 D. Late Charges (from June 1,2006) $ 88.95 E. Attorneys' Fees for Confession of Judgment (10%) $ 11.166.16 TOTAL $124.934.66 See Exhibits "A," "C," and "D." 21. Accordingly, as authorized by the Confession of Judgment section of the Note and both Security and Surety Agreements, CREDC demands judgment against ContainerBright, Inc., Brian J. Tandle, and Susan C. Tandle in the amount of$124,934.66. 5 ... ~ 22. This judgment is not being entered by confession against a natural person in connection with a "consumer credit transaction" as defined in Pennsylvania Rule of Civil Procedure 2950. 23. Judgment has not been entered on the Promissory Note and Guaranty and Surety Agreements in any other jurisdiction. WHEREFORE, Plaintiff Capital Region Economic Development Corporation, by its counsel, hereby confesses judgment of money in favor of Plaintiff Capital Region Economic Development Corporation and against Defendants ContainerBright, Inc., Brian J. Tandle, and Susan C. Tandle, and respectfully requests that this Honorable Court enter judgment against the Defendants and in favor of Plaintiff in the amount of$124,934.66, which includes accrued interest from June 1,2006, late charges, costs of suit, and reasonable attorneys' fees. Dated: 1)/:~oJou By :194418 An ony J. Foschi, J.D. #55895 Evan C. Pappas, J.D. #200103 P.O. Box 88 Harrisburg, PAl 71 08 (717) 763-1121 Attorneys for Plaintiff 6 ... NOTE Dated: / August, 2003 At: Harrisburg, Dauphin County, Pennsylvania $175,000.00 FOR V ALUE RECEIVED, the undersigned, ContainerBright, Inc., a corporation organized and existing under and by virtue of the laws of the Commonwealth of Pennsylvania (the "Maker"), irrevocably promises to pay to the order of THE COMMONWEALTH OF PENNSYLVANIA (the "Commonwealth"), to the order of The Capital Region Economic Development Corporation, a nonprofit corporation organized under and by virtue the laws of the Commonwealth of Pennsylvania (the "ALO"), at the Comptroller's Office, Box 884, Federal Square Station, Harrisburg, Pennsylvania 17108, or at such other place as the Commonwealth may direct, the principal sum of ONE HUNDRED SEVENTY-FIVE AND 00/100 DOLLARS ($175,000.00) (the "Loan"), or so much thereof as will be disbursed to the Maker pursuant to the terms of the Loan Agreement between the ALO and the Maker dated the same date as this Note (the "Loan Agreement"), together with interest as provided below, in lawful money of the United States of America, payable in equal monthly installments, a portion of which will be interest at the rate of THREE AND SEVENTY-FIVE ONE HUNDREDTHS percent (3.75%) per annum on the outstanding principal balance calculated on the basis of a 360 day year, and a portion of which will be a payment of principal. The first monthly payment is due on or before October 1, 2003 and by the first day of each month thereafter for a total of fifty-seven (57) months. The entire unpaid balance due will be paid on June 1, 2008 (the "Maturity Date"), or earlier if the repayment of the Loan is accelerated after Maker's default. If the Maker does not draw down the full amount of the Loan, the amount of each payment will remain the same but the number of monthly payments required to repay the Loan will be reduced. 10 Interest on the outstanding principal balance will begin to accrue from and including the date of this Note. The interest which accrues from the date of this Note through the last day of this month will be due at the same time and in addition to the first monthly installment of principal and interest. The monthly installments, and any partial prepayments, will be applied to any late charges, then to interest on the unpaid principal, and the balance to principal. In addition, if the Maker fails to pay any monthly installment on the date that it is due, the Maker will pay a late charge of five percent (5%) of total amount of the overdue monthly installment to compensate the ALO for damages suffered because of Maker's failure to make prompt payments. This Note is executed and delivered pursuant to the Loan Agreement, and is subject to all the terms and conditions thereof. This Note is entitled to the security provided for in the Loan Agreement. As security for the payment of the Loan, the Maker has executed and delivered to the ALO a Security Agreement of even date herewith securing this Note (the "Security Agreement") covering the business assets of the Maker. THE MAKER HEREBY COVENANTS AND AGREES AS FOLLOWS: 1. All the terms, covenants, conditions and provisions of the Security Agreement and the Loan Agreement are incorporated herein by reference and are made a part hereof, and any breach or violation thereof will constitute a breach or violation of this Note. 2. It shall be an Event of Default under this Note if the Maker fails to pay any sum required to be paid by the Maker under this Note, the Loan Agreement, or the Security Agreement within thirty (30) days after the sum becomes due and payable, without notice, or if the Maker fails to perform any other provision of this Note to be performed by the Maker and fails to cure the default within thirty (30) days after notice, or ifthere is an Event of Default under the Loan Agreement, or the Security Agreement. Upon the occurrence of an Event of Default, the ALO at its option may declare that the whole unpaid balance of the principal indebtedness, together with all interest thereon and all other sums due hereunder or secured by the Security Agreement or required to be paid to the ALO thereunder, is due and payable immediately without notice to the Maker. 3. THE FOLLOWING PARAGRAPH SETS FORTH A WARRANT OF AUTHORITY FOR AN ATTORNEY TO CONFESS JUDGMENT AGAINST THE MAKER. IN GRANTING 2 . :l THIS WARRANT OF ATTORNEY TO CONFESS JUDGMENT AGAINST THE MAKER, THE MAKER HEREBY KNOWINGLY, INTENTIONALLY AND VOLUNTARILY, AND, ON THE ADVICE OF THE SEP ARA TE COUNSEL OF THE MAKER, UNCONDITIONALL Y WAIVES ANY AND ALL RIGHTS THE MAKER HAS OR MA Y HAVE TO PRIOR NOTICE AND AN OPPORTUNITY FOR HEARING UNDER THE RESPECTIVE CONSTITUTIONS AND LAWS OF THE UNITED STATES AND THE COMMONWEALTH OF PENNSYLVANIA. Upon the occurrence of an Event of Default under this Note (of which an affidavit on behalf of the ALO will be sufficient evidence), the Maker hereby irrevocably authorizes and empowers any attorney of any court of record in the Commonwealth of Pennsylvania, or elsewhere, to appear for and to enter and confess judgment against the Maker, at any time or times and as of any term, for the principal sum above mentioned, with or without declaration, with interest and costs of suit, without stay of execution, and with reasonable attorney's fees. The Maker agrees that any of its property may be levied upon to collect said judgment and may be sold upon a writ of execution, and hereby waives and releases all laws, now or hereafter in force, relating to exemption, appraisement or stay of execution. The authority hereby granted to confess judgment will not be exhausted by any exercise thereof, but will continue from time to time and at all times ..ntil the Maker has paid all sums required to be paid by the Maker under this Note, the Loan Agreement and the Mortgage and has performed all of the other provisions hereof or thereof to be performed by the Maker. 4. The Maker may make partial prepayments on the principal indebtedness at any time, without premium, with the prior written consent of the ALO. The Maker may make prepayments of the entire principal indebtedness at any time, without premium and without the approval of the ALO. 5. All of the covenants herein contained will accrue to the benefit of the successors and assigns, voluntary or involuntary, of the ALO, including the Commonwealth and the Department of Community and Economic Development. 6. The Maker hereby waives the technical requirements of demand, grace, presentment for payment, protest, notice of dishonor or nonpayment and notice of the exercise of any option 3 . hereunder, except as notice and grace are specifically provided for in this Note or the Loan Agreement. 7. The remedies provided in this Note, Security Agreement and the Loan Agreement or otherwise available to the ALO for the enforcement of the payment of the principal sum together with interest and the performance of the covenants, conditions, and agreements, matters and things herein and therein contained are cumulative and concurrent and the ALO at its sole discretion may pursue them singly or successively or together and the ALO may exercise them from time to time as often as occasion occurs until the ALO has been paid all sums due in full. 8. The terms and provisions of this Note are severable. This means that if any of the terms, covenants, conditions or provisions of this Note are unenforceable or invalid under federal, state or other applicable law, such unenforceability or invalidity will not make any other of the terms, covenants, conditions or provisions hereof unenforceable or invalid. If any waiver by Maker in this Note is prohibited by law, including but not limited to the waiver of exemption from execution, such waiver will be and be deemed to be deleted herefrom. IN WITNESS WHEREOF, intending to be legally bound hereby, the Maker has caused this Note to be duly executed, the day and year first above written. ATTEST: ContainerBright, Inc. Jw,1L C'1-~ (Title) By ~tL.... 7~LL Susan Tandle, President (CORPORATE SEAL) ~ fx/dbrt '3 LOAN AGREEMENT THIS LOAN AGREEMENT, is being signed as of the I- day of August, 2003, by and between, the Capital Region Economic Development Corporation, a nonprofit economic development organization certified as an Area Loan Organization by the COMMONWEALTH OF PENNSYLVANIA, acting through the DEPARTMENT OF COMMUNITY AND ECONOMIC DEVELOPMENT of the Commonwealth of Pennsylvania (the "Department), with an address of 3211 North Front Street, Harrisburg, Pennsylvania 17110, (the "ALO") and ContainerBright, Inc., a corporation organized and existing under and the laws of the Commonwealth of Pennsylvania (the "Borrower") having its principal place of business at 2410 Gettysburg Road, Camp Hill, Pennsylvania. BACKGROUND OF AGREEMENT: A. The ALO is authorized to make certain loans to eligible enterprises. The ALO receives this authority from the Small Business First provisions of the Job Enhancement Act, 1996 Pa. Laws 67 (the "Act"). B. The Borrower is a for-profit corporation which is a small business enterprise as defined in the Act. C. The Borrower plans to undertake a project (the "Project"), which is described in detail in the Borrower's loan application to the ALO (the "Application"). In the Application, the Borrower applied to the ALO for a loan from the Small Business First Fund in an amount of$175,000.00 (the "Loan"). D. The Project is for one or more of the eligible purposes of the Small Business First Fund. The proceeds of the Loan are to be used exclusively for the Project, as limited by the Act and as set forth in the Department's letter to the ALO dated June 25, 2003, approving the Application (the "Approval Letter"). The Project may be summarized as follows: SEE LOAN APPLICATION E. The ALO is willing to make the Loan upon the terms and subject to the conditions contained in this Agreement. F. The Borrower understands that the Loan proceeds provided by the ALO have been loaned to the ALO by the Department from the Small Business First Fund pursuant to a Loan Agreement with the Department (the "Master Loan Agreement"). Because of this, the use of the . Loan proceeds are subject to the Act, to the Department's statements of policy and program guidelines (including the current edition of the Small Business First Program Guidelines) and to the terms and conditions of the Master Loan Agreement All of these documents are available to the Borrower. The Borrower should know what is contained in them because the DeDartment mav directlv enforce the terms and conditions of this Ae:reement ae:ainst the Borrower. NOW, THEREFORE, the Borrower and the ALO, in consideration of their mutual promises in this Agreement, and intending to be legally bound by this Agreement, make the following representations, promises and agreements with and to each other: Section 1. Definitions. There are certain terms used in this Agreement which have the meanings defined in this Section 1. These defined terms are as follows: Eligible Costs. The Eligible Costs of the Project are those direct and indirect costs of the Project which are listed and described on Exhibit "A" to this Agreement. Full time eQuivalent emolovees. The number of full-time equivalent employees of the Borrower shall equal the number of compensated hours worked by all employees of the Borrower, divided by 1,950. Loan Documents. The Loan Documents include this Agreement, the Note described in Section 3, and the Security Agreement and/or the Guaranty that are described in Section 4. All of the Loan Documents will be in the standard form approved by the Department, with only those changes that the Department approves for this Loan. Small business enterprise. A small business enterprise is a for-profit corporation, partnership or proprietorship which meets the Department's eligibility requirements which are contained in the current version of the Department's Small Business First Program Guidelines. Section 2. The Loan. The ALO agrees to make the Loan to the Borrower. In order to receive the proceeds of the Loan, the Borrower will have to first satisfy all of the conditions listed in Section 7 below. The Borrower promises to use the Loan proceeds exclusively for the Eligible Costs of the Project. Section 3. The Note. The Borrower's promise to pay the Loan and the other terms of the Loan, such as the maturity date, interest rate and payment dates and amounts, are contained in the Borrower's note (the "Note"). The Note and all of the other Loan Documents are dated as of the same date as this Agreement. Although the Loan is made by the ALO. the Note requires that the Borrower make all repayments of the Loan directly to the Department through the Comptroller's Office, Box 884, Federal Square Station, Harrisburg, Pennsylvania 17108. Section 4. Security. All loans will be secured by a lien on the particular assets being financed. In the case of loans to finance working capital, Borrower must grant the ALO a security interest in inventory and accounts payable. The Borrower's obligation to repay the Loan as described in the Note and the Borrower's other promises in any of the Loan Documents are to be secured by the security documents specified in this Section 4. (a) The Security Agreement. A Security Agreement (the "Security Agreement") from the Borrower granting the ALO a security interest in all tangible and intangible personal property included in the Project, including, where the Project includes working capital, all inventory and accounts receivable of the Borrower (the "Secured Property"). The Security Agreement will create a second lien on the Secured Property subject to a first lien security interest in favor of the PNC Bank in an amount not to exceed $150,000.00. (b) Additional Security. (i) A Note giving ALO the power to confess judgment against the Borrower upon the occurrence and continuation of an event of default as defined in the loan documents. (ii) A Personal Guaranty of Susan Tandle, Brian Tandle and James Tandle; (iii) A Guaranty given by Borrower. (iv) The ALO will receive, on a quarterly basis, audited financials and customer transaction sheet for the purpose of evaluating the increase/decrease in sales and profitability of the Borrower. Section 5. Prepayments. The Borrower's right to make prepayments of the outstanding principal amount of the Loan are set out in the Note. Section 6. Representations and Warranties. To induce the ALO to enter into this Agreement, the Borrower represents and warrants the statements contained in this Section 6. This means that the Borrower promises to the ALO that these statements are true and that the Borrower stands behind the truth of these statements. (a) Good Standing. The Borrower is a corporation, duly organized, validly existing and in good standing under the laws of the Commonwealth of Pennsylvania. (b) Borrower's Authoritv. The Borrower has .111 necessary corporate power and authority to sign and deliver the Loan Documents and to perform its promises in the Loan . .. Documents and the people signing the Loan Documents for the Borrower are authorized to do so. (c) No Violation. The Borrower's execution and delivery of this Agreement and other Loan Documents and the Borrower's compliance with the terms and provisions of the Loan Documents, will not conflict with or cause a violation of any agreement that affects the Borrower, the Mortgaged Property or the Secured Property. (d) Valid Obligation. The Borrower has duly and validly executed and delivered the Loan Documents. The Loan Documents are valid and legally binding obligations of the Borrower, enforceable in accordance with their terms. (e) Small Business Enterorise. The Borrower is a small business enterprise. (f) Litigation. The Borrower does not know of any litigation or governmental proceeding pending or threatened against the Borrower or any Guarantor regardless of the nature or the amount in controversy other than that which has been previously disclosed to the ALO in writing. (g) Taxes Current. The Borrower has filed all required federal, state and local tax returns and has paid all taxes shown on such returns as they have become due. (h) Good Title. The Borrower has or will have good title to the Secured Property and any other property that it represents to own in the Loan Documents. The Borrower represents and warrants that each such other obligor, guarantor or pledgor under the Loan Documents has good and marketable title to the property that such obligor, guarantor or pledgor represents to own in the Loan Documents, subject to only such prior interests as set forth in the Approval Letter. (i) Environnemental Violations. Borrower is not currently under citation for violation of any federal state or local environmental law. (j) Criminal or Bankruptcy Proceeding. Except as previously disclosed to the ALO in writing and described to the ALO in writing neither Borrower, nor any Guarantor, nor any officer or owner of more than 20% of the issued and outstanding shares of stock of any class of the Borrower, has ever (i) been convicted of any crime (other than minor traffic offenses), (ii) filed for bankruptcy or had a bankruptcy proceeding filed against it or him, or entered into an arrangement with creditors or comparable agreement, or (ii) had any trustee or guardian of his affairs appointed. (k) Comolete Submissions. All information in the Application concerning the Borrower or submitted by or on behalf of the Borrower was true, complete and correct in all material respects when made and remains true, correct and complete as of the date hereof. If any of these representations and warranties of the Borrower are or become untrue before the Loan is paid in full and all of the Borrower's obligations have been satisfied, the ALO may decide that it is a default as described in subparagraph (b) of Section 10. Section 7. General Conditions of Lending. The obligation of the ALO to make the Loan is subject to the fulfillment of the following conditions by the Borrower to the satisfaction of the ALO: (a) True Reoresentations. The representations and warranties contained in Section 6 hereof are true and correct. (b) Attorney's Ooinion. The Borrower has delivered to the ALO a favorable written opinion of counsel for the Borrower opining as to such matters relating to the Borrower as the ALO or its counsel reasonably requires. (c) Secretary's Certificate. The Borrower has delivered to the ALO a certificate executed by the Secretary or Managing Partner ofthe Borrower setting forth the corporate or partnership action taken by the Borrower in connection with the Loan and the authorization of the execution, delivery and performance of the Loan Documents. (d) Legal Review. Counsel for the ALO is satisfied with counsel's review of all legal matters related to the Loan. (e) Aporoval Letter. The Borrower has satisfied all conditions by the Borrower set forth in the Approval Letter. (f) Loan Documents. Each of the Loan Documents to be signed by the Borrower or the Guarantor has been properly executed and delivered to the ALO. (g) Adverse Change. There has been no material adverse change in the fmancial conditions ofthe Borrower and the Guarantor from that disclosed in the financial statements previously delivered to and approved by the ALO. (h) Insurance. The Borrower has delivered all insurance policies required by the Security Agreement. (i) Perfection of Securitv. The liens granted and created by the Loan Documents have been perfected. G) Other Conditions. Compliance with such other conditions as have been required by the ALO or its counsel. 1. Loans or advances to officers, proprietors, employees or related parties shall have been repaid prior to closing except as the ALO shall have otherwise permitted. Future such loans or advances, except advances in the ordinary course of business for travel or relocation expenses shall be permitted. 2. Additional borrowing secured by any lien on any SBFF collateral that would be senior to the SBFF lien without the prior written approval of the ALO shall be prohibited. 3. The payment of dividends shall be prohibited during the term of the loan except as the ALO shall have otherwise permitted. 4. All future notes, loans and other obligations payable by the Borrower to any owner, officer, employee or related party shall be subordinated in lien and in right of payment to the loan unless otherwise waived by the ALO. Unless otherwise permitted by the ALO, no payments of interest or principal may be made on any such debt during the term of the Loan. Section 8. Borrowing Procedures. All loan proceeds shall be distributed to Borrower at the time of closing of the Loan. In order to obtain disbursements of the Loan, the Borrower must fulfill each of the following provisions to the satisfaction of the ALO: (a) Loan Maximum. Evidence that the Loan amount does not exceed 50% of the total eligible costs of the Project and that the amount of the Loan to be used for working capital purposes does not exceed 50% of the amount of working capital for the Project. If, upon final determination of the eligible costs of the Project by the ALO, the ALO discovers that there is such an excess, the Borrower must repay the entire amount of such excess within thirty (30) days of notice from the ALO to the Borrower. (b) Availabilitv of Funds. The Borrower will provide proof, in the form of receipts from a bank or comparable third party, that all other funds required in connection with the Project have been received and are on deposit and available. (c) Loan Requisition. For each disbursement reg uest. the Borrower shall submit a loan requisition using the ALO's form, with all of the attachments required. The form of loan requisition is attached to this Agreement as Exhibit "B". It is important for the Borrower to review Exhibit "B" carefully in order to understand what the Borrower must provide to receive Loan proceeds. As indicated on Exhibit "B", the Loan will be disbursed on a percentage of completion basis, meaning that the aggregate percentage of the Loan that has been disbursed may not at any time exceed the percentage of the Project which has been satisfactorily completed. The Loan requisition will contain the following information: (i) a description of the Project to be purchased, (ii) the total amount to be paid for the Project, (iii) the amount of disbursement requested (the "Requested Amount"), (iv) the name and address of the contractor, seller or manufacturer of the portion of the Project for which disbursement is being requested, (v) the date on which the Borrower expects to take delivery of or the expected date of completion of the portion of the Project for which disbursement is being requested, (vi) the method by which the portion of the Project for which disbursement is being requested will be delivered to or constructed at the project site, (vii) invoices from suppliers in support of disbursement of the Requested Amount, and (viii) a certification by the signer that the Borrower is in compliance with the requirements of the Loan Agreement. Such requests must be submitted at least 30 days prior to the date upon which the Borrower requests that a disbursement of the Funds be made hereunder to enable the ALO to process such request. (d) Absence of Liens. The Borrower must provide the ALO with evidence that (i) there are no liens or encumbrances filed or recorded with respect to any property included in the Project which would have priority over the security interest in favor of the ALO created by the Security Agreement, except as specitically permitted in the Approval Letter and (ii) the Borrower has filed all tax returns and reports required to be filed by it with any governmental unit and is current in the payment 0 f all monies due to any governmental unit. (e) Land Use Requirements. The Borrower must demonstrate to the satisfaction of the ALO that it is and remains in compliance with all building, subdivision, zoning and all other ordinances and regulations applicable to the Project. Additionally, the Borrower will deliver to the ALO copies of all subdivision, building, zoning, use and other permits required for the Project. (f) Dual Payees. If the proceeds being requested are for the purchase of machinery or equipment, the ALO may make all disbursements in the form of a check payable to the order of the Borrower and the seller of the particular item of the Project jointly, both signatures being required. Section 9. Covenants ofthe Borrower. Until the Loan has been entirely repaid and all of its obligations to the ALO in connection therewith have been satisfied, the Borrower makes the promises contained in this Section 9, some of which are agreements to do certain things and some of which are promises not to do certain other things. (a) Use of Proceeds. The Borrower will use the proceeds of the Loan solely for the purpose of defraying the cost of the Project as set forth in the Approval Letter. No part of the Loan may be used for any of the following purposes: (i) Refinancing existing debt; (ii) Speculation in real estate; (iii) Purchase of real or personal property for lease to another business, unless 70% of the equity of the tenant is owned by the Borrower or the Borrower's partners or shareholders; (iv) Distribution or payment to Borrower's owners, partners or shareholders; (v) Payments due for related party transactions between the Borrower and the Borrower's partners or shareholders or entities controlled by the partners or shareholders. (b) Proof of Use of Proceeds. Within 30 days after the final disbursement of the Loan proceeds and at such other times as the ALO may require, the Borrower will submit to the ALO an affidavit sworn to by its chief executive officer or managing partner showing in detail the uses of the Loan proceeds, and accompanied as to all such disbursements by appropriate receipts. If requested by the ALO, the Borrower shall provide additional information about the uses and will give the ALO full access to and an opportunity to copy without charge the books, papers, accounts and records of the Borrower. The Borrower will cooperate fully with any such request. (c) Coroorate Status. If the Borrower is a corporation, the Borrower will preserve its corporate existence, rights, privileges and franchises, and maintain its good standing as a corporation under the laws of its domicile. (d) Compliance with Laws. The Borrower will comply with all laws, regulations and orders of any court or governmental body having jurisdiction over the Borrower, Secured Property, and the Project. (e) Periodic Reports. The Borrower will send annual reports to the ALO and the Department, and will also send updated interim reports if requested. The reports will contain financial information, such as the most recent financial statements, and other information concerning the Borrower and any guarantors in form reasonably satisfactory to the ALO. In order to measure compliance with the job requirements of the Small Business First program, the reports will also contain the number of employees and their respective job classifications (skilled, semi-skilled and unskilled) employed during the previous year. The chief executive officer or managing partner of the Borrower will certify the accuracy of the report and that the Borrower is in compliance with the requirements of the Loan Documents. (f) Chanl!es in Ownership. The Borrower may not, without the prior written consent of the ALO and the Department, (i) change its name, merge, consolidate or divide, (ii) sell, transfer, assign, lease or otherwise conveyor dispose of all or any material part ofits assets, except in the ordinary course of business, (iii) effect a reorganization, recapitalization or reclassification of its capital stock for equity securities or grant or issue any warrant, right or option pertaining thereto or other security convertible into any of the foregoing, or (iv) permit any change in the ownership of its capital stock or equity securities from that previously disclosed to the ALO in connection with the Loan. (g) Chanl!es in Other Debt. Without the prior written consent of the ALO and the Department, the Borrower will not create any additional debt secured by the Project, except such debt as may expressly be permitted by the Approval Letter, and will not agree to any material modification of the terms and conditions of any debt secured by the Project, including, without limitation, any change in term, rate of interest, amount, or the security therefor or any increase in principal amount. (h) Prepayment of Other Debt. The Borrower may not prepay any other debt without the prior written consent of the ALO and the Department, except that the Borrower may prepay a prior mortgage or a prior lien on machinery and equipment in whole or in part at any time if(1) such prepayment does not adversely affect the financial condition of the Borrower, (2) prior written notice of such prepayment is given to the ALO and (3) there is no default under any of the Loan Documents. (i) Nondiscrimination. The Borrower will not discriminate against any employee or against any applicant for employment because of race, religion, color, national origin, sex or age (including, but not limited to, employment upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of payor other forms of compensation, and selection for training, including apprenticeship) and the Borrower will cause appropriate provisions to this effect to be included in all contracts relating to the Project. The Borrower accepts and agrees to be bound by the nondiscrimination provisions as set forth in Exhibit "C" to this Agreement. 0) Contractor Integrity. The Borrower will comply with the contractor integrity provisions as set forth in Exhibit "D" to this Agreement. (k) Contractor Responsibility, The Borrower will comply with the contractor responsibility provisions as set forth in Exhibit "E" to this Agreement. (1) ADA Comoliance. The Borrower will comply with the Americans with Disabilities Act provisions as set forth in Exhibit "F" attached hereto; (m) Borrower as Contractor. The Borrower acknowledges that it is considered to be a "contractor" for purposes of the requirements described in (i), 0), (k) and (1) above because of its participation in the Small Business First program. (n) Costs. The Borrower will pay all the costs of satisfying the conditions and its obligations under this Agreement or any of the other Loan Documents, including recording and filing costs. (0) Infrastructure Requirement. If there are any infrastructure requirements associated with the Project, such as street improvements, water and sanitary and surface sewers, the Borrower will satisfy the ALO and the Department as to the timely completion of the improvements and, if appropriate. their acceptance by the local municipality or municipal authority. (P) Acquisition and Construction. If the Project involves the acquisition or construction of real or personal property, the Borrower will construct on and/or install the project at the Mortgaged Property, in strict accordance with all plans and specifications delivered to the ALO. The Borrower will proceed diligently, continuously and expeditiously to complete the improvements on or before the completion date specified in the Approval Letter, free and clear and discharged of all liens and municipal claims and the possibility of liens. (q) Extensions for Force Maieure. If the Borrower is delayed at any time in the progress of the work by labor disputes, fire, unusual delay in transportation, extraordinary and unusual weather conditions, unavoidable casualties, war, Acts of God or similar causes beyond the Borrower's control, then the date of completion will be extended for such reasonable time as the ALO may determine. (r) Inspections and Nonconforming Work. The Borrower will provide the ALO full and free access to the Premises for inspection of the work. If the ALO decides that portions of the work are unsound or improper or in any way fail to conform with the requirements of this Agreement, the Borrower will promptly proceed to repair or remove and replace the nonconforming work. (s) Leasing Limitations. The Borrower will not lease more than 30% of the land and building portion of the Project to a party not related to the Borrower. (t) Indemnitv bv the Borrower. The Borrower will protect, defend, indemnify and save harmless the Commonwealth of Pennsylvania and the ALO from and against any and all liability, damages, claims, suits, liens and judgments of whatever nature, including but not limited to claims for contribution and/or indemnification for remediation of pollution or hazardous substances, for injuries to or death of any person or persons, and/or damage to the property of any person or persons, caused by, in connection with or arising out of any activities undertaken pursuant to this Agreement or any of the activities carried on at the Project. Borrower's obligation to protect, defend, indemnify and save harmless as set forth in this section includes any and all attorney's fees incurred by the Commonwealth of Pennsylvania and the ALO in the defense and/or handling of said suit, demands, judgments, liens, claims and the like and all attorney's fees and investigation expenses incurred by the ALO in enforcing and/or obtaining compliance with the provisions of this paragraph. Borrower further agrees to protect. defend, indemnify and save harmless the Commonwealth of Pennsylvania and the ALO from and against any claims or liability for compensation under the Worker's Compensation Act arising out of injuries sustained by any employees of Borrower, or of any licensees or subcontractors of Borrower. (u) Location in Pennsylvania. The Borrower will maintain all property, plant, equipment and other intangibles purchased with the Loan proceeds hereof or any working capital provided hereby within the Commonwealth of Pennsylvania Borrower must provide the ALO with written notice of any proposed relocation of any business assets from their location as set forth in the application for the Loan to any other location in the Commonwealth of Pennsylvania, 90 days prior to such proposed relocation, and the Borrower hereby agrees that said assets may not be relocated without the prior written consent of the ALO. (w) Full Time Eauivalent Jobs. The Borrower shall create six (6) full-time equivalent jobs within three (3) years at the Project Site. Section 10. Events of Default. The occurrence of any of the following will constitute an event of default hereunder (an "Event of Default"): (a) Pavment Default. The Borrower fails to pay any installment of principal or interest under the Loan, when due, and such failure continues for a period of thirty (30) days. The Borrower understands that, while the ALO may make it a practice to send invoices, no formal invoice or notice is required for a payment default by the Borrower. (b) False Representation. Any representation or warranty made in this Agreement or any statement in the application to the ALO made by the Borrower in connection with the Loan, or in any certificate or financial or other statement required by this Agreement, is false or misleading in any material respect as of the time made or furnished. (c) Covenant Default. The Borrower fails to satisfy or breaches any of its covenants and obligations under this Agreement and fails to cure its default within thirty (30) days after it has received notice of the default from the ALO or the Department. (d) Borrower lnsolvencv or Receiver Appointed. The Borrower (i) becomes insolvent, (ii) admits its inability to pay its debts as they come due, (iii) makes an assignment for the benefit of its creditors, (iv) be adjudicated bankrupt or insolvent, (v) voluntarily initiates proceedings under any bankruptcy or reorganization law either now or hereafter in effect, (vi) becomes the subject of any involuntary proceedings under any bankruptcy or reorganization law either now or hereafter in effect that has not been discharged within sixty (60) days of the initiation thereof, (vii) seeks to take advantage of any moratorium law either now or hereafter in effect, or (viii) a receiver, liquidator or trustee is appointed for the Borrower and has not been discharged within sixty (60) days. ( e) Revocation of Permits. Prior to completion of the Project, any necessary building, subdivision, use, zoning or other permit is revoked. (f) Default under Other Loan Documents. The Borrower commits a default under any of the other Loan Documents and fails to cure the default within thirty (30) days after notice of the default from the ALO or the Department. Immediately upon the occurrence of an Event of Default hereunder, and without further notice to the Borrower, the ALO may declare the Note and interest accrued thereon and all liabilities of the Borrower thereunder to be immediately due and payable. If the ALO does so, then the Note thereupon becomes and be due and payable, without presentment, demand, protest or notice of any kind to the Borrower, all of which are hereby expressly and knowingly waived. Section 11. Miscellaneous. (a) ALO's Rights Not Waived or Limited. If the ALO delays in exercising or fails to exercise any right or power under this Agreement, this delay or failure to exercise will not affect the ALO's subsequent ability to exercise the right or power. Similarly, any single or partial exercise of any right or power or any abandonment, waiver, or discontinuance of steps to enforce a right or power will not preclude or prevent the ALO from the full or further exercise of the right or power, or the exercise of any other right or power. The rights and remedies of the ALO under this Agreement are cumulative and concurrent and not exclusive of any rights or remedies which it might otherwise have. This means that the ALO may exercise different rights at the same time or in succession. The ALO may choose to enforce the provisions of the Loan Documents strictly in accordance with their terms, even if the ALO may have refrained from so doing at any earlier times. The ALO's decision at any earlier times to refrain from strict enforcement of its rights shall not be construed as having created a custom contrary to specific provisions of the Loan Documents, or as having in any way or manner modified or waived those written provisions. (b) Amendments and Consents to be in Writing. This Agreement, the Approval Letter, and the other Loan Documents constitute the entire agreement between the ALO and the Borrower. Such instruments may be modified only by a written instrument duly executed by the ALO and the Borrower and approved by the Department. Any consent or approval of any kind or character on the part of the ALO under this Agreement, and any waiver of any provision or condition of this Agreement, must be in writing and executed by the ALO and will be effective only to the extent specifically set forth in such writing. (c) Survival of Covenants. All covenants and agreements of the Borrower contained herein or made in writing in connection herewith will survive and continue until the Loan is entirely paid and all of the Borrower's obligations hereunder have been entirely satisfied. (d) Choice of Law and Jurisdiction. This Agreement, the Approval Letter and the other Loan Documents are contracts made under the laws of the Commonwealth of Pennsylvania and will be interpreted under those laws. The Borrower consents for all purposes of the Loan Documents to the jurisdiction of the courts of the Commonwealth of Pennsylvania, including without limitation the Court of Common Pleas of the County in which the Project is located. (e) Countemarts. This Agreement may be executed in as many counterparts as may be deemed necessary and convenient and each of which, when so executed, will be deemed an original. This means that the parties may sign different copies of the signature page. (f) Formal Notices. Any notices or consents required or permitted by this Agreement must in writing and addressed to the Borrower or the ALO, as applicable. Notices will be deemed to be delivered if delivered in person or if sent by certified or registered mail, postage prepaid, return receipt requested, addressed to the Borrower or the ALO, as applicable, at the addresses set forth at the beginning of this Agreement. Notice will be effective on delivery if delivered in person or on the second business day following mailing if mailed. (g) Invalidity of any Terms not to Invalidate A~:reement. The terms and provisions of this Agreement are severable. If anyone or more of the terms, covenants, conditions or provisions of this Agreement are found to be unenforceable or invalid, under federal, state or other applicable law, such unenforceability or invalidity shall not render any other term, covenant, condition or provision this Agreement unenforceable or invalid. (h) Further Confirmations. The Borrower agrees to sign such further documents as the ALO may reasonably request to further confirm and assure the interests and rights created or intended to be created in favor of the ALO hereunder or under the Mortgage, or any of the Loan Documents. These further confirmations may not impose additional obligations on the Borrower or otherwise modify the terms of this Agreement. (i) Successors and Assigns. This Agreement will be binding upon and inure to the benefit of the Borrower and the ALO, and their respective successors and assigns, except that the Borrower may not assign or transfer its rights hereunder without the prior written consent of the ALO. The Borrower understands that an integral part of the Small Business First program is that the ALO assigns the Loan to the Department. G) No Third Party Beneficiary. The parties do not intend the benefits of this Agreement to inure to any third party except as expressly provided in this subsection. No portion of the ALO's commitment to make the Loan will, at any time, be subject to attachment or levy by any creditor of the Borrower or by any contractor, subcontractor, materialman or supplier or any creditor of any such contractor, subcontractor, materialman or supplier. Neither this Agreement nor the course of conduct ofthe ALO will be construed as creating any rights, claims, or causes of action against the ALO, in favor of any contractor, subcontractor, supplier oflabor or materials, or any of their respective creditors, or any other person or entity other than the ALO. The ALO's rights in the Loan and the Loan Documents will be assigned to the Department and may be assigned to another Area Loan Organization certified by the Department without consent of the Borrower. The Department is a third-party beneficiary of the obligations of the Borrower and any Guarantor hereunder (including, without limitation, all obligations regarding property pledged as security for such obligations). The rights of the Department hereunder may be waived or modified only by action in writing executed by the Secretary of Community and Economic Development or his designee. The Department may not be estopped from asserting its rights as third-party beneficiary hereunder by any act or omission of the ALO not expressly consented to in writing by the Secretary of Community and Economic Development. (k) Inspection Only for ALO's Benefit. The Borrower understands and agrees that the ALO may enter the Premises provided that at least 24 hour notice is provided prior to entering the Premises and may conduct tests, surveys, examinations and inspections as the ALO decides are appropriate. Although the ALO may inspect the plans and specifications, cost estimates, actual construction, and other matters pertaining to construction of the Proj~ct, these inspections are solely for the protection of the ALO. The Borrower understands and agrees that it is relying on its own inspections and reviews to protect its interests and that the ALO does not make and will not make any warranties or representations as to any matters pertaining to the Project, including, without limiting the generality hereof, the sufficiency of the construction funds, the adequacy of the plans and specifications, or the proper performance by any contractor, subcontractor or materialman. (1) Exhibits. Some provisions of this Agreement are contained on the Exhibits to this Agreement. This has been done in order to simplify preparation of this Agreement, and the provisions of all the Exhibits are a part of this Agreement just as if they were contained in the body of this Agreement rather than in attached exhibits. IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written. ATTEST: THE CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION By ~ TE SEAL) ATTEST: ContainerBright, Inc. .It- BY~~ k~J Susan Tandle, President (CORPORA TE SEAL) EXHIBIT "A" APPROVAL LETTER FROM THE DEPARTMENT JUL-21-2003 11:56 ..11J; l..l'CIUA,.ll..H"".I. I Ml.. I'CL~ J HARR ISBURG REG. CHAMBER P.02/04 . c:O...""O.....,c...l.T'" 01' PEI.....SYI.V",..'A DEPA'-T,.,ItNT 0' COJlotMUNIT'l' ANO ECONOMIC Of:Vla..OPMSNT HA....t..U~c;. PA 17120 Ol'l"lCI Dl" .CCA~T""" Juoe 25, 2003 Lia4a GoWIalltl, COO _ Viee PralcleDt CapI1:I1IaPC*l i.c-l.O J)8yo~ Co1~oa 3211 Narfhlfloat Scnet. SQite 201 lIardIburI.'A 11110 J.e: SUP Projeot #f. n-1070-01, Coa1IinIr Brilht Oar * Golc!at*i t lID p.... to iDfanIL you t!aIt the applicatiou you submitted to S1Dal1 BusIDea First OIl be1sa1f of subj.:t~'" 4PfOVI4 ouluM 2S,100~ ill the ~ ofSl75,f#J!or .1ImDof~ (57) maaths at. bitla....4 raU; of3.75%. nul 'PIlJCMl bu beeD made, 1AI'bjeot to the filUawtDI ~ftIIlIllIUJ Iiwi'taticm: 1. TblloIu abII1 bt .-re4 by & ttm41UD1tPF em tho llri"* ~~ located at 535 Scn6 MtckI1esr bid, CIr1ta1.. 0""'-1ua4 CouIl~ auhaIdiaate to tIu: 1IlGI1pp. fPor ofPNC in tbD IIIIOUI# DOt 10 ex* 1150,000. 2. Tbl101D abaU 'be seouncl by &.... J1e ucurity iDtaIt in aD .... ... oftbe COIIIPII1Y Joca" at 2410 OettyIbur.... CuDp BI11. C\1mbtrlInd CouD1y, JQbJeaI to 1be first lieD in ta". otPNC Bale = 1Il.-um DAn to aas SI50.ooo. 3. 11se loa Iba1l be pmIIlttM by Suaa Tandle (SSNi 106-51-4037) a4 Brim 1'd1e (SSN: 095-10-'7266) eolba1l eIIC\\tC 0uIrDtY aDd Surety AII-JAtI m form ID41Qb1t1Dce "fldmy1a_~ 4. The LaID Approval ~ is ~ upon thB..w.I1abiJity of6lOdl for the Small BuaiDCII Firat Fc4, till blll11'" ot1hl ~~"" "*1 ~.,,-' u 0\1df-A in tbI project. mc1 your 'Ban'awIr ahID creD withia tbM,... (6) &11-dmI jobs at the pIOject site. 400 No'" 8Ireet, ." ~or . QommonwMIIh ~ 8uldlnlJ . HtlrilbUr8, PA ,712Q..0221 717/1Uo!CM8. 711'/187...,54 (Ftaq JUL-21-2003 11:57 HARRISBURG REG. CHAMBER P.03/04 LiD ao1dl1tiD, COO.. Vice btsic1rm Capital ReP- Joaaamic DeveloplDflDt Co1~atiaIL '.2 1'f 1!IC a-~ temlllIN ~t pleNe iDctiaI. your ~ hereof ad nstunl the __ to \11 wltia .., (90) days of "'- date Mreo{. UDlea tbe -= of tbiI Loaa Apprav&l MImarIII4um is ~ ill 6e mIIIIWf ael withill tbe time .. nated. it shall 'be void. a4 of - funbtt rene or etr.aL smceroly, C0MJ40NWEAL't'B OJ PENNSYLVANIA. AGtinI by aU t1IreuP itII DBPAllTM!NT or CQMMtJNrl'Y AND ECONOMIC DBVELOPMBNT 1Iy,d2;,*~ DaDiI Yablcm.lk.y, S_dtIIy ThI tan... teaDI aa4 COIlcItdaDIlR'" qr:ee4 to ad accepted thia day of 20_. APPllO'YID: Capital Rqion ~Cl ])eftl"ru- Ccxporation ^rtEST: Jy, Lin* QoldItIiD, COO 11II4 'Vial ~ 'f'ElN #23-'291092 'Me: (COUOlATE SEAL) S\1IID T~)'reIideat CoataMlriPc 2410 ~llGId Camp HID,'A 17011 IlK. ~& 17011 PEJN ~507001 Phant N\IIDba': (717) 243.4214 Odbedq4 County SICCODI8113 w:\SBN1nIll.... PirIMU h1W)u...tt..&iIIIieft'GF Lola AJIpIMl MaD""",", MaM - .. doe.4oc 4GD ,.".. StrIet.... fIIoor. Co",/~th 1<"" I!IUtIGIft8 . Han1IburSI. PA 11120-01. 717/783-804t .'17/111.t1~ (flee) ~ EXHIBIT "B" LOAN REOUISITION EXHIBIT "C" NONDISCRIMINATION CLAUSE During the term of this contract, Contractor agrees as follows: 1. Contractor shall not discriminate against any employee, applicant for employment, independent contractor or any other person because of race, color, religious creed, ancestry, national origin, age or sex. Contractor shall take affirmative action to insure that applicants are employed, and that employees or agents are treated during employment, without regard to their race, color, religious creed, handicap, ancestry, national origin, age or sex. Such affirmative action shall include, but is not limited to: employment, upgrading, demotion or transfer, recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training. Contractor shall post in conspicuous places, available to employees, agents, applicants for employment and other persons, a notice to be provided by the contracting agency setting forth the provisions of this nondiscrimination clause. 2. Contractor shall in advertisements or requests for employment placed by it or on its behalf, state that all qualified applicants will receive consideration for employment without regard to race, color, religious creed, handicap, ancestry, national origin, age, or sex. 3. Contractor shall send each labor union or workers' representative with which it has a collective bargaining agreement or other contract or understanding, a notice advising said labor union or workers' representative of its commitment to this nondiscrimination clause. Similar notice shall be sent to every other source of recruitment regularly utilized by Contractor. 4. It shall be no defense to a finding of noncompliance with this nondiscrimination clause that Contractor had delegated some of its employment practices to any union, training program or other source of recruitment, which prevents it from meeting its obligations. However, if the evidence indicates that the Contractor was not on notice of the third-party discrimination or made a good faith effort to correct it, such factor shall be considered in mitigation in determining appropriate sanctions. 5. Where the practices of a union or of any training program or other source of recruitment will result in the exclusion of minority group persons, so that Contractor will be unable to meet its obligations under this nondiscrimination clause, Contractor shall then employ and fill vacancies through other nondiscriminatory employment procedures. 6. Contractor shall comply with all state and federal laws prohibiting discrimination in hiring or employment opportunities. In the event of Contractor's noncompliance with the nondiscrimination clause of this contract or with any such laws, this contract may be terminated or suspended, in whole or in part, and Contractor may be declared temporarily ineligible for further Commonwealth contracts, and other sanctions may be imposed and remedies invoked. 7. Contractor shall furnish all necessary employment documents and records to, and permit access to its books, records and accounts by. the contracting agency for purposes of investigation to ascertain compliance with the provisions of this clause. If Contractor does not possess documents or records reflecting the necessary information requested, it shall furnish such information on reporting forms supplied by the contracting agency. 8. Contractor shall actively recruit minority subcontractors and women subcontractors or subcontractors with substantial minority representation among their employees. 9. Contractor shall include the provisions of this nondiscrimination clause in every subcontract, so that such provisions will be binding upon each subcontractor. 10. Contractor obligations under this clause are limited to the Contractor's facilities within Pennsylvania or, where the contract is for purchase of goods manufactured outside of Pennsylvania, the facilities at which such goods are actually produced. EXHIBIT "D" CONTRACTOR INTEGRITY PROVISIONS 1. Definitions. a. Confidential information means information that is not public knowledge, or available to the public on request, disclosure of which would give an unfair, unethical, or illegal advantage to another desiring to contract with the Commonwealth. b. Consent means written permission signed by a duly authorized officer or employee of the Commonwealth, provided that where the material facts have been disclosed, in writing, by prequalification, bid, proposal, or contractual terms, the Commonwealth shall be deemed to have consented by virtue of execution of this Agreement. c. Commonwealth means the Commonwealth of Pennsylvania Acting by and Through its Department of Community and Economic Development and any agencies and instrumentalities of the Commonwealth of Pennsylvania for which the Department of Community and Economic Development provides staff services (including without limitation the Pennsylvania Industrial Development Authority, Pennsylvania Economic Development Financing Authority, Pennsylvania Energy Development Authority, and Pennsylvania Minority Business Development Authority). d. Contractor means the individual or entity that has entered into an agreement with the Commonwealth, assumed the obligations of another to repay moneys to the Commonwealth, or is the intended beneficiary of, and has knowingly received benefits under, an agreement between the Commonwealth and a financial intermediary or educational institution, including directors, officers, partners, managers, key employees, and owners of more than a 5% interest. e. Financial Interest means: (1) ownership of more than a 5% interest in any business; or (2) holding a position as an officer, director, trustee, partner, employee, or the like, or holding any position of management. f. Gratuity means any payment of more than nominal monetary value in the form of cash, travel, entertainment, gifts, meals, lodging, loans, subscriptions, advances, deposits of money, services, employment, or contracts of any kind. 2. The Contractor shall take no action in violation of state or federal laws, regulations, or other requirements that govern contracting with the Commonwealth. 3. The Contractor shall not. in connection with this or any other agreement with the Commonwealth, directly or indirectly offer, confer, or agree to confer any pecuniary benefit on anyone as consideration for the decision, opinion, recommendation. Yote, other exercise of discretion. or violation of a known legal duty by any officer or employee of the Commonwealth. 4. The Contractor shall not, in connection with this or any other agreement with the Commonwealth, directly or indirectly offer, give, or agree or promise to give to anyone any gratuity for the benefit of or at the direction or request of any officer or employee of the Commonwealth. 5. Except with the consent of the Commonwealth, the Contractor shall not have a financial interest in any other contractor, subcontractor, or supplier providing services, labor, or material on this project. 6. The Contractor, upon being informed that any violation of these provisions has occurred or may occur, shall immediately notify the Commonwealth in writing. 7. The Contractor, by execution of this Agreement and by the submission of any bills or invoices for payment pursuant thereto, certifies and represents that he has not violated any of these provisions. 8. The Contractor, upon the inquiry or request of the Inspector General of the Commonwealth or any of that official's agents or representatives, shall provide, or if appropriate, make promptly available for inspection or copying, any information of any type or form relevant to the Contractor's compliance with this Agreement (including without limitation these provisions relating to Contractor integrity). Such information shall be retained by the Contractor for a period of three years beyond the termination of the contract unless provided by law. 9. For violation of any of the above provisions, the Commonwealth may declare an event of default hereunder, subject to applicable notice and cure provisions, and debar and suspend the Contractor from doing business with the Commonwealth, including without limitation participation in its financial assistance programs. These rights and remedies are cumulative, and the use or nonuse of anyone shall not preclude the use of all or any other. These rights and remedies are in addition to those the Commonwealth may have under law, statute, regulation, or otherwise. EXHIBIT "E" CONTRACTOR RESPONSIBILITY PROVISIONS 1. The Contractor certifies that it is not currently under suspension or debarment by the Commonwealth, any other state, or the federal government, and if the Contractor cannot so certify, then it agrees to submit along with the bid/proposal a written explanation of why such certification cannot be made. 2. If the Contractor enters into any subcontracts or employs under this contract any subcontractors/individuals who are currently suspended or debarred by the Commonwealth or the federal government or who become suspended or debarred by the Commonwealth or federal government during the term of this contract or any extensions or renewals thereof, the Commonwealth shall have the right to require the Contractor to terminate such subcontracts or employment. 3. The Contractor agrees to reimburse the Commonwealth for the reasonable costs of investigation incurred by the Office of Inspector General for investigations of the Contractor's compliance with terms of this or any other agreement between the Contractor and the Commonwealth which result in the suspension or debarment of the Contractor. Such costs shall include, but not be limited to, salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The Contractor shall not be responsible for investigative costs for investigations which do not result in the Contractor's suspension or debarment. 4. The Contractor may obtain the current list of suspended and debarred contractors by contacting the: Department of General Services Office of Chief Counsel 603 North Office Building Harrisburg, P A 17125 Telephone No. (717) 783-6472 Fax No. (717) 787-9138 EXHIBIT "F" AMERICANS WITH DISABILITIES ACT PROVISIONS During the term of this contract, the Contractor agrees as follows: 1. Pursuant to federal regulations promulgated under the authority of The Americans With Disabilities Act, 28 C.F.R. ~35.101 et seq., the Contractor understands and agrees that no individual with a disability shall, on the basis of the disability, be excluded from participation in this contract or from activities provided for under this contract. As a condition of accepting and executing this contract, the Contractor agrees to comply with the "General Prohibitions Against Discrimination," 28 C.F.R. ~35.130, and all other regulations promulgated under Title II of The Americans With Disabilities Act which are applicable to the benefits, services, programs, and activities provided by the Commonwealth of Pennsylvania through contracts with outside contractors. 2. The Contractor shall be responsible for and agrees to indemnify and hold harmless the Commonwealth of Pennsylvania from all losses, damages, expenses, claims, demands, suits, and actions brought by any party against the Commonwealth of Pennsylvania as a result of the Contractor's failure to comply with the provisions of paragraph 1 above. GUARANTY AND SURETY AGREEMENT THIS GUARANTY AND SURETYSHIP AGREEMENT is being made on this/_ day of August, 2003, by, Susan C. Tandle, an adult individual (the "Guarantor") to The Capital Region Economic Development Corporation, a Pennsylvania nonprofit economic development organization with an address of3211 North Front Street, Harrisburg, Dauphin County Pennsylvania, 17110 (the "ALO"). BACKGROUND OF AGREEMENT A. ContainerBright, Inc. has entered into a Loan Agreement with the ALO dated today's date (the "Loan Agreement") for a loan from the ALO to the Borrower in the principal amount of $175,000.00 (the "Loan"). B. The Loan and the obligations of the Borrower to repay the Loan with interest are contained in a Note from the Borrower to the ALO dated today' s date(the "Note"), and are secured a Security Agreement and Financing Statement(s) in favor of the ALO (collectively, the "Security Documents"). The Security Documents creates a security interest in certain machinery and equipment and other personal property on Borrower's place of business (the "Premises"). The Loan Agreement, the Note and the Security Documents are sometimes collectively called the "Borrower's Agreements. " C. The proceeds of the Loan will be used by the Borrower towards the costs of a project described in the Loan Agreement (the "Project") in connection with Borrower's business at the Premises. D. The ALO would not make the Loan without this Guaranty from the Guarantor. The Loan and the Project will benefit the Guarantor because of the Guarantor's ownership interests in the Borrower. E. The Note is being endorsed and assigned by the ALO to the Commonwealth of Pennsylvania, acting through the Department of Community and Economic Development (the "Department"). NOW, THEREFORE, in order to induce the ALO to make the Loan to the Borrower and to induce the Department to consent to the making of the Loan by the ALO to the Borrower, and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Guarantor does hereby agree as follows: 1. Unconditional Guaranty ofPavrnent and Performance. The Guarantor absolutely and unconditionally promises and guarantees to the ALO and the Department the due and punctual payment and full and faithful performance of all amounts and obligations required to be paid or performed by the Borrower pursuant to the Borrower's Agreements when and as the same shall become due and payable or subject to performance, whether at maturity, by acceleration or otherwise according to the terms of the Borrower's Agreements. 2. Guarantv Not Affected. The Guarantor agrees that neither an assignment nor a sale of the Project will have any affect on the obligations assumed and guaranteed by the Guarantor, which shall continue with the same force and effect as if the assignment or sale had not been made. The Guarantor also agrees that the ALO or the Department may make a claim against the Guarantor under this Guaranty and demand payment and performance by the Guarantor without any requirement that the ALO or the Department proceed first against the Borrower, the Project, the Premises or any other collateral securing the Loan or any other entity having liability for the Loan. The Guarantor agrees that the ALO may make changes in any or all of the Borrower's Agreements (provided that those changes do not include an increase in the principal amount of the Loan, except by reason of increases to the principal from accrued and unpaid interest or other reimbursement obligations of the Borrower) and such changes will not discharge the obligations of the Guarantor under this Guaranty, which shall continue with the same force and effect as if the changes had not been made. 3. CONFESSION OF JUDGMENT AGAINST THE GUARANTOR. IF ANY AMOUNT DUE TO THE ALO OR THE DEPARTMENT UNDER THE NOTE, THE SECURITY DOCUMENTS OR THE LOAN AGREEMENT REMAINS UNPAID OR IF THE BORROWER IS IN DEF AUL T UNDER ANY OF THE TERMS OF THE BORROWER'S AGREEMENTS, THEN THE GUARANTOR HEREBY AUTHORIZES AND EMPOWERS IRREVOCABLY, THE PROTHONOT AR y, CLERK OF COURT OR ANY ATTORNEY OF ANY COURT OF RECORD TO APPEAR FOR THE GUARANTOR IN SUCH COURT, IN TERM, OR VACATION, AT ANY TIME AND CONFESS JUDGMENT IN FAVOR OF THE DEPARTMENT, WITH OR WITHOUT THE FILING OF AN A VERMENTORDECLARATION OF DEFAULT, FOR SlICH AMOUNT AS MAY APPEAR TO BE UNPAID, ALL INTEREST DUE THEREON AND ALL ~ REASONABLE COSTS INCURRED IN CONNECTION WITH THE COLLECTION OF SUCH AMOUNT, TOGETHER WITH REASONABLE ATTORNEY'S FEES. THE GUARANTOR SHALL NOT CAUSE ANY BILL IN EQUITY TO BE FILED TO INTERFERE IN ANY MANNER WITH THE OPERATION OF SUCH JUDGMENT, HEREBY RATIFYING AND CONFIRMING ALL THAT SAID ATTORNEY MAY DO BY VIRTUE HEREOF. THE AUTHORITY HEREINABOVE GRANTED SHALL NOT BE EXHAUSTED BY ONE EXERCISE THEREOF, BUT JUDGMENT MAYBE CONFESSED AS AFORESAID FROM TIME TO TIME AND AS OFTEN AS ANY DEFAULT SHALL OCCUR HEREUNDER. CONFESSION OF JUDGMENT MAYBE MADE BY FILING COPIES OF THE BORROWER'S AGREEMENTS AND THIS GUARANTY AGREEMENT IN LIEU OF ORIGINALS THEREOF. THE GUARANTOR ACKNOWLEDGES THAT GUARANTOR UNDERSTANDS THE MEANING AND EFFECT OF THE CONFESSION CONTAINED IN THE FOREGOING PARAGRAPH. SPECIFICALLY, THE GUARANTOR UNDERSTANDS AMONG OTHER THINGS THAT (1) GUARANTOR IS RELINQUISHING THE RIGHT TO HAVE NOTICE EXCEPT AS PROVIDED HEREIN, AN OPPORTUNITY TO BE HEARD AND THE RIGHT TO HAVE THE BURDEN OF PROOF OF DEFAULT REST ON THE DEPARTMENT PRIOR TO THE ENTRY OF JUDGMENT, (2) THE ENTRY OF JUDGMENT MAY RESULT IN A LIEN ON GUARANTOR'S PROPERTY, (3) GUARANTOR WILL BEAR THE BURDEN AND EXPENSE OF ATTACKING THE JUDGMENT AND CHALLENGING EXECUTION ON THE LIEN AND SALE OF THE PROPERTY COVERED THEREBY, AND (4) ENOUGH OF GUARANTOR'S PROPERTY MAYBE TAKEN TO PAY THE PRINCIPAL AMOUNT, INTEREST, COSTS AND ATTORNEY'S FEES. 4. Guarantvas Suretyship Agreement. This Guaranty will be interpreted and construed as a contract of suretyship in accordance with the laws of the Commonwealth of Pennsylvania. 5. Costs of Collection and Legal Fees. In addition to all of the sums payable hereunder the Guarantor agrees to pay the reasonable costs and expenses incurred by the ALO and the Department in connection with all action taken to enforce collection under this Guaranty or any or all of the Borrower's Agreements upon default by the Borrower and the Guarantor, whether by legal proceedings or otherwise, including reasonable attorney's fees and court costs. 3 6. Guarantor's Review of the Borrower Agreements. The Guarantor has examined and reviewed the Borrower Agreements and understands the obligations of the Borrower which the Guarantor is agreeing to pay and perform. 7. Subordination of The Guarantor's Interests. The Guarantor agrees that whatever right, title and interest the Guarantor may have in and to the Project shall be, and the same is hereby made, subject and subordinate to the security interest of the Security Documents. 8. Notices. Any notice or consent required or permitted by this Agreement shall be in writing and shall be deemed delivered if delivered in person or if sent by registered or certified mail, postage pre-paid, return receipt requested, as follows, unless such address is changed by written notice hereunder: (a) If to the ALa: Krista Hess CREDC Business Finance Officer 3211 North Front Street Harrisburg, P A 1711 0 cc: Commonwealth of Pennsylvania Department of Community and Economic Development 433 Forum Building Harrisburg, Pennsylvania 17120 Attention: Secretary (b) If to the Guarantor: Susan C. Tandle 535 South Middlesex Road Carlisle, P A 17013 cc: Albert Peterlin, Esquire 1013 Mumma Road Lemoyne, P A 17043 Notice shall be effective upon delivery if delivered in person or on the second business day following mailing if mailed. 9. Absolute and Unconditional Nature of Guarantor's Obligation. The liability of the Guarantor under this Guaranty is absolute and unconditional, without regard to the liability of any 4 other person. The Guarantor's liability will not in any manner be affected by reason of any action taken or not taken by the ALO or the Department, which action or inaction is herein consented and agreed to, nor by the partial or complete unenforceability or invalidity of the Borrower Agreements or any other guaranty or surety agreement, pledge, assignment or other security for any of the obligations guaranteed hereunder. No delay in making demand on the Guarantor or satisfaction of Guarantor's liability hereunder will prejudice the ALO's or the Department's right to enforce such satisfaction. All of the rights and remedies ofthe ALO and the Department will be cumulative. Any failure of the ALO or the Department to exercise any right hereunder will not be construed as a waiver of the right to exercise the same or any other right at any time or times thereafter. 10. Pennsylvania Law Governs. The Guarantor agrees that this Guaranty will be governed by the substantive law of the Commonwealth of Pennsylvania, without regard to principles of conflicts of laws. The Guarantor hereby consents to the application of Pennsylvania law to this Guaranty and to the jurisdiction of the courts of the Commonwealth of Pennsylvania including, without limitation, the Common Pleas Courts of Dauphin County. 11. The Guarantor's Consents and Waivers. The Guarantor hereby: (a) Consents that the ALO and/or the Department may without the Guarantor's consent and without affecting the Guarantor's obligations: (i) Exchange, release or surrender any collateral under the Security Documents, or waive, release or subordinate any security interest, in whole or in part, now or hereafter held as security for any of the obligations guaranteed hereunder; (ii) Waive or delay the exercise of any of the rights or remedies of the ALO or the Department against the Borrower or any other person or entity, including, without limitation, the Guarantor; (iii) Release the Borrower or any other person or entity; (iv) Renew, extend, or modify the terms of any of the obligations guaranteed hereunder or any instrument or agreement evidencing the same; and (v) Apply payments by the Borrower, the Guarantor, or any other person or entity, to any of the obligations guaranteed hereunder. (b) W ai ves all notices whatsoever wi th respect to this Guaranty or wi th respect to the obligations guaranteed hereunder, except as provided in paragraph 2 hereinabove. including, without limitation, notice of: 5 (i) The acceptance hereof by the ALO or the Department or the intention to act, or the action, by the ALO or the Department, in reliance hereon; (ii) The present existence or future incurring of any of the obligations guaranteed hereunder or any terms or amounts thereof or any change therein; (iii) Any default by the Borrower or any surety, pledgor, grantor of security, or guarantor, and (iv) The obtaining or release of any guaranty or surety agreement (in addition to this Guaranty), pledge, assignment, or other security for any of the obligations guaranteed hereunder. The Guarantor waives notice of presentment, demand, protest and notice of non-payment, protest in relation to any instrument evidencing any of the obligations guaranteed hereunder, and any other demands and notices required by law, except as such waiver may be expressly prohibited by law. 12. Successors and Assigns. This Guaranty will inure to the benefit of the ALO and the Department and the ALO's and the Department's successors and assigns and will be binding upon the Guarantor, and Guarantor's successors and assigns. 13. Document under Seal. This Guaranty is intended to take effect as a document under seal. 14. Term of Guaranty. This Guaranty shall be effective from the date hereof until the payment in full of all amounts due under the Loan or any of the Borrower's Agreements. 15. Nondiscrimination. The Guarantor will not discriminate against any employee or against any applicant for employment because of race, religion, color, handicap, ancestry, national origin, sex or age, in any manner, including but not limited to the following activities: employment; upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. The Guarantor hereby accepts and agrees to be bound by the nondiscrimination provisions set forth in Exhibit "A" hereto, and will cause comparable nondiscrimination provisions to be inserted into all Project contracts. 16. Contractor Responsibility Provisions. Included in and made a part of this Agreement is Exhibit "B", a clause pertaining to Contractor Responsibility. 6 17. Contractor Integritv. The Guarantor covenants that the Guarantor presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of the Guarantor's obligations hereunder. Included in and made a part of this Agreement is Exhibit "C", a clause pertaining to Contractor Integrity. 18. Americans with Disabilities Act. Included in and made a part of this Agreement is Exhibit D, a clause pertaining to compliance with the Americans with Disabilities Act. 18. Exhibits "A","B", "C" and "D". The Guarantor shall be referred to as Contractor in Exhibits "A", "B", "C" and "D". IN WITNESS WHEREOF, the Guarantor(s), intending to be legally bound hereby, have/has executed this Guaranty Agreement for the purposes herein stated, this + day of, August, 2003 WITNESS: ~ ~(7~ Susan C. Tandle 7 EXHIBIT "A" NONDISCRIMINATION CLAUSE During the term of this contract, Contractor agrees as follows: 1. Contractor shall not discriminate against any employee, applicant for employment, independent contractor or any other person because of race, color, religious creed, ancestry, national origin, age or sex. Contractor shall take affirmative action to insure that applicants are employed, and that employees or agents are treated during employment, without regard to their race, color, religious creed, handicap, ancestry, national origin, age or sex. Such affirmative action shall include, but is not limited to: employment, upgrading, demotion or transfer, recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training. Contractor shall post in conspicuous places, available to employees, agents, applicants for employment and other persons, a notice to be provided by the contracting agency setting forth the provisions of this nondiscrimination clause. 2. Contractor shall in advertisements or requests for employment placed by it or on its behalf, state that all qualified applicants will receive consideration for employment without regard to race, color, religious creed, handicap, ancestry, national origin, age, or sex. 3. Contractor shall send each labor union or workers' representative with which it has a collective bargaining agreement or other contract or understanding, a notice advising said labor union or workers' representative of its commitment to this nondiscrimination clause. Similar notice shall be sent to every other source of recruitment regularly utilized by Contractor. 4. It shall be no defense to a finding of noncompliance with this nondiscrimination clause that Contractor had delegated some of its employment practices to any union, training program or other source of recruitment which prevents it from meeting its obligations. However, if the evidence indicates that the Contractor was not on notice of the third-party discrimination or made a good faith effort to correct it, such factor shall be considered in mitigation in determining appropriate sanctions. 5. Where the practices of a union or of any training program or other source of recruitment will result in the exclusion of minority group persons, so that Contractor will be unable to meet its obligations under this nondiscrimination clause, Contractor shall then employ and fill vacancies through other nondiscriminatory employment procedures. 6. Contractor shall comply with all state and federal laws prohibiting discrimination in hiring or employment opportunities. In the event of Contractor's noncompliance with the nondiscrimination clause of this contract or with any such laws, this contract may be terminated or suspended, in whole or in part, and Contractor may be declared temporarily ineligible for further Commonwealth contracts. and other sanctions may be imposed and remedies invoked. 8 7. Contractor shall furnish all necessary employment documents and records to, and permit access to its books, records and accounts by, the contracting agency for purposes of investigation to ascertain compliance with the provisions of this clause. If Contractor does not possess documents or records reflecting the necessary information requested, it shall furnish such information on reporting forms supplied by the contracting agency. 8. Contractor shall actively recruit minority subcontractors and women subcontractors or subcontractors with substantial minority representation among their employees. 9. Contractor shall include the provisions of this nondiscrimination clause in every subcontract, so that such provisions will be binding upon each subcontractor. 10. Contractor obligations under this clause are limited to the Contractor's facilities within Pennsylvania or, where the contract is for purchase of goods manufactured outside of Pennsylvania, the facilities at which such goods are actually produced. 9 EXHIBIT liB" CONTRACTOR RESPONSIBILITY PROVISIONS 1. The Contractor certifies that it is not currently under suspension or debarment by the Commonwealth, any other state, or the federal government, and if the Contractor cannot so certify, then it agrees to submit along with the bid/proposal a written explanation of why such certification cannot be made. 2. If the Contractor enters into any subcontracts or employs under this contract any subcontractors/individuals who are currently suspended or debarred by the Commonwealth or the federal government or who become suspended or debarred by the Commonwealth or federal government during the term of this contract or any extensions or renewals thereof, the Commonwealth shall have the right to require the Contractor to terminate such subcontracts or employment. 3. The Contractor agrees to reimburse the Commonwealth for the reasonable costs of investigation incurred by the Office of Inspector General for investigations of the Contractor's compliance with terms of this or any other agreement between the Contractor and the Commonwealth which result in the suspension or debarment of the Contractor. Such costs shall include, but not be limited to, salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The Contractor shall not be responsible for investigative costs for investigations which do not result in the Contractor's suspension or debarment. 4. The Contractor may obtain the current list of suspended and debarred contractors by contacting the: Department of General Services Office of Chief Counsel 603 North Office Building Harrisburg, P A 17125 Telephone No. (717) 783-6472 Fax No. (717) 787-9138 10 EXHIBIT "C" CONTRACTOR INTEGRITY PROVISIONS 1. Definitions. a. Confidential information means information that is not public knowledge, or available to the public on request, disclosure of which would give an unfair, unethical, or illegal advantage to another desiring to contract with the Commonwealth. b. Consent means written permission signed by a duly authorized officer or employee of the Commonwealth, provided that where the material facts have been disclosed, in writing, by prequalification, bid, proposal, or contractual terms, the Commonwealth shall be deemed to have consented by virtue of execution of this Agreement. c. Commonwealth means the Commonwealth of Pennsylvania Acting by and Through its Department of Community and Economic Development and any agencies and instrumentalities of the Commonwealth of Pennsylvania for which the Department of Community and Economic Development provides staff services (including without limitation the Pennsylvania Industrial Development Authority, Pennsylvania Economic Development Financing Authority, Pennsylvania Energy Development Authority, and Pennsylvania Minority Business Development Authority). d. Contractor means the individual or entity that has entered into an agreement with the Commonwealth, assumed the obligations of another to repay moneys to the Commonwealth, or is the intended beneficiary of, and has knowingly received benefits under, an agreement between the Commonwealth and a financial intermediary or educational institution, including directors, officers, partners, managers, key employees, and owners of more than a 5% interest. e. Financial Interest means: (1) ownership of more than a 5% interest in any business; or (2) holding a position as an officer, director, trustee, partner, employee, or the like, or holding any position of management. f. Gratuity means any payment of more than nominal monetary value in the form of cash, travel, entertainment, gifts, meals, lodging, loans, subscriptions, advances, deposits of money, services, employment, or contracts of any kind. 2. The Contractor shall take no action in violation of state or federal laws, regulations, or other requirements that govern contracting with the Commonwealth. 3. The Contractor shall not, in connection with this or any other agreement with the Commonwealth, directly or indirectly offer, confer, or agree to confer any pecuniary benefit on II anyone as consideration for the decision, OpInIOn, recommendation, vote, other exercise of discretion, or violation of a known legal duty by any officer or employee of the Commonwealth. 4. The Contractor shall not, in connection with this or any other agreement with the Commonwealth, directly or indirectly offer, give, or agree or promise to give to anyone any gratuity for the benefit of or at the direction or request of any officer or employee of the Commonwealth. 5. Except with the consent of the Commonwealth, the Contractor shall not have a financial interest in any other contractor, subcontractor, or supplier providing services, labor, or material on this project. 6. The Contractor, upon being informed that any violation of these provisions has occurred or may occur, shall immediately notify the Commonwealth in writing. 7. The Contractor, by execution of this Agreement and by the submission of any bills or invoices for payment pursuant thereto, certifies and represents that he has not violated any of these provIsIons. 8. The Contractor, upon the inquiry or request of the Inspector General of the Commonwealth or any of that official's agents or representatives, shall provide, or if appropriate, make promptly available for inspection or copying, any information of any type or form relevant to the Contractor's compliance with this Agreement (including without limitation these provisions relating to Contractor integrity). Such information shall be retained by the Contractor for a period of three years beyond the termination of the contract unless provided by law. 9. For violation of any of the above provisions, the Commonwealth may declare an event of default hereunder, subject to applicable notice and cure provisions, and debar and suspend the Contractor from doing business with the Commonwealth, including without limitation participation in its financial assistance programs. These rights and remedies are cumulative, and the use or nonuse of anyone shall not preclude the use of all or any other. These rights and remedies are in addition to those the Commonwealth may have under law, statute, regulation, or otherwise. 12 EXHIBIT "D" AMERICANS WITH DISABILITIES ACT PROVISIONS During the term of this contract, the Contractor agrees as follows: 1. Pursuant to federal regulations promulgated under the authority of The Americans With Disabilities Act, 28 C.F.R. 935.101 et seq., the Contractor understands and agrees that no individual with a disability shall, on the basis of the disability, be excluded from participation in this contract or from activities provided for under this contract. As a condition of accepting and executing this contract, the Contractor agrees to comply with the "General Prohibitions Against Discrimination," 28 C.F.R. 935.130, and all other regulations promulgated under Title II of The Americans With Disabilities Act which are applicable to the benefits, services, programs, and activities provided by the Commonwealth of Pennsylvania through contracts with outside contractors. 2. The Contractor shall be responsible for and agrees to indemnify and hold harmless the Commonwealth of Pennsylvania from all losses, damages, expenses, claims, demands, suits, and actions brought by any party against the Commonwealth of Pennsylvania as a result of the Contractor's failure to comply with the provisions of paragraph 1 above. 13 bd\IL+ ]) GUARANTY AND SURETY AGREEMENT THIS GUARANTY AND SURETYSHIP AGREEMENT is being made on thisL day of August, 2003, by, Brian J. Tandle, an adult individual (the "Guarantor") to The Capital Region Economic Development Corporation, a Pennsylvania nonprofit economic development organization with an address of 3211 North Front Street, Harrisburg, Dauphin County Pennsylvania, 17110 (the "ALO"). BACKGROUND OF AGREEMENT A. ContainerBright, Inc. has entered into a Loan Agreement with the ALO dated today' s date (the "Loan Agreement") for a loan from the ALO to the Borrower in the principal amount of $175,000.00 (the "Loan"). B. The Loan and the obligations of the Borrower to repay the Loan with interest are contained in a Note from the Borrower to the ALO dated today' s date(the "Note"), and are secured a Security Agreement and Financing Statement(s) in favor of the ALO (collectively, the "Security Documents"). The Security Documents creates a security interest in certain machinery and equipment and other personal property on Borrower's place of business (the "Premises"). The Loan Agreement, the Note and the Security Documents are sometimes collectively called the "Borrower's Agreements. " C. The proceeds of the Loan will be used by the Borrower towards the costs of a project described in the Loan Agreement (the "Project") in connection with Borrower's business at the Premises. D. The ALO would not make the Loan without this Guaranty from the Guarantor. The Loan and the Project will benefit the Guarantor because of the Guarantor's ownership interests in the Borrower. E. The Note is being endorsed and assigned by the ALO to the Commonwealth of Pennsylvania, acting through the Department of Community and Economic Development (the "Department"). NOW. THEREFORE, in order to induce the ALO to make the Loan to the Borrower and to induce the Department to consent to the making of the Loan by the ALO to the Borrower, and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Guarantor does hereby agree as follows: 1. Unconditional Guaranty ofPavrnent and Performance. The Guarantor absolutely and unconditionally promises and guarantees to the ALO and the Department the due and punctual payment and full and faithful performance of all amounts and obligations required to be paid or performed by the Borrower pursuant to the Borrower's Agreements when and as the same shall become due and payable or subject to performance, whether at maturity, by acceleration or otherwise according to the terms of the Borrower's Agreements. 2. Guarantv Not Affected. The Guarantor agrees that neither an assignment nor a sale of the Project will have any affect on the obligations assumed and guaranteed by the Guarantor, which shall continue with the same force and effect as if the assignment or sale had not been made. The Guarantor also agrees that the ALO or the Department may make a claim against the Guarantor under this Guaranty and demand payment and performance by the Guarantor without any requirement that the ALO or the Department proceed first against the Borrower, the Project, the Premises or any other collateral securing the Loan or any other entity having liability for the Loan. The Guarantor agrees that the ALO may make changes in any or all of the Borrower's Agreements (provided that those changes do not include an increase in the principal amount of the Loan, except by reason of increases to the principal from accrued and unpaid interest or other reimbursement obligations of the Borrower) and such changes will not discharge the obligations of the Guarantor under this Guaranty, which shall continue with the same force and effect as if the changes had not been made. 3. CONFESSION OF JUDGMENT AGAINST THE GUARANTOR. IF ANY AMOUNT DUE TO THE ALO OR THE DEPARTMENT UNDER THE NOTE, THE SECURITY DOCUMENTS OR THE LOAN AGREEMENT REMAINS UNPAID OR IF THE BORROWER IS IN DEF AUL T UNDER ANY OF THE TERMS OF THE BORROWER'S AGREEMENTS, THEN THE GUARANTOR HEREBY AUTHORIZES AND EMPOWERS IRREVOCABLY, THE PROTHONOTARY, CLERK OF COURT OR ANY A TTOR.J'\!EY OF ANY COURT OF RECORD TO APPEAR FOR THE GUARANTOR IN SUCH COURT, IN TERM, OR VACATION, AT ANY TIME AND CONFESS JUDGMENT IN FAVOR OF THE DEP ARTMENT, WITH OR WITHOUT THE FILING OF AN AVERMENT OR DECLARATION OF DEF AUL T, FOR SUCH AMOUNT /\S MAY APPEAR TO BE UNPAID, ALL INTEREST DUE THEREON AND ALL 2 REASONABLE COSTS INCURRED IN CONNECTION WITH THE COLLECTION OF SUCH AMOUNT, TOGETHER WITH REASONABLE ATTORNEY'S FEES. THE GUARANTOR SHALL NOT CAUSE ANY BILL IN EQUITY TO BE FILED TO INTERFERE IN ANY MANNER WITH THE OPERATION OF SUCH JUDGMENT, HEREBY RATIFYING AND CONFIRMING ALL THAT SAID ATTORNEY MAY DO BY VIRTUE HEREOF. THE AUTHORITY HEREINABOVE GRANTED SHALL NOT BE EXHAUSTED BY ONE EXERCISE THEREOF, BUT JUDGMENT MA Y BE CONFESSED AS AFORESAID FROM TIME TO TIME AND AS OFTEN AS ANY DEFAULT SHALL OCCUR HEREUNDER. CONFESSION OF JUDGMENT MAY BE MADE BY FILING COPIES OF THE BORROWER'S AGREEMENTS AND THIS GUARANTY AGREEMENT IN LIEU OF ORIGINALS THEREOF. THE GUARANTOR ACKNOWLEDGES THAT GUARANTOR UNDERSTANDS THE MEANING AND EFFECT OF THE CONFESSION CONTAINED IN THE FOREGOING PARAGRAPH. SPECIFICALLY, THE GUARANTOR UNDERSTANDS AMONG OTHER THINGS THAT (1) GUARANTOR IS RELINQUISHING THE RIGHT TO HAVE NOTICE EXCEPT AS PROVIDED HEREIN, AN OPPORTUNITY TO BE HEARD AND THE RIGHT TO HAVE THE BURDEN OF PROOF OF DEFAULT REST ON THE DEPARTMENT PRIOR TO THE ENTRY OF JUDGMENT, (2) THE ENTRY OF JUDGMENT MAY RESULT IN A LIEN ON GUARANTOR'S PROPERTY, (3) GUARANTOR WILL BEAR THE BURDEN AND EXPENSE OF A TT ACKING THE JUDGMENT AND CHALLENGING EXECUTION ON THE LIEN AND SALE OF THE PROPERTY COVERED THEREBY, AND (4) ENOUGH OF GUARANTOR'S PROPERTY MAY BE TAKEN TO PAY THE PRINCIPAL AMOUNT, INTEREST, COSTS AND ATTORNEY'S FEES. 4. Guarantvas Suretyship Agreement. This Guaranty will be interpreted and construed as a contract of suretyship in accordance with the laws of the Commonwealth of Pennsylvania. 5. Costs of Collection and Lel!al Fees. In addition to all of the sums payable hereunder the Guarantor agrees to pay the reasonable costs and expenses incurred by the ALO and the Department in connection with all action taken to enforce collection under this Guaranty or any or all of the Borrower's Agreements upon default by the Borrower and the Guarantor, whether by legal proceedings or otherwise, including reasonable attorney's fees and court costs. 3 6. Guarantor's Review of the Borrower Agreements. The Guarantor has examined and reviewed the Borrower Agreements and understands the obligations of the Borrower which the Guarantor is agreeing to pay and perform. 7. Subordination of The Guarantor's Interests. The Guarantor agrees that whatever right, title and interest the Guarantor may have in and to the Project shall be, and the same is hereby made, subject and subordinate to the security interest of the Security Documents. 8. Notices. Any notice or consent required or permitted by this Agreement shall be in writing and shall be deemed delivered if delivered in person or if sent by registered or certified mail, postage pre-paid, return receipt requested, as follows, unless such address is changed by written notice hereunder: (a) If to the ALO: Krista Hess CREDC Business Finance Officer 3211 North Front Street Harrisburg, PA 17110 cc: Commonwealth of Pennsylvania Department of Community and Economic Development 433 Forum Building Harrisburg, Pennsylvania 17120 Attention: Secretary (b) If to the Guarantor: Brian J. Tandle 535 South Middlesex Road Carlisle, PA 17013 cc: Albert Peterlin, Esquire 1013 Mumma Road Lemoyne, P A 17043 Notice shall be effective upon delivery if delivered in person or on the second business day following mailing if mailed. 9. Absolute and Unconditional Nature of Guarantor's Obligation. The liability of the Guarantor under this Guaranty is absolute and unconditional, without regard to the liability of any 4 other person. The Guarantor's liability will not in any manner be affected by reason of any action taken or not taken by the ALO or the Department, which action or inaction is herein consented and agreed to, nor by the partial or complete unenforceability or invalidity of the Borrower Agreements or any other guaranty or surety agreement, pledge, assignment or other security for any of the obligations guaranteed hereunder. No delay in making demand on the Guarantor or satisfaction of Guarantor's liability hereunder will prejudice the ALO's or the Department's right to enforce such satisfaction. All ofthe rights and remedies of the ALO and the Department will be cumulative. Any failure of the ALO or the Department to exercise any right hereunder will not be construed as a waiver of the right to exercise the same or any other right at any time or times thereafter. 10. Pennsylvania Law Governs. The Guarantor agrees that this Guaranty will be governed by the substantive law of the Commonwealth of Pennsylvania, without regard to principles of conflicts of laws. The Guarantor hereby consents to the application of Pennsylvania law to this Guaranty and to the jurisdiction of the courts of the Commonwealth of Pennsylvania including, without limitation, the Common Pleas Courts of Dauphin County. 11. The Guarantor's Consents and Waivers. The Guarantor hereby: (a) Consents that the ALO and/or the Department may without the Guarantor's consent and without affecting the Guarantor's obligations: (i) Exchange, release or surrender any collateral under the Security Documents, or waive, release or subordinate any security interest, in whole or in part, now or hereafter held as security for any of the obligations guaranteed hereunder; (ii) Waive or delay the exercise of any of the rights or remedies of the ALO or the Department against the Borrower or any other person or entity, including, without limitation, the Guarantor; (iii) Release the Borrower or any other person or entity; (iv) Renew, extend, or modify the terms of any of the obligations guaranteed hereunder or any instrument or agreement evidencing the same; and (v) Apply payments by the Borrower, the Guarantor, or any other person or entity, to any of the obligations guaranteed hereunder. (b) Waives all notices whatsoever with respect to this Guaranty or with respect to the obligations guaranteed hereunder, except as provided in paragraph 2 hereinabove, including, without limitation, notice of: 5 (i) The acceptance hereofby the ALO or the Department or the intention to act, or the action, by the ALO or the Department, in reliance hereon; (ii) The present existence or future incurring of any of the obligations guaranteed hereunder or any terms or amounts thereof or any change therein; (iii) Any default by the Borrower or any surety, pledgor, grantor of security, or guarantor, and (iv) The obtaining or release of any guaranty or surety agreement (in addition to this Guaranty), pledge, assignment, or other security for any of the obligations guaranteed hereunder. The Guarantor waives notice of presentment, demand, protest and notice of non-payment, protest in relation to any instrument evidencing any of the obligations guaranteed hereunder, and any other demands and notices required by law, except as such waiver may be expressly prohibited by law. 12. Successors and Assigns. This Guaranty will inure to the benefit of the ALO and the Department and the ALO's and the Department's successors and assigns and will be binding upon the Guarantor, and Guarantor's successors and assigns. 13. Document under Seal. This Guaranty is intended to take effect as a document under seal. 14. Term of Guarantv. This Guaranty shall be effective from the date hereof until the payment in full of all amounts due under the Loan or any of the Borrower's Agreements. 15. Nondiscrimination. The Guarantor will not discriminate against any employee or against any applicant for employment because of race, religion, color, handicap, ancestry, national origin, sex or age, in any manner, including but not limited to the following activities: employment; upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. The Guarantor hereby accepts and agrees to be bound by the nondiscrimination provisions set forth in Exhibit "A" hereto, and will cause comparable nondiscrimination provisions to be inserted into all Project contracts. 16. Contractor Resoonsibilitv Provisions. Included in and made a part of this Agreement is Exhibit "B", a clause pertaining to Contractor Responsibility. 6 17. Contractor Intel!ritv. The Guarantor covenants that the Guarantor presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of the Guarantor's obligations hereunder. Included in and made a part of this Agreement is Exhibit "C", a clause pertaining to Contractor Integrity. 18. Americans with Disabilities Act. Included in and made a part of this Agreement is Exhibit D, a clause pertaining to compliance with the Americans with Disabilities Act. 18. Exhibits "A"."B". "C" and "D". The Guarantor shall be referred to as Contractor in Exhibits "A", "B", "C" and "D". IN WITNESS WHEREOF, the Guarantor(s), intending to be legally bound hereby, havelhas executed this Guaranty Agreement for the purposes herein stated, this + day of, August, 2003 vnTNES~ ~ .~fJ2 Brian J. Tandle 7 EXHIBIT "A" NONDISCRIMINATION CLAUSE During the term of this contract, Contractor agrees as follows: 1. Contractor shall not discriminate against any employee, applicant for employment, independent contractor or any other person because of race, color, religious creed, ancestry, national origin, age or sex. Contractor shall take affirmative action to insure that applicants are employed, and that employees or agents are treated during employment, without regard to their race, color, religious creed, handicap, ancestry, national origin, age or sex. Such affirmative action shall include, but is not limited to: employment, upgrading, demotion or transfer, recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training. Contractor shall post in conspicuous places, available to employees, agents, applicants for employment and other persons, a notice to be provided by the contracting agency setting forth the provisions of this nondiscrimination clause. 2. Contractor shall in advertisements or requests for employment placed by it or on its behalf, state that all qualified applicants will receive consideration for employment without regard to race, color, religious creed, handicap, ancestry, national origin, age, or sex. 3. Contractor shall send each labor union or workers' representative with which it has a collective bargaining agreement or other contract or understanding, a notice advising said labor union or workers' representative of its commitment to this nondiscrimination clause. Similar notice shall be sent to every other source of recruitment regularly utilized by Contractor. 4. It shall be no defense to a finding of noncompliance with this nondiscrimination clause that Contractor had delegated some of its employment practices to any union, training program or other source of recruitment which prevents it from meeting its obligations. However, if the evidence indicates that the Contractor was not on notice of the third-party discrimination or made a good faith effort to correct it, such factor shall be considered in mitigation in determining appropriate sanctions. 5. Where the practices of a union or of any training program or other source of recruitment will result in the exclusion of minority group persons, so that Contractor will be unable to meet its obligations under this nondiscrimination clause, Contractor shall then employ and fill vacancies through other nondiscriminatory employment procedures. 6. Contractor shall comply with all state and federal laws prohibiting discrimination in hiring or employment opportunities. In the event of Contractor's noncompliance with the nondiscrimination clause of this contract or with any such laws, this contract may be terminated or suspended, in whole or in part, and Contractor may be declared temporarily ineligible for further Commonwealth contracts, and other sanctions may be imposed and remedies invoked. 8 7. Contractor shall furnish all necessary employment documents and records to, and permit access to its books, records and accounts by, the contracting agency for purposes of investigation to ascertain compliance with the provisions of this clause. If Contractor does not possess documents or records reflecting the necessary information requested, it shall furnish such information on reporting forms supplied by the contracting agency. 8. Contractor shall actively recruit minority subcontractors and women subcontractors or subcontractors with substantial minority representation among their employees. 9. Contractor shall include the provisions of this nondiscrimination clause in every subcontract, so that such provisions will be binding upon each subcontractor. 10. Contractor obligations under this clause are limited to the Contractor's facilities within Pennsylvania or, where the contract is for purchase of goods manufactured outside of Pennsylvania, the facilities at which such goods are actually produced.” 9 EXHIBIT "B" CONTRACTOR RESPONSIBILITY PROVISIONS 1. The Contractor certifies that it is not currently under suspension or debarment by the Commonwealth, any other state, or the federal government, and if the Contractor cannot so certify, then it agrees to submit along with the bid/proposal a written explanation of why such certification cannot be made. 2. If the Contractor enters into any subcontracts or employs under this contract any subcontractors/individuals who are currently suspended or debarred by the Commonwealth or the federal government or who become suspended or debarred by the Commonwealth or federal government during the term of this contract or any extensions or renewals thereof, the Commonwealth shall have the right to require the Contractor to terminate such subcontracts or employment. 3. The Contractor agrees to reimburse the Commonwealth for the reasonable costs of investigation incurred by the Office of Inspector General for investigations of the Contractor's compliance with terms of this or any other agreement between the Contractor and the Commonwealth which result in the suspension or debarment of the Contractor. Such costs shall include, but not be limited to, salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The Contractor shall not be responsible for investigative costs for investigations which do not result in the Contractor's suspension or debarment. 4. The Contractor may obtain the current list of suspended and debarred contractors by contacting the: Department of General Services Office of Chief Counsel 603 North Office Building Harrisburg, PAl 7125 Telephone No. (717) 783-6472 Fax No. (717) 787-9138 10 EXHIBIT "C" CONTRACTOR INTEGRITY PROVISIONS 1. Definitions. a. Confidential information means information that is not public knowledge, or available to the public on request, disclosure of which would give an unfair, unethical, or illegal advantage to another desiring to contract with the Commonwealth. b. Consent means written permission signed by a duly authorized officer or employee of the Commonwealth, provided that where the material facts have been disclosed, in writing, by prequalification, bid, proposal, or contractual terms, the Commonwealth shall be deemed to have consented by virtue of execution of this Agreement. c. Commonwealth means the Commonwealth of Pennsylvania Acting by and Through its Department of Community and Economic Development and any agencies and instrumentalities of the Commonwealth of Pennsylvania for which the Department of Community and Economic Development provides staff services (including without limitation the Pennsylvania Industrial Development Authority, Pennsylvania Economic Development Financing Authority, Pennsylvania Energy Development Authority, and Pennsylvania Minority Business Development Authority). d. Contractor means the individual or entity that has entered into an agreement with the Commonwealth, assumed the obligations of another to repay moneys to the Commonwealth, or is the intended beneficiary of, and has knowingly received benefits under, an agreement between the Commonwealth and a financial intermediary or educational institution, including directors, officers, partners, managers, key employees, and owners of more than a 5% interest. e. Financial Interest means: (1) ownership of more than a 5% interest in any business; or (2) holding a position as an officer, director, trustee, partner, employee, or the like, or holding any position of management. f. Gratuity means any payment of more than nominal monetary value in the form of cash, travel, entertainment, gifts, meals, lodging, loans, subscriptions, advances, deposits of money, services, employment, or contracts of any kind. 2. The Contractor shall take no action in violation of state or federal laws, regulations, or other requirements that govern contracting with the Commonwealth. 3. The Contractor shall not, in connection with this or any other agreement with the Commonwealth. directly or indirectly offer, confer, or agree to confer any pecuniary benefit on II . anyone as consideration for the decision, opmlOn, recommendation, vote, other exercise of discretion, or violation of a known legal duty by any officer or employee of the Commonwealth. 4. The Contractor shall not, in connection with this or any other agreement with the Commonwealth, directly or indirectly offer, give, or agree or promise to give to anyone any gratuity for the benefit of or at the direction or request of any officer or employee of the Commonwealth. 5. Except with the consent of the Commonwealth, the Contractor shall not have a financial interest in any other contractor, subcontractor, or supplier providing services, labor, or material on this project. 6. The Contractor, upon being informed that any violation of these provisions has occurred or may occur, shall immediately notify the Commonwealth in writing. 7. The Contractor, by execution of this Agreement and by the submission of any bills or invoices for payment pursuant thereto, certifies and represents that he has not violated any of these proVISIons. 8. The Contractor, upon the inquiry or request of the Inspector General of the Commonwealth or any of that official's agents or representatives, shall provide, or if appropriate, make promptly available for inspection or copying, any information of any type or form relevant to the Contractor's compliance with this Agreement (including without limitation these provisions relating to Contractor integrity). Such information shall be retained by the Contractor for a period of three years beyond the termination of the contract unless provided by law. 9. For violation of any of the above provisions, the Commonwealth may declare an event of default hereunder, subject to applicable notice and cure provisions, and debar and suspend the Contractor from doing business with the Commonwealth, including without limitation participation in its financial assistance programs. These rights and remedies are cumulative, and the use or nonuse of anyone shall not preclude the use of all or any other. These rights and remedies are in addition to those the Commonwealth may have under law, statute, regulation, or otherwise. 12 .. EXHIBIT "D" AMERICANS WITH DISABILITIES ACT PROVISIONS During the term of this contract, the Contractor agrees as follows: 1. Pursuant to federal regulations promulgated under the authority of The Americans With Disabilities Act, 28 C.F.R. ~35.101 et seq., the Contractor understands and agrees that no individual with a disability shall, on the basis of the disability, be excluded from participation in this contract or from activities provided for under this contract. As a condition of accepting and executing this contract, the Contractor agrees to comply with the "General Prohibitions Against Discrimination," 28 C.F.R. ~35.130, and all other regulations promulgated under Title II of The Americans With Disabilities Act which are applicable to the benefits, services, programs, and activities provided by the Commonwealth of Pennsylvania through contracts with outside contractors. 2. The Contractor shall be responsible for and agrees to indemnify and hold harmless the Commonwealth of Pennsylvania from all losses, damages, expenses, claims, demands, suits, and actions brought by any party against the Commonwealth of Pennsylvania as a result of the Contractor's failure to comply with the provisions of paragraph 1 above. 13 ~ . (KhlhiJ-- [, .. .. October 6, 2006 Ms. Susan Tandle Container Bright 2410 Gettysburg Road Camp Hill, PA 17011 Ms. Susan Tandle 535 S. Middlesex Road Carlisle, PAl 7013 Re: SBFF Loan 004102158, DELINQUENT ACCOUNT Dear Ms. Tandle: A review of your Small Business First loan indicates that scheduled payments are past due. The following information is as of 9/30/2006: Current Principal Balance: Last Payment Date: Paid To Date: $111,661.62 5/30/2006 6/01/2006 $ 2,371.95 Past Due $6,088.01 $1,027.84 $ 29.65 $7,145.50 Total Due $8,130.04 $1,357.76 29.65 $9,517.45 Principal: Interest: Late Charges: Total: Current Period $ 2,042.03 $ 329.92 In order to bring your account current, please remit your check for $9,517.45 payable to "Small Business First Program" to the following address (please write your loan numher on your check): Small Business First Program LECS Comptroller's Office P.O. Box 884 Harrisburg, PA 17108-0884 This is your 3rd letter since July 5, 2006 requesting cooperation in this matter. We have tried to reach you by telephone but your business number is disconnected. If no payment is received and processed by the Comptroller's office by 11/1/2006, this collection matter will he turned over to our attorney for legal action. Sincerely, Melissa N. McLaughlin Business Finance Officer Capital Region Economic Development Corporation .. ~ ~ -- ,,~.. HAI{HISBI He; REGIONAL (:IIA:\1BER, II t 0.. f'r()iH '<[ (("f, S:II!("(\] I Lll'I'i,!)lIJ"i..:. P,\ Ill- I ~ I ' CAPITAL RECION ECONOi\lIC DEVELUP,\lE1\;T CURPORATIUN P)i)t) l'i,lll ~,'. I >.: I f ,L\ \\. \\ IS.' Li rrJ....] ,I! r: ,1(,' "j '-1:,; i(II~lll hl 'LI 11-,'_', September 7, 2006 Ms. Susan Tandle Container Bright 2410 Gettysburg Road Camp Hill, P A 17011 Re: SBFF Loan 004102158, DELINQUENT ACCOUNT Dear Ms. Tandle: A review of your Small Business First loan indicates that scheduled payments are past due. The following information is as of 8/31/2006: Current Principal Balance: Last Payment Date: Paid To Date: $111,661.62 5/30/2006 6/01/2006 Principal: Interest: Late Charges: Total: Current Period $ 2,035.67 $ 336.28 Past Due $4,052.34 $ 691.56 $ $4,743.90 Total Due $6,088.01 $1,027.84 $ 2,371.95 $7,115.85 In order to bring your account current, please remit your check for $7,115.85 payable to "Small Business First Program" to the following address (please write your loan number on your check): Small Business First Program LECS Comptroller's Office P.O. Box 884 Harrisburg, P A 17108-0884 Your immediate attention to this very serious matter is required. We have been unable to contact you by telephone. It is important that you contact our office as soon as possible. I can be reached at 717-213-5042. Sincerely, Melissa N. McLaughlin Business Finance Officer Capital Region Economic Development Corporation ,. . .. ~ -- ,,~.. HAHHISBI HC RFCIONAL C:IIAMBEH ! I ,'\j I'illlil "\I-I',r-, 'Ill P,\ II! (1-- I CAPITAL RF<dON ECONOMIC DE\' L L () P M F N T C () RI'O R i\T1 0 N ]- I d\\I'J Ph\)Tll 1-') I." I I ',!'<. \, \\'.\' I Llrri\hllr:.l{I_'<i\Ii-ll:CiLIl!d ','!.'\I~,: August 4, 2006 Ms. Susan Tandle Container Bright 2410 Gettysburg Road Camp Hill, P A 17011 Re: SBFF Loan 004102158, DELINQUENT ACCOUNT Dear Ms. Tandle: A review of your Small Business First loan indicates that scheduled payments are past due. The following information is as of 7/31/2006: Current Principal Balance: Last Payment Date: Paid To Date: $111,661.62 5/30/2006 6/01/2006 Principal: Interest: Late Charges: Total: Current Period $ 2,029.33 $ 342.62 Past Due $2,023.01 $ 348.94 $ $2.371.95 Total Due $4,052.34 $ 69 1.56 $ 2,371.95 $4,743.90 In order to bring your account current, please remit your check for $4,743.90 payable to "Small Business First Program" to the following address (please write your loan number on your check): Small Business First Program LECS Comptroller's Office P.O. Box 884 Harrisburg, PA 17108-0884 Your immediate attention to this very serious matter is required. If you have any questions regarding the above information, please call me at 717-213-5042. Sincerely, Melissa N. McLaughlin Business Finance Officer r~nit~J RpCTinl' J::f"'l"\n^",,;~ n"...,..I~_.__ ___L n ~ .. VERIFICA nON The undersigned, Melissa N. McLaughlin, hereby verifies and states that: 1. She is the Business Finance Officer of Capital Region Economic Development Corporation; 2. She is authorized to make this Verification on its behalf; 3. The facts set forth in the foregoing Complaint are true and correct to the best of her knowledge, information and belief; and 4. She is aware that any false statements herein are made subject to the penalties of 18 Pa.C.S.A. ~4904, relating to unsworn falsification to authorities. Dated: 1// d.;;}/ C 0, .~~ Melissa N. McLaughlin Business Finance Officer :194418 ~ ...:.Dr- - < 6.::7 ~ -;: C. ~ "7" '<"'---- C/ ...~ ~ '"'>- ..", -<::> ? ."..... ~k_ r---. ~ - ""=...>.:- "'" ....=L ...f'" t C#O "7 CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA v. : No. b~ - '7 ~ 3 CONT AINERBRIGHT, INC., BRIAN J. TANDLE, and SUSANC. TANDLE, Defendants : CONFESSION OF JUDGMENT NOTICE TO: CONTAINERBRIGHT, INC., Defendant You are hereby notified that on November ~, 2006, judgment by confession was entered against you in the sum of$124,934.66, plus interest and costs, in e above-captio case. Date: YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA 17013 (717) 249-3166 (800) 990-9108 I hereby certify that the following is the address ofthe Defendant stated in the Certificate of Residence: ContainerBright, Inc. 2410 Gettysburg Road Camp Hill, PA 17011 SHUMAKER WILL Dated: i 1!;3d'!d v By Anthony J. Foschi, J.D. #55895 Evan C. Pappas, I.D. #200103 P.O. Box 88 Harrisburg, PAl 71 08 (717) 763-1121 I~ A CONTAINERBRIGHT, INC. Usted esta siendo notificado que el November _,2006, se anoto en contra suya un fallo por confesion en la suma de $124,934.66, en el caso mencionado en el epigrafe. FECHA: Protonotario USTED DEBE LLEV ARINMEDIATAMENTE ESTEDOCUMENTO A SU ABOGADO. SI USTED NO TIENE UN ABOGADO 0 NO PUEDE P AGARLE A UNO, LLAME 0 VA Y A A LA SIGUlENTE OFFICINAP ARAA VERIGUARDONDEPUEDE ENCONTRARASISTENCIA LEGAL. Cumberland County Bar Association 32 S. Bedford Street Carlisle, P A 17013 (717) 249-3166 (800) 990-9108 Certifico que law siguiente direccion es la del defendidos/a segun indicada en el certificado de residencia: ContainerBright, Inc. 2410 Gettysburg Road Camp Hill, PA 17011 Dated: lI/dd'/DLr By Anthony J. oschi, I.D. #55895 Evan C. Pappas, I.D. #200103 P.O. Box 88 Harrisburg, P A 17108 (717) 763-1121 :194418 CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA v. : No. IJt- & 7'1~ CONT AlNERBRIGHT, INC., BRIAN J. TANDLE, and SUSANC. TANDLE, Defendants : CONFESSION OF JUDGMENT NOTICE TO: BRIAN J. TANDLE, Defendant You are hereby notified that on November 22, 2006, judgment by confession was entered against you in the sum of$124,934.66, plus intere~d costs, in the above-capf ned case. YOU SHOULD TAKE THIS PAPER TO YOUR LA WYiRAT 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. Date: Cumberland County Bar Association 32 S. Bedford Street Carlisle, P A 17013 (717) 249-3166 (800) 990-9108 I hereby certify that the following is the address of the Defendant stated in the Certificate of Residence: Brian J. Tandle 4 Shea Court Carlisle, PA 17013 Dated: )1!J--;r!1J.,..f By Anthony J. Fosc I, I.D. #55895 Evan C. Pappas, I.D. #200103 P.O. Box 88 Harrisburg, P A 17108 (717) 763-1121 SHUMAKER WILL A BRIAN J. TANDLE Usted esta siendo notificado que el November _, 2006, se anoto en contra suya un fallo por confesion en la suma de $124,934.66, en el caso mencionado en el epigrafe. FECHA: Protonotario USTED DEBE LLEV ARINMEDIATAMENTE ESTEDOCUMENTO A SU ABOGADO. SI USTED NO TIENE UN ABOGADO 0 NO PUEDE P AGARLE A UNO, LLAME 0 V A Y A A LA SIGUIENTE OFFICINAP ARAA VERIGUARDONDEPUEDEENCONTRARASISTENCIA LEGAL. Cumberland County Bar Association 32 S. Bedford Street Carlisle, P A 17013 (717) 249-3166 (800) 990-9108 Certifico que law siguiente direccion es la del defendidos/a segun indicada en el certificado de residencia: Brian J. Tandle 4 Shea Court Carlisle, P A 17013 Dated: JII;}rloLt By Anthony J. oschi, I.D. #55895 Evan C. Pappas, I.D. #200103 P.O. Box 88 Harrisburg, PAl 71 08 (717) 763-1121 :194418 .# CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA v. :No. 0& - ~ 7'13 CONTAINERBRIGHT, INC., BRIAN J. TANDLE, and SUSAN C. T ANDLE, Defendants : CONFESSION OF JUDGMENT NOTICE TO: SUSAN C. T ANDLE, Defendant You are hereby notified that on November 24-, 2006, judgment by confession was entered against you in the sum of$124,934.66, plus interest and costs, in the above-capf ned case. Date: YOU SHOULD TAKE THIS PAPER TO YOUR LA WYERAT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. Cumberland County Bar Association 32 S. Bedford Street Carlisle, P A 17013 (717) 249-3166 (800) 990-9108 I hereby certify that the following is the address ofthe Defendant stated in the Certificate of Residence: Dated: /J/J-;Y!olo Susan C. Tandle 535 S. Middlesex Road Carlisle, P A 17013 By SHUMAKET~ AnthonyJ. Foschi, J.D. #55895 Evan C. Pappas, J.D. #200103 P.O. Box 88 Harrisburg, P A 17108 (717) 763-1121 - A SUSANC. TANDLE Usted esta siendo notificado que el November _,2006, se anoto en contra suya un fallo pOT confesion en la suma de $124,934.66, en el caso mencionado en el epigrafe. FECHA: Protonotario USTED DEBE LLEV ARINMEDIATAMENTE ESTE DOCUMENTO A SU ABOGADO. SI USTED NO TIENE UN ABOGADO 0 NO PUEDE P AGARLE A UNO, LLAME 0 V A Y A A LA SIGUlENTE OFFICINAP ARAA VERIGUARDONDEPUEDEENCONTRARASISTENCIA LEGAL. Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA 17013 (717) 249-3166 (800) 990-9108 Certifico que law siguiente direccion es la del defendidos/a segun indicada en el certificado de residencia: Susan C. Tandle 535 S. Middlesex Road Carlisle, PA 17013 Dated: {I /J:>/Ol..{ By Anthony . Foschi, I.D. #55895 Evan C. Pappas, I.D. #200103 P.O. Box 88 Harrisburg, P A 17108 (717) 763-1121 :194418 ,. CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA v. : No. 0 & - /; 7 '( 3 CONT AINERBRIGHT, INC., BRIAN J. TANDLE, and SUSAN C. TANDLE, Defendants : CONFESSION OF JUDGMENT CERTIFICATE OF RESIDENCE I hereby certify that the business address of Plaintiff is 3211 North Front Street, Harrisburg, PA 17110, that the last known business address of Defendant ContainerBright, Inc. is 2410 Gettysburg Road, Camp Hill, PA 17011, that the last known address of Defendant Brian J. Tandle is 4 Shea Court, Carlisle, P A 17013, and that the last known address of Defendant Susan C. Tandle is 535 S. Middlesex Road, Carlisle, PA 17013. Dated: I i/?-- 'J 10 ~ By Anthony J. oschi, I.D. #55895 Evan C. Pappas, I.D. #200103 P.O. Box 88 Harrisburg, P A 17108 (717) 763-1121 Attorneys for Plaintiff :194418 .. CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA v. : No. 0 ~ - & 7 <-t 3 CONTAINERBRIGHT, INC., BRIAN J. TANDLE, and SDSANC. TANDLE, Defendants : CONFESSION OF JUDGMENT CERTIFICATION OF NON-CONSUMER CREDIT TRANSACTION I certify, pursuant to the penalties of 18 Pa.C.S. ~4904 (pertaining to unsworn falsification to authorities), that this judgment is not being entered by confession against a natural person in connection with a "consumer credit transaction" as the same is defined in Pa RCiv.P. 2950. Dated: /I/:r//Ol..p By S~R7:- Anthony J. Foschi, 1.0. #55895 Evan C. Pappas, I.D. #200103 P.O. Box 88 Harrisburg, P A 17108 (717) 763-1121 Attorneys for Plaintiff :194418 ~ 017- "(J'I 80 N ~ :c ~~ g ij;~ ~~cg~~ ~ 2t~~ .:(.~-<. r<l g Q"""' (1 .:n ::;-J 1"0) r'0 rCl --:::"1 (;'? C",) o ~ f - CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA v. : No. 06-6743 CONT AINERBRIGHT, INC., BRIAN J. TANDLE, and SUSAN C. T ANDLE, Defendants : CONFESSION OF JUDGMENT AFFIDAVIT OF SERVICE COMMONWEALTH OF PENNSYLVANIA SS. COUNTY OF CUMBERLAND I, Michele A. Connor, being duly sworn according to law depose and say that on November 30, 2006, I served a Notice of Judgment and Execution Required by Rule 2958.1 upon Defendant Susan J. Tandle by depositing a true and correct copy of same in the possession of the United States mail, Certified Mail, Return Receipt Requested, addressed at 535 S. Middlesex Road, Carlisle, P A 17013. A copy of the signed return receipt card dated December 5, 2006 is attached hereto. Dated: / el// L!IO~ ~. {2(jUA-U) MIchele A. Connor Sworn to and subscribed before me ~:~t~= Notary Public My Commission Expires: COMMONWEALTH OF PENNSYLVANIA NoIarial Seal : 195099 KeIy L Troutman. Nolary PI.IJIc Camp HI 80m. Cunberland Cclulty My Commission Expires Ju1e 14, 2008 Member, Pennsylvania Association Of Notaries - f' U~) f'l' ,1 II -" vice CERTIFIED MAIL RECEIPT (l( /')' On' III fll() 111::'11 J L~) CU.L':(.~jt.. (,Jvlul;d; . ......> c :r- a- n f'- ~ OFFIC s:O :r- V ~ \\\~v\'" fU Postage $ Certified Fee ....... Return Receipt Fee o (Endorsement Required) C Restricted Delivery Fee o (Endorsement Required) Total Postage & Fees $ '-+. u, L-+ . n c C f'- . Complete items 1, 2, and 3. Also complete item 4 if Restricted Delivery is desired. . Print your name and address on the reverse so that we can return the card to you. . Attach this card to the back of the mail piece, or on the front if space permits. 1. ArtICle.~ to: f!> r;CAA. ::::r: ~ ..~ .-;,,~_\ rr _ . . \Wu.Lt 63.~ :). ('(\~~NW. Co1 Ll.s.lf I f A- I L u l 2:> o Agent o Addressee ate of Deliv,->' -S--ob D. Is delivery address dm--rt from it 1? 0 Yes If YES, enter delivery address below: 0 No 3. Service Type ~Certlfied Mall 0 Express Mail o Registered 0 Return Receipt for Merchendise o Insured Mail 0 C.O.D. 4. Restricted Delivery? (Extra Fee) 0 Yes 2. Article Number (Transfer from saNk 70n1 1940 0001 2184 81117 PS Form 3811, August 2001 Domestic Return Receipt 102595-01-M-0381 .. "~;" 1 ,....., c..:> c:;> 0"' c::> r'f'\ <' - 0::> \ ' c :i:, ...<. o -n .-1 ::r:-n In F:: ~r~~ Ie? , -!,~-1, - ~~;, t_./ ...: -.,', -.t ", r~; ~. - - ',...~r~; 5'" ..=-I 2 ~ &'" - ./ I t CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA v. : No. 06-6743 CONTAINERBRIGHT, INC., BRIAN J. TANDLE, and SUSAN C. T ANDLE, Defendants : CONFESSION OF JUDGMENT AFFIDAVIT OF SERVICE COMMONWEALTH OF PENNSYLVANIA SS. COUNTY OF CUMBERLAND I, Michele A. Connor, being duly sworn according to law depose and say that on November 30, 2006, I served a Notice of Judgment and Execution Required by Rule 2958.1 upon Defendant ContainerBright, Inc. by depositing a true and correct copy of same in the possession of the United States mail, Certified Mail, Return Receipt Requested, addressed at 2410 Gettysburg Road, Camp Hill, PA 17011. A copy of the signed return receipt card dated December 13,2006 is attached hereto. Dated: i3f'-l/(i){p ~~ Michele A. Connor Sworn to and subscribed before me this /'iMday of bt./!emher; 2006. i,Ohi, J ~iJman o Notary PublIc My Commission Expires: COMMONWEALTH OF PENNSYLVANIA NoIarial Seal KeIy L Troutman, Nolary Pttic : 195099 Camp HI Boro, Ctmberland Cou1ly My Commission Expires Ju1e 14, 2008 Member, PennSylvania Association Of Notaries ". , t lJ~, f'()~,tdl Set IItce CERTIFIED MAIL RECEIPT '!l ~l, stlL lLa, (J"i\ ".. "'i,' I '( ) LJ....vL...::tC.r IvvllJeUj ::r ~ 0 F F r:o ~ \'tI\{}\I. \J Postage $ ~ {\J Certifled Fee r=I Return ReceIpt Fee CJ (Endorsement Required) CJ Restricted 0eJ!very Fee CJ (Endo!llelllent RequIred) CJ Total Postage & Fees ::r l7"' r"I r"I CJ CJ f'- CIA .3 .~D \.~ ,\ .<' , 'C'/L d~'~' Zi ~cnl cf)'Helll ..f ".~ Vd ~ . Complete items 1, 2, and 3. Also complete item 4 if Restricted Delivery is desired. . Print your name and address on the reverse so that we can return the card to you. . Attach this card to the back of the mailpiece, or on the front if space permits. :'iI;; e..r -:& ljhi I J:f\C- , +~bUJJ 'Pel l-hl \, 0:t 1'/0 II 3. ~ice Type ~Certified Mail o Registered o Insured Mail o Express Mail o Return Receipt for Merchandise o C.O.D. 4. Restricted Delivery? (Extra Fee) 0 Yes 2. Article I 7001 1CJ40 nn01 2184 8424 t \" , I.! '! l' . ! ;1(j2~95:OO-M-0952" (-'j ......;> = 0 = w--" .1 0 ~ Z' " f'll ::r: .:::rJ C"') rn :rJ wS; r- IT! ri"''- en CJ :-< CJ ::> -) Z{-. $ ,J C iTi' ~ ~ .i:-- ,;::" --- , CAPITAL REGION ECONOMIC DEVELOPMENT CORPORATION, Plaintiff : IN THE COURT OF COMMON PLEAS OF : CUMBERLAND COUNTY, PENNSYLVANIA v. : No. 06-6743 CONT AINERBRIGHT, INC., BRIAN J. TANDLE, and SUSAN C. T ANDLE, Defendants : CONFESSION OF JUDGMENT AFFIDAVIT OF SERVICE COMMONWEALTH OF PENNSYLVANIA SS. COUNTY OF CUMBERLAND I, Michele A. Connor, being duly sworn according to law depose and say that on November 30, 2006, I served a Notice of Judgment and Execution Required by Rule 2958.1 upon Defendant Brian J. Tandle by depositing a true and correct copy of same in the possession of the United States mail, Certified Mail, Return Receipt Requested, addressed at 4 Shea Court, Carlisle, PA 17013. A copy of the signed return receipt card dated December 4, 2006 is attached hereto. ~ U~/l Dated: J.3"/rtf/olp Michele A. Connor Sworn to and subscribed before me this lL{fh day of &Umw, 2006. ~O~'PU~~{~ My Commission Expires: COMMONWEALTH PI YLVANIA Nolarlall SeIt I<eIy L.. Troutm." Notary NlIc : 195099 C8mp HI Bore. Cunberland Colriy My Commission E)lpires J\Il814, 2008 Member, Pennsylvania Association Of Notaries "~ .. , U S PO',l,,, Service CERTIFIED MAIL RECEIPT /(J(l/'II"" .111 On'y No I/J',L .11'( J ~ '( ver.l~.: ) \, / I M Return Receipt Fee C (Endorsement Required) C Restricted Delivery Fee C (Endorsement Required) ~ Total Postage & Fees $ 4. &- 4 IT" M M C C f'- c c ::r 1:0 Postage Certified Fee . Complete items 1 , 2, and 3. Also complete item 4 if Restricted Delivery is desired. . Print your name and address on the reverse so that we can return the card to you. . Attach this card to the back of the mailpiece, or on the front if space permits. 1. Article Addressed to: c. X D. Is ivery address different from item 1? If YES. enter delivery address below: o Agent Addressee DYes ONo t/ 1 Clrl J. I Clr\dL~ Lt' 9tLR. COuJ ~ L0:J tlSle \ 9A- II D\~ DEe -.. 5 2008 3: ~ Type ~ified Mail o Registered o Insured Mail o Express Mail o Return Receipt for Merchandise o C.O.D. 4. Restricted Delivery? (Extra Fee) 0 Yes 2. Artiel 7'D'rJ1 1940DD01 2184 84DD PS Form 3811, July 1999 Domestic Return Receipt 102595-00-M-0952 ~ r-' = c;:? 0"' o \~n C'J CO S. -00' t"lJri1 z:D ZC" <!)~ r:;C ~ ).7- c"'-, "?~ <..!) :P'C: ~ o -\1 ...4 ?f,-e _,,\ I t - ~~,(~? .- (~) ';', -,"I - ~:-~) f'(1 ":J :"<