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HomeMy WebLinkAbout94-06948 , . Group, a Pennsylvania general partnership, with a mailing address of 931 North Front street, Harrisburg, Dauphin County, pennsylvania, and 931 Associates, a Pennsylvania general partnership, with a mailing address of 931 North Front street, HarriSburg, Dauphin County, Pennsylvania, 17l02. The said partnership is the successor to Pentad Enterprises, a Pennsylvania business partnerShip. 3. Attached hereto and marked as Exhibit A is a true and correct copy of a certain Mortgage Note dated 30 April 1987 (the "Note") authorizing confession of judgment and duly executed by the Defendants. 4. Attached hereto and mar.ked as Exhibit B is a true and correct copy of that certain agreement modifying the terms of the Note duly executed by the Defendants. 5. The attached instruments have not been assigned. 6. Judgment has not been entered in any jurisdiction on the attached instruments authorizing coofession. 7. The Defendants have failed to make an annual payment to Plaintiffs in the amount of $50,000.00 due and payable on 30 October 1994 as required by Paragraph 1 of Exhibit A as modified by Exhibit B. Therefore, Defendants are in default and pursuant to the provisions of Exhibit A, all sums Defendants owe Plaintiffs are immediately due and payable. 2 'WKS Parkway. 6 AGREEMENT THIS AGREEMENT is made this 1st day of November, 1993, by and between: 931 ASSOCIATES, a Pennsylvania general partnership formerly known as Pentad Enterprises, consisting of the following partners: James D. Novinger, Gary L. Houck, and THE BARON GROUP, a Pennsylvania general partnership, consisting of Carl J. Davis, G. Douglas Rohrbaugh, and Thomas C. Crabtree (hereinafter referred to collectively as the "Mortgagors"); and CARL J. DAVIS, G. DOUGLAS ROHRBAUGH, THOMAS C. CRABTREE, JAMES D. NOVINGER and GARY L. HOUCK, each as individuals, (hereinafter referred to collectively as the "Individual partners"),,' and CHRISTOPHER E. DANIELS, SCOTT E. DAVIS, and EDWARD J. WEINTRAUB_ (hereinafter referred to collectively as the "Original Guarantors"), and DONNA M. DAVIS, BEVERLY ROHRBAUGH, PAULA CRABTREE, SANDRA K. NOVINGER, and PATRICIA HOUCK (hereinafter referred to collectively as the "New Guarantors"), and THE PARKWAY APARTMENTS PARTNERSHIP, a Pennsylvania general partnership (hereinafter referred to as the "Mortgagee"). Background Mortgagors and the Original Guarantors executed and delivered to Mortgagee a certain mortgage ("Mortgage") dated 30 April 1987. The Mortgage secures Mortgagor's obligation to Mortgagee in the principal amount of Four Hundred Thousand and OO/lOO ($400,000.00) Dollars, evidenced by a certain mortgage note ("Note") dated 30 April 1987 which was executed and delivered in 1 " connection with the Mortgage. The Individual Partners and t.he original Guarantors also executed and delivered to Mortgagee a guaranty dated 30 April 19B7 ("Guaranty") which was executed and delivered in 'Jonnection with the Mortgage and Note. The terms of the Mortgage, Guaranty and Note were clarified by an Agreement to clarify Terms of Mortgage and Guaranty Documents dated 30 April 19B7 (hereinafter collectively referred to as the "Documents"). It being the intention of the parties hereto to modify but not to supersede, supplant, or replace the Documents and the consideration for this Agreement being the mutual covenants agreed upon herein. NOW, THEREFORE, the parties hereto, intending to legally bind themselves, their heirs, successors and assigns hereby agree as follows: 1. Except as specifically provided in this Agreement, the original terms and conditions of the Documents are hereby ratified and confirmed and shall remain in full force and effect. 2. On 10 June 1992 judgments were entered in the Court of Common Pleas of Cumberland County at 2117 civil 1992 and at 21lB civil 1992 and in the Court of Common Pleas of Dauphin County at 1731 N 1992 and at 1732 N 1992 (hereinafter collectively referred to as the "Judgments") pursuant to the terms of the Documents. Mortgagee hereby agrees that upon the execution of this Agreement and the payment of all sums to Mortgagee immediately due 2 hereunder, including $l2,OOO.OO in attorney's fees payable to Andes, Vaughn & Bangs, to vacate but not satisfy the Judgments. The parties hereto acknowledge and agree that the vacation of the Judgments places all parties in the same position they were before Mortgagee instituted any action to confess judgment and that accordingly, Mortgagee may pursuant to the terms of the Documeuts or this Agreement at any time in the future, confess judgment against any of the parties hereto for any default or breach of the terms of the Documents or this Agreement which may occur subsequent to the date hereof. 3. The original terms and conditions of the Guaranty are hereby ratified and confirmed and shall remain in full force and effect except that: (a) All references in the Guaranty to the Borrower shall hereafter be deemed to refer to the Mortgagors. (b) All references in the Guaranty to the Mortgage and Note shall hereafter be deemed to refer to those documents as modified by this Agreement. (c) All references in the Guaranty to the Guarantors shall hereafter be deemed to refer to the Individual Partners, the original Guarantors, and the New Guarantors. 4. Each of the Individual Partners and original Guarantors hereby acknowledges and affirms that their liability pursuant to the terms of the Guaranty, attached hereto as Exhibit A and incorporated herein by reference, continues unaffected by this Agreement. Each of the Mortgagors and Individual Partners hereby 3 acknowledges and affirms that the indemnification of the original Guarantors by the Mortgagors and Individual Partners continues unaffected by this Agreement. All New Guarantors hereby acknowledge and affirm that each is now jointly and severally liable as a "Guarantor" as defined by and pursuant to the terms of the Guaranty. 5. WITHOUT LIKITING THE GENERALITY OP THE POREGOING, EACH OP THE INDIVIDUAL PARTNERS, ORIGINAL GUARANTORS, AND NEW GUARANTORS RATIPIES AND CONFIRMS THE WARRANT OP ATTORNEY IN THE GUARANTY. 6. The original terms and conditions of t~e Note are hereby ratified and confirmed and shall remain in full force and effect except that: (a) All references in the Note to the Maker shall hereafter be deemed to refer to the Mortgagors. (b) All references in the Note to the Note and Mortgage shall hereafter be deemed to refer to the Note and Mortgage as modified by this Agreement. (c) Paragraphs land 2 of the Note are hereby deleted in their entirety and the following language is substituted therefore: l. Payments of principal and interest at the rate of nine (9%) percent per annum shall be made in equal monthly installments of Five Thousand and OO/lOO ($5,000.00) Dollars to be applied first to interest due and any balance applied to principal, on the 4 " (b) All references to the Note and Mortgage shall be deemed to refer to those documents as modified by this Agreement. (c) The first four sentences of paragraph 4 of the Mortgage are hereby deleted in their entirety and the following language is substituted: Mortgagor shall on or before 1 December 1993 and annually on that date thereafter during the term of this Mortgage cause to be prepared and provided to Mortgagee annual financial statements. said statements are to be prepared in accordance with generally accepted accounting principles and certified by the Mortgagors I accountants. " (d) After the final sentence of parag!aph 4 of the Mortgage, the following language shall be added: Mortgagor as well as any and all individuals comprising Mortgagor shall on or before 1 December 1993 and annually on that date thereafter during the term of this Mortgage, provide Mortgagee with copies of their respective most recent federal tax returns. In addition all individuals comprising Mortgagor shall each, on or before 1 December 1993 and annually on that date thereafter during the term of this Mortgage, provide Mortgagee with detailed personal financial statements as prepared by their respective accountants. said statements are to be prepared in accordance with generally accepted accounting principles and certified by their respective accountants. (e) Paragraphs 12(a) and (b) of the Mortgage are hereby deleted in their entirety and the following language is substituted: 6 . " (a) The failure of Mortgagor to pay any installment of principal and interest as the same becomes due and payable. (b) The failure of Mortgagor to pay any other sum required to be paid in the Note or in the Mortgage. 8. Upon the occurrence of any event of default pursuant to the terms of the Documents or any breach of this Agreement, Mortgagors, the Individual Partners, the original Guarantors, and the New Guarantors irrevocably authorize and empower any Prothonotary, clerk oz' attorney of any court of record to appear ,. for and confess judgment against them jointly and severally in favor of Mortgagee, its successors or assigns for such amount as is unpaid pursuant to the terms of the Documents with the accrued interest together with costs and attorney's fees of five (5%) percent of the full amount pursuant to the terms of the Documents (but not less than $500.00), with or without declaration filed, with interest and costs, release of error, without stay of execution; Mortgagors, the Individual Partners, the Original Guarantors, and the New Guarantors further authorize the immediate issuing of appropriate writs of execution upon which real or personal property may be sold without delay as provided by law or the Rules of civil Procedure governing the enforcement of judgments and waives the right of inquisition on any real estate that may be levied upon to collect the amount due under a judgment obtained by virtue hereof and does voluntarily condemn the same; Mortgagors, the Individual Partners, the Original 7 . , " Guarantors, and the New Guarantors further waives and releases all relief from any and all appraisement, stay, exemption or homestead laws of any state, now in force or hereafter passed, and any right to accept, strike off, open or appeal from the judgment so entered; and if a true copy of this instrument shall be filed in any such action, it shall not be necessary to file the original as a warrant of attorney, any rule of court to the contrary notwithstanding. No single exercise of the foregoing warrant and power to confess judgment shall be deemed to exhaust the power, but it shall continue undimini~hed and may be exercised from time to time as often as Mortgag~e shall elect, until all sums payable by the Mortgagors, the Individual Partners, the original Guarantors, and the New Guarantors have been paid in full. 9. The words Mortgagors, -Individual Partners, original Guarantors, and New Guarantors includes singular or plural, individuals and or other legal entities and their reupective heirs, executors, administrators, successors and assigns as the case may be. As more than one party is named as Mortgagors, Individual Partners, original Guarantors, and New Guarantors, the obligation of each such party is joint and several. Mortgagors, Individual Partners, original Guarantors and the New Guarantors intend this to be a sealed instrument and to be legally bound hereby. 8 .- 10/29/93 1&:40 REED SMITH SH=lW & MCCLAY HJX;,f'I:l. 717 233 5b0S /-0, 393 002 . . . . .' . 931 ASSOCIATES ~1(jfIPL- , ( SlW.) w(1fp~ I , CSBAL) I TIm IIARON GROtJP ~~ ( BAL) .' klTNESS I I fllf!;~ ~~J ) ~~/1 \<InNESS ' . I j I fSEAL) , I ~EAL) ~,' WITNESS ,~ ( SEAL) QUi Audtfr J;;3 ~ SEAL) WITNESS ~~/k ( SI:AL) 9 :0- m -.... ~ o' .' <'oJ f-; '-l i=': " ,) q {~ :.)...# 'S ~6 (L: '-.J ~f~ . " C);', -: Cl:",~ r1l ~ - ( : '.D , ""I _. lL I u:11! t. ~ " "r I , t.' :--J I" L~ I, i ~._ ~ t ,.. tn ::j U C" U '4 r"Y , r ~ 0:} 'VI u ~ . g, 0( . Z III 0( > ~ ~ 1-0 >- u. Ul o < z ai E~ .. ul ~ I . z >- 0 ~== ::i ~ 0( t;; ..J ...l w ...l a: 0- ~ Ul ~ :l: J 0 i ~ ~ e- .L'"' .,-- ..... ~~. RELEASE OP JUDGMENT LIEN AGAINST THIS RELEASE is executed this ~~ay of November, 1995, by ELIZABETH M. ANDREWS, CATHERINE W. TROUP, ROBERT W. TROUP, JR., ELAINE M. DELONE, J. HENRY TROUP, III and NANCY T. RISSER, trading and doing business as PARItWAY APARTMENTS PARTNERSHIP, a pennsylvania general partnership (herein referred to as "Judgment Creditor") in favor of THE BARON GROUP, a pennsylvania general partnership (herein referred to as "Judgment Debtor") . In consideration for an amount equal to the net sales proceeds otherwise payable to the Judgment Debtor from the sale of the real property known as Unit No. 305, Cedar Run Apartments, Building 2109, a Condominium, Lower Allen Township, cumberland County, Pennsylvania (herein referred to as the "property"), paid to Judgment Creditor by Judgment Debtor, receipt of which is hereby aCknowledged, Judgment Creditor hereby releases the property from all claim to or interest in the same, or any part thereof, which Judgment Creditor may have under and by virtue of the judgment entered December 9, 1994, in the Cumberland County Court of Common Pleas under Docket No. 6948-1994 against Judgment Debtor et al for the sum of $337,352.33, and from all liens or encumbrances that have attached to the same by rec:.son of the recovery of the judgment as free and clear, in all respects as though the judgment had not been entered. IN WITNESS WHEREOF, Judgment Creditor has hereunto set its as of the date first written above.-.~ ( ..\, / \ r:/ .' --?./ '" '-7---r (/) ... _ /' ('/fe'- . //1 ! ./ A.. - ELAINE M. DELONB, individually, and as Attorney-in-Fact for: ELIZABBTHM. ANDREWS, CATHERINE W. TROUP, ROBERT W. TROUP, JR., J. HENRY TROUP, III and NANCY T. RISSBR, all t/d/b/a PARItWAY APARTMENTS PARTNERSHIP COMMONWEALTH OF PENNSYLVANIA /l .. _. I. .. ~ ." ~ SS. COUNTY OF L:.U.JYllla...lAJUH"--l)/......- : On this, the c?9thday of November, 1995, before me, a Notary Public, the undersigned officer, personally appeared BLAINE M. DELONE, individually, and as Attorney-in-Fact for BLIZABETH M. ANDREWS, CATHERINE W. TROUP, ROBERT W. TROUP, JR., J. HENRY TROUP, III and NANCY T. RISSER, all t/d/b/a PARKWAY APARTMENTS PARTNERSHIP, known to me (or satiSfactorily proven) to be the person whose name is subscribed to the within Release, and acknOWledged that she executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto se my hand and official Seal. No ary Public My commission Expires. NOIAIlloILU llIUAIIl~NOIAll\'MUc lDIOYIIE DIG, QlII80UND co. M. IIYCXlIIIUSfIOll DND_7.tgge ~ C) (': ,~ I- " :.)...,... 0 - U" l:'k :'I: (J~.~ ~2 ..:~ r"J:.i c, -. ,. I .:~ (? ! ll:'t. !~; ;< IT: t" ( t ~ : IIJ I'" l'.! ~:ll'.l.. W :::i "- It) 0 (j' U ... .- -+; ! ~ -1 .... 4 '-1:: Cl_ I It) it ~ .. !: III ~ ill ~ ~ ~ ~ j ~ ~ ~ <:~a;E ...l ~ ~ g :. ~ ~ ~ ~ E i ~ ~ ~. < .;: ~ (fJ :I x ~ . . . . J Cumberland County Recorder's Office February 19, 1901, in Misc. Book 261, Page 937, and an amendment thereto recorded in Misc. Book 263, Page 971, incorporating a plan recorded in Plan Book 39, Page 199, the same being a one bedroom unit with an undivided interest of 3.984375~ in the common elements, TOGETHER with the rights and privileges, and SUBJECT to the obligations, as set forth in the said Declaration. BBING part of the same premises which Cedar Run, Inc., by Deed dated 8eptember 2, 1978, recorded in Deed Book D, Volume 27, Page 369, Cumberland County Records, conveyed to William K. Whitlock and Elizabeth S, Whitlock, his wife. 1. The F.auitable interest in the aforesaid property has descended as follows: A. William H. Whitlock and Elizabeth S. Whitlock, his wife, by Agreement recorded in Misc, Book 264, Page 939, to Donald H. Haselhuhn and Eleanor Haselhuhn, his wife; B. Donald H. Haselhuhn and Eleanor Haselhuhn, his wife, to Glenn R. Enck, III, by Agreement recorded in Misc. Book 264, Page 933; C. assigned recorded An undivided ~ interest in the aforesaid Agreement from Glenn R. Enck, III, to Glenn R. Enck by Agreement in Misc. Book 264, Page 932; D. Glenn R. Enck and Glenn R. Enck, III, (with joinder of Bpouses) to Frank J, Luksay by Agreement recorded in Misc. Book 268, Page 628; E. Frank J. Luksay to Robert W. Goodwin and Beatrice T. Goodwin, his wife, by Agreement recorded in Misc. Book 300, Page 521: F. Robert W. Goodwin and Beatrice T. Goodwin, his wife, to The Baron Group by Agreement recorded in Misc. Book 340, Page 639. 2. The I~oal title in the above described premises has descended as follows: I A. Deed from William K. Whitlock nnd Elizabeth S. Whitlock, his wife, and Glenn R. Enck and Glenn R. Enck, III, joined by their spouses, Agnus J. Enck and Cheryl A. Enck to Fleet Finance, Inc., by deed dated January 5, 1984, and recorded May 27, 1980, in Deed Book J, Volume 33, Page 120: 2 II I ELIZABETH M. ANDREWS, RORERT W. TROUP, JR,. ELAINE M. DeLONE, J. HENRY TROUP, III, NANCY T. RISSER, and CATHERINE W, TROUP, t/d/b/a PARKWAY APARTMENTS, a Pennsylvania partnership, Plaintiffs vs, G, DOUGLAS ROHRBAUGH, THOMAS C. CRABTREE, and CARL J, DAVIS, t/d/b/a THE BARON GROUP, a Pennsylvania general partnership, and collectively t/d/b/a 931 ASSOCIATES, a Pennsylvania general partnership, Defendants ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW NO. 94-6946 CIVIL TERM ORDF.R TO MARt: J1RX:M17.NT SATISPIF..D TO THE PROTHONOTARY: Mark the judgment in the above matter satisfied upon pay.ent of your costs only. /(fJ jO, ~o '.':' 0 ...c: u' ~i'l Bart DeLone -;J (,I co .'J mc-;, " :!1 , Attorney for Plaintiffs ..... f'J ~~~ Po'! 525 North 12th Street ~;~:.; c.., .JC :; Lemoyne, PA 17043 :-;:(:) Cl :;!:t\ (717) 761-5361 ~;('~ ,'J ~:8 "'~ ~ i.:5 --I , - :.j c.:> :'2.l -, -..