J-A11015-16

NON-PRECEDENTIAL DECISION - SEE SUPERIOR COURT I.O.P. 65.37

ONE PENN ASSOCIATES LP, IN THE SUPERIOR COURT OF

PENNSYLVANIA

Appellee

v.

NANCY WASSER AND JOHN M. 

CORCORAN,

Appellants No. 1844 EDA 2015

Appeal from the Order Entered May 12, 2015

In the Court of Common Pleas of Philadelphia County

Civil Division at No(s): April Term, 2014, No. 2169

BEFORE: SHOGAN, MUNDY, and FITZGERALD,*JJ.

MEMORANDUM BY SHOGAN, J.: FILED JULY 15, 2016

Appellants, Nancy Wasser and John M. Corcoran, appeal from the 

order entered May 12, 2015, that reinstated judgment entered pursuant to 

the complaint in confession of judgment and denied Appellants’ petition to 

strike judgment. We affirm.

The trial court set forth the facts of this case as follows:

On June 17, 1992, Nancy Wasser and John M. Corcoran 

entered into a commercial lease (“Lease”) with Richard I. Rubin 

& Company, Inc. as agents for Suburban Station Associates, L.P. 

Ms. Wasser and Mr. Corcoran are both attorneys and rented 

commercial space on the 11th Floor of One Penn Center located 

at 1617 John F. Kennedy Boulevard [in Philadelphia] for a law 

office for a term of five years.

____________________________________________

*

 Former Justice specially assigned to the Superior Court.
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On March 27, 1997, Ms. Wasser and Mr. Corcoran entered 

into a First Amendment to Lease with Suburban Station 

Associates which provided for an expansion of the commercial 

premises and extended the term of the [L]ease through February 

28, 2002. The First Amendment to Lease also reflected an 

increase in the minimum rental payment to $2,470.67 per 

month. The First Amendment to Lease provided that “[t]he right 

to enter judgment or judgments by confession . . . may be 

exercised by an assignee of Landlord’s right, title, and interest in 

the Lease.” (First Amend. To Lease ¶ 5(c)).

In early 20021, Ms. Wasser and Mr. Corcoran entered into 

a Second Amendment to Lease with Suburban Station Associates 

which extended the term of the Lease through February 28, 

2007. The Second Amendment to Lease also reflected an 

increase in the minimum rental payment to $3,052.00 per 

month. The Second Amendment to Lease provided that “the 

terms, covenants, and conditions contained in this Amendment 

shall bind and inure to the benefit of the parties hereto and their 

respective successors and permitted assigns.” (Second Amend. 

To Lease ¶ 11). 

1 The specific date the Second Amendment to Lease 

was signed was not documented on the instrument.

On December 31, 2002, One Penn Associates, L.P. [(“One 

Penn”)] purchased 1617 John F. Kennedy Boulevard from 

Suburban Stations Associates, L.P. On December 31, 2006, Ms. 

Wasser and Mr. Corcoran entered into a Third Amendment to 

Lease with One Penn Associates which extended the term of the 

Lease through February 28, 2014. The Third Amendment to 

Lease also reflected an increase in the minimum rental payment 

to $3,270.00 per month. The Third Amendment to Lease 

provided that “[t]he right to enter judgment or judgments by 

confession . . . may be exercised by any assignee of Landlord’s 

right, title, and interest in this Lease.” (Third Amend. To Lease ¶ 

6).

On September 12, 2013, Ms. Wasser requested for the 

Lease to be prematurely terminated. At some point in December 

2013, Ms. Wasser and Mr. Corcoran vacated the premises. 

Consequently, Ms. Wasser and Mr. Corcoran did not pay the 

monthly rent for January 2014 and February 2014. On February 

25, 2014, One Penn Associates LP notified Ms. Wasser and Mr. 
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Corcoran of the default and requested immediate payment of 

past due monthly rent. One Penn Associates LP now asserts that 

because Ms. Wasser and Mr. Corcoran are in default of the terms 

of the Lease it is permitted to recover under the Confession of 

Judgment clause in the Lease.

Trial Court Opinion, 11/14/14, at 1-3.

The trial court summarized the procedural history of this case as 

follows:

On April 21, 2014, [One Penn] filed a complaint in 

confession of judgment against Nancy Wasser and John M. 

Corcoran (hereinafter “Appellants”). [One Penn] alleged that 

[One Penn] and Appellants entered into a commercial lease on 

December 31, 2006 for office space on the 11th Floor of 1617 

John F. Kennedy Boulevard, Philadelphia, PA. [One Penn] 

averred that Appellants breached the lease, triggering the 

lease’s Confession of Judgment clause. [One Penn] alleged that 

Appellants failed to pay rent, taxes, and late fees, owing [One 

Penn] $7,694.49, including attorney’s fees.[1]

On June 26, 2014, Appellants filed a Petition to Strike 

Judgment Entered by Confession. [One Penn] did not file a 

response to Appellants’ Petition to Strike Judgment Entered by 

Confession.[2] On September 24, 2014, [the trial court] entered 

an order granting Appellants’ Petition to Strike Judgment Entered 

by Confession.1 On September 26, 2014, [One Penn] filed a 

Motion for Reconsideration regarding [the trial court’s] 

September 24, 2014 Order. On October 1, 2014, [the trial 

court] denied [One Penn’s] Motion for Reconsideration. On 

October 7, 2014, [One Penn] filed a timely appeal. Statements 

of Matters Complained of on Appeal were requested and properly 

tendered on October 24, 2014.

____________________________________________

1 The confession of judgment was entered that same day. 

2 Despite this assertion by the trial court, the record reflects that on July 16, 

2014, One Penn filed a response in opposition to the motion to strike. 
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1

[The trial court’s] September 24, 2014 Order was 

signed on September 22, 2014.

On November 14, 2014, [the trial court] issued a 1925(a) 

Opinion stating that [it] erred in granting Appellants’ Petition to 

Strike Judgment Entered by Confession and denying [One 

Penn’s] Motion for Reconsideration.

On January 13, 2015, the Superior Court remanded the 

matter to [the trial court] and relinquished jurisdiction.[3] 

On February 12, 2015, [the trial court] vacated both the 

September 22, 2014 Order granting Appellants’ Petition to Strike 

Judgment Entered by Confession and the October 1, 2014 Order 

denying [One Penn’s] Motion for Reconsideration. Additionally, 

[the trial court] reinstated the Complaint that was entered in 

Confession of Judgment on April 21, 2014. 

On May 12, 2015, [the trial court] amended the February 

12, 2015 Order to reflect that the September 22, 2014 Order 

granting Appellants’ Petition to Strike Judgment Entered by 

Confession, having been vacated on February 12, 2015, was 

denied. The May 12, 2015 Order also reflected that the 

Judgment pursuant to the Complaint entered in Judgment was 

reinstated.

On June 11, 2015, Appellants filed a timely appeal. 

____________________________________________

3 The per curiam order issued by the Superior Court stated as follows:

Upon consideration of the memorandum opinion of the 

Honorable George W. Overton, dated November 14, 2014, this 

matter is hereby REMANDED to the trial court.

Jurisdiction is relinquished.

One Penn Associates, L.P. v. Wasser, 3036 EDA 2014, Order (Pa. Super. 

filed January 13, 2015).
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Trial Court Opinion, 7/21/15, at 1-3. Both the trial court and Appellants 

complied with Pa.R.A.P. 1925.

Appellants present the following issues for our review:

(1) Did the lower court exceed its jurisdiction when it sua 

sponte entered an Amended Order, in violation of 42 Pa.C.S. 

§5505, without giving the parties notice or an opportunity to be 

heard?

(2) Were [Appellants] denied due process of law when they 

were denied a hearing despite the issuance of a Rule to Show 

Cause granting them a hearing?

(3) Should the lower court have granted [Appellants’] petition 

to strike the judgment entered by confession as there was no 

assignment?

(4) Should the court below have granted the petition to strike 

judgment by confession where there were defects on the face of 

the record?

(5) Should the court below have granted the petition to strike 

judgment entered by confession where the Complaint set forth 

grossly excessive amounts and included recovery for items not 

permitted in the Lease?

(6) Does this court have jurisdiction as this is a timely appeal 

from a final order?

Appellants’ Brief at 3.

We shall address Appellant’s final issue first and consider One Penn’s 

argument regarding this Court’s jurisdiction to hear this appeal. See 

Morningstar v. Hoban, 819 A.2d 1191, 1194 (Pa. Super. 2003) (explaining 

that we lack jurisdiction to consider the merits of an untimely appeal.). One 

Penn filed an application to quash this appeal on the basis that Appellants’ 

appeal is untimely. Application to Quash Appeal, 8/7/15, at 6. On 
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September 23, 2015, this Court filed an Order denying the motion to quash 

the appeal without prejudice to the moving party’s right to again raise the 

issue before the merits panel. In their brief, One Penn contends that the 

order issued by the trial court on February 12, 2015, was the final 

appealable order, and that Appellants were required to appeal from that 

order. Id. at 7-8. Thus, it is their position that the notice of appeal filed by 

Appellants on June 11, 2015, was untimely. Id.

Of relevance is the language of the orders issued. The trial court’s 

order issued February 12, 2015, provides as follows:

AND NOW, this 12th day of February, 2015, upon consideration 

of the Superior Court order dated January 13, 2015, it is hereby 

ORDERED that the Order dated September 22, 2014 granting 

[Appellants’] Petition to Strike Judgment Entered by Confession 

is VACATED. It is further Ordered that the Order dated October 

1, 2014 denying [One Penn’s] Motion for Reconsideration is 

VACATED. The Complaint entered in Confession of Judgment 

on April 21, 2014 is hereby REINSTATED.

Order, 2/12/15, at 1.

The May 12, 2015 order provides as follows:

The Order dated September 22, 2014 granting [Appellants’] 

Petition to Strike Judgment Entered by Confession is VACATED. 

It is further ORDERED that [Appellants’] Petition to Strike 

Judgment Entered by Confession is DENIED; and 

The Judgment pursuant to the Complaint in Confession of 

Judgment is hereby REINSTATED.

Order, 5/12/15, at 1. 

Thus, judgment was not reinstated until issuance of the May 12, 2015 

order. The February 12, 2015 order simply reinstated the complaint in 
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confession of judgment. As such, the May 12, 2015, order was the final 

appealable order. Because Appellants filed a notice of appeal within thirty 

days of the entry of judgment, the appeal is timely, and this Court has 

jurisdiction to consider it. See Taxin v. Shoemaker, 799 A.2d 859, 860 

(Pa. Super. 2002) (A notice of appeal must be filed within thirty days of 

entry of the judgment.) 

We next consider Appellants’ first and second issues raised on appeal. 

Despite listing these issues separately, Appellants address them together in 

their brief. As the issues are inter-related, we too shall address them 

together.

Appellants argue that they were denied due process because they 

were not afforded the opportunity to be heard on their petition to strike at a 

hearing. Appellants’ Brief at 11. Appellants contend that the August 12, 

2014 Rule to Show Cause, which also scheduled a hearing, entitled them to 

a hearing. Id. When the case was remanded, Appellants posit, the parties 

awaited the scheduling of a hearing based on the August 12, 2014 Rule to 

Show Cause, and because the February 12, 2015 order simply reinstated the 

complaint in confession of judgment. Id. Appellants contend that when, on 

May 12, 2015, without notice to either party, the trial court sua sponte 

entered judgment, the trial court violated Appellants’ rights to due process. 

Id. Appellants further contend that the trial court’s actions disregarded 42 

Pa.C.S. § 5505. Id. 
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We first note that 42 Pa.C.S. § 5505 provides as follows:

Except as otherwise provided or prescribed by law, a court 

upon notice to the parties may modify or rescind any order 

within 30 days after its entry, notwithstanding the prior 

termination of any term of court, if no appeal from such order 

has been taken or allowed.

42 Pa.C.S. § 5505. As the trial court aptly recognized, however, 

this rule must be read in conjunction with the inherent power of 

the courts to amend its records, to correct mistakes of the clerk 

or other officer of the court, inadvertencies of counsel, or supply 

defects or omissions in the record, even after the lapse of the 

term. This power is reflected in Rule 1701(b)(1) of the Rules of 

Appellate Procedure. Pa.R.A.P. 1701(b)(1).

Manack v. Sandlin, 812 A.2d 676, 680 (Pa. Super. 2002). This Court has 

explained, “a court has inherent power ‘to amend its records, to correct 

mistakes of the clerk or other officer of the court, inadvertencies of counsel, 

or supply defects or omissions in the record’ at any time.” Manufacturers 

and Traders Trust Co. v. Greenville Gastroenterology, SC, 108 A.3d 

913, 921 (Pa. Super. 2015).

In addressing this issue, the trial court provided a detailed discussion 

of its actions. We reproduce the most relevant portion of that explanation 

herein, which stated as follows:

In the instant case, there was an obvious need for the 

record to be amended to reflect the true intentions of [the trial 

court]. The [trial court] thought that by reinstating the 

complaint and vacating the Order striking the judgment [in its 

February 12, 2015 order], the judgment would be automatically 

reinstate[d] as there would have been no valid order striking 

that judgment. In coming to this conclusion, [the trial court] 

looked to how confessed judgments are stricken or opened. The 
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[trial court] used that to determine that if the judgment was not 

properly stricken, it would stand as entered by the Prothonotary.

“A confessed judgment will be stricken [‘]only if a fatal 

defect or irregularity appears on the face of the record.[’]” 

Graystone Bank v. Groves Estates, LP, 58 A.3d 1277 

(Pa.Super.2012). A judgment by confession will be opened if the 

petitioner acts promptly, alleges a meritorious defense, and 

presents sufficient evidence in support of the defense to require 

the submission of the issues to a jury. Ferrick v. Bianchini, 2013 

PA Super 116, 69 A.3d 642, 647 (2013) (citing Crum v. F.L. 

Shaffer Co., 693 A.2d 984 (Pa. Super. 1997)). Having made the 

finding that there was no fatal defect on the face of the record 

justifying the judgment to be stricken, [the trial court] assumed 

that judgment would be valid and effective as of April 21, 2014, 

when the Prothonotary entered judgment.

Pursuant to [One Penn’s] Complaint in Confession of 

Judgment, the Prothonotary entered Judgment on April 21, 

2014. The Docket states “JUDGMENT ENTERED BY CONFESSION 

FOR THE SUM OF $7,694.49.” Therefore, upon [the trial court’s] 

finding that the confessed judgment should not have been 

stricken on September 22, 2014, and upon the [trial court’s] 

vacation of the September 22, 2014 Order, the [trial court] 

thought the judgment by the Prothonotary was automatically 

reinstated after the Order striking it was vacated.

On or around May 12, 2015, the Court of Common Pleas 

Trial Division notified [the trial court] that reinstating the 

Complaint did not technically reinstate the judgment. The Court 

of Common Pleas Trial Division also informed [the trial court] 

that even though the September 22, 2014 Order was vacated, 

[Appellants’] Petition to Strike Judgment Entered by Confession 

would still need to be either granted or denied by [the trial 

court]. Consequently, the [trial court] promptly amended the 

Order simply to clarify of [sic] the record. [The trial court] did 

not make any substantive changes to its original February 12, 

2015 Order.

As previously stated, the February 12, 2015 Order 

reinstated the Complaint in Confession of Judgment. The May 

12, 2015 Amended Order clarified that the confessed judgment, 

which had been entered by the Prothonotary on April 21, 2014, 

was to be reinstated. The February 12, 2015 Order and the May 
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12, 2015 Amended Order were both in accord with the 

November 14, 2014 Opinion, which clearly presented the [trial 

court’s] finding that [One Penn] had the right to enter judgment 

in confession and that the [trial c]ourt had erred by striking the 

confessed judgment. The [trial c]ourt explicitly stated in its 

November 14, 2014 Opinion that “because the amendments to 

the Lease provided for the confession of judgment by successors 

in title, [the trial court] erred by granting [Appellants’] Petition 

to Strike Judgment Entered by Confession.”

Trial Court Opinion, 7/21/15, at 5-7 (internal citations omitted). 

As the trial court described, the May 12, 2015 order was a clarification 

of the February 12, 2015 order. The May 12, 2015 order explicitly stated 

that the consequence of the trial court’s vacation of the September 22, 2014 

order granting Appellants’ petition to strike, was that Appellants’ petition to 

strike was denied. Additionally, it clarified that denial of Appellants’ petition 

to strike resulted in reinstatement of the judgment in One Penn’s favor. 

Thus, the trial court did not violate the strictures of 42 Pa.C.S. § 5505. It 

simply utilized its inherent authority to amend the patently obvious mistake 

on the record and clarify its intent and resulting consequences when it 

vacated Appellants’ petition to strike. Thus, we find no merit to this claim.

Furthermore, and relatedly, we cannot agree that the trial court erred 

by failing to grant Appellants a hearing on their petition to strike. First, as 

noted, the entry of the May 12, 2015 order was a clarification of the 

February 12, 2015 order and the trial court’s decision to deny Appellants’ 

petition to strike. Thus, Appellants were not entitled to a hearing between 

issuance of the February 12, 2015 and May 12, 2015 orders. Secondly, 
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Appellants are not entitled to a hearing on their petition to strike a confessed 

judgment. As will be discussed in greater detail in addressing Appellants’ 

subsequent issues, a petition to strike a confessed judgment is based on the 

record itself, limited to the complaint in confession of judgment and the 

attached exhibits. Hazer v. Zabala, 26 A.3d 1166, 1169 (Pa. Super. 2011). 

Thus, given the standard of review, a trial court is not permitted to consider 

additional information outside of the record when deciding a petition to 

strike a confessed judgment. Consequently, we cannot agree that the trial 

court was required to conduct a hearing on Appellants’ petition to strike.

Thirdly, Appellants’ reliance on the trial court’s previous Rule to Show 

Cause order as a basis entitling them to a hearing on their petition to strike 

is misplaced. As reflected by the record, the trial court indeed issued a Rule 

to Show Cause on August 12, 2014. The Rule to Show Cause, however, was 

entered upon One Penn to show cause why Appellants’ Petition to Strike 

judgment entered by confession should not be granted. Rule to Show 

Cause, 8/12/14, at 1. Thus, we cannot agree with Appellants’ 

characterization that, by issuing this Rule to Show Cause, the trial court 

recognized their “right to notice and an opportunity to be heard on their 

petition to strike.” Appellants’ Brief at 11. Thus, we find no merit to 

Appellants’ claim that they were denied due process “when they were denied 

a hearing despite the issuance of a Rule to Show Cause granting them a 

hearing.” Appellants’ Brief at 3. 
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In their remaining three issues, Appellants assert, for varying reasons, 

that the trial court should have granted their petition to strike the confessed 

judgment. We begin our discussion by setting forth the principles related to 

a petition to strike a confessed judgment.

We observe:

A petition to strike a judgment is a common law 

proceeding which operates as a demurrer to the record. A 

petition to strike a judgment may be granted only for a fatal 

defect or irregularity appearing on the face of the record.

In considering the merits of a petition to strike, the 

court will be limited to a review of only the record as 

filed by the party in whose favor the warrant is 

given, i.e., the complaint and the documents which 

contain confession of judgment clauses. Matters 

dehors the record filed by the party in whose favor 

the warrant is given will not be considered. If the 

record is self-sustaining, the judgment will not be 

stricken.... An order of the court striking a judgment 

annuls the original judgment and the parties are left 

as if no judgment had been entered.

In other words, the petition to strike a confessed judgment 

must focus on any defects or irregularities appearing on the face 

of the record, as filed by the party in whose favor the warrant 

was given, which affect the validity of the judgment and entitle 

the petitioner to relief as a matter of law. The record must be 

sufficient to sustain the judgment. The original record that is 

subject to review in a motion to strike a confessed judgment 

consists of the complaint in confession of judgment and the 

attached exhibits. 

In contrast, if the truth of the factual averments contained 

in the complaint in confession of judgment and attached exhibits 

are disputed, then the remedy is by proceeding to open the 

judgment, not to strike it. A petition to strike a confessed 

judgment and a petition to open a confessed judgment are 

distinct remedies; they are not interchangeable. A petition to 

open a confessed judgment is an appeal to the equitable powers 
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of the court. Factual disputes by definition cannot be raised or 

addressed in a petition to strike off a confession of judgment, 

because factual disputes force the court to rely on matters 

outside the relevant record to decide the merits of the petition. 

Historically, Pennsylvania law has recognized and 

permitted entry of confessed judgments pursuant to the 

authority of a warrant of attorney contained in a written 

agreement. A warrant of attorney is a contractual agreement 

between the parties and the parties are free to determine the 

manner in which the warrant may be exercised. Entry of a valid 

judgment by confession must be made in rigid adherence to the 

provisions of the warrant of attorney; otherwise, such judgment 

will be stricken. A warrant to confess judgment must be explicit 

and will be strictly construed, with any ambiguities resolved 

against the party in whose favor the warrant is given. A warrant 

of attorney to confess judgment must be self-sustaining and to 

be self-sustaining the warrant must be in writing and signed by 

the person to be bound by it. The requisite signature must bear 

a direct relation to the warrant of attorney and may not be 

implied.

Neducsin v. Caplan, 121 A.3d 498, 504-505 (Pa. Super. 2015) (internal 

citations and quotation marks omitted). 

Appellants first argue that their petition to strike the confessed 

judgment should have been granted because there was no assignment of 

the Lease from the original landlord, Suburban Station Associates, to One 

Penn. Appellants’ Brief at 14. Appellants argue that the Lease, and 

subsequent Amendments, were not with One Penn. Id. at 15. Appellants 

assert that the only lease between Appellants and One Penn was the Third 

Amendment to Lease. Id. at 15. Appellants posit: “In the absence of any 

assignment [One Penn] was only entitled to confess judgment for rent. 

[One Penn] was not authorized by the only applicable cognovits clause to 
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add to its judgment claims for taxes or late fees. Consequently, the amount 

of attorney fees included in the judgment are inflated.” Id. at 16.

We first note that Appellants are arguing that the alleged lack of 

assignments entitled One Penn to confess judgment only for rent and not 

taxes or late fees. Thus, Appellants are not challenging One Penn’s 

entitlement to confess judgment for the monthly rent amounts. Accordingly, 

we shall focus our analysis on whether the Lease, and its Amendments, 

entitled One Penn to confess judgment on related taxes or late fees, which 

impact the amount of attorneys’ fees to which it is due.

In addressing a change of ownership in real property and the impact 

on any existing lease, this Court has explained:

Ordinarily, where there is a change in the ownership of the 

reversion the new owner succeeds to the rights of the lessor. 

The rights and remedies reserved in the lease held by . . . . the 

former owner of the premises, inured to the benefit of . . . the 

new owners, as a matter of law when the property was 

transferred to them, even in the absence of a contractual 

assignment.

Weitzman v. Ulan, 450 A.2d 173, 177 (Pa. Super. 1982). 

Thus, Appellants’ assertion, purportedly in reliance upon 68 P.S. § 

250.203, is misplaced. Appellants contend that “no lease of any real 

property created for a term of more than three years shall be assigned, 

granted or surrendered except in writing signed by the party assigning, 

granting or surrendering the same or his agent....” Appellants’ Brief at 15. 

Of significance is the additional language omitted from Appellants’ recitation 
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of this provision, that further provides: “unless such assigning, granting or 

surrendering shall result from operation of law.” 68 P.S. § 250.203. 

Accordingly, we conclude that by operation of law, the rights possessed by 

the original landlord inured to the benefit of One Penn upon transfer of the 

title of the premises, even in the absence of an assignment. 

Moreover, in the Third Amendment to the Lease, One Penn and 

Appellants explicitly agreed that “the Lease and all the terms, covenants and 

conditions thereof shall remain in full force and effect and are hereby ratified 

and affirmed.” Third Amendment to Lease, 12/31/06, ¶ 7. As a result, 

Appellants have agreed to incorporate the provision of the Lease and the 

related Amendments into the Third Amendment.

The Lease includes a section with the heading “RENT.” Lease, 

6/17/92, at ¶ 4. The “RENT” section includes several provisions, including 

one for “minimum rent,” which is defined by the Lease as follows: “the sum 

set forth in subsection 1.F payable in advance on the first business day of 

each calendar month in equal monthly installments in the sum specified in 

Subsection 1.F beginning on the commencement date and continuing 

thereafter until the expiration of said Term.” Id. at ¶ 4.A.

This section also included a provision allowing for collection of a “Late 

Charge.” This provision states:

In the event that any sum due to Landlord under the 

provisions of this Lease shall not be paid when due, Tenant shall, 

upon demand, pay a late charge to Landlord of $.05 for each 

dollar so overdue to defray Landlord’s administrative expenses in 
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collecting and processing that sum. Such late charge shall be 

deemed “rent” for all purposes under this Lease.

Id. at ¶ 4.G. Additionally, a provision for “Use and Occupancy Tax,” was 

included under the heading “RENT.” This subsection states the following: 

“Tenant shall pay to Landlord any use and occupancy tax (or its equivalent) 

imposed on the Premises. Landlord shall have the same rights and remedies 

for the non-payment of such use and occupancy tax that it has upon 

Tenant’s failure to pay rent hereunder.” Id. at ¶ 4.I. Thus, pursuant to the 

terms of the Lease, One Penn was entitled to confession of judgment on the 

minimum rent, taxes and late fees. The amount of attorneys’ fees is based 

on this calculation, and we cannot agree with Appellants’ claim that the 

amount awarded was inflated. Appellants are therefore entitled to no relief 

on this basis.

Appellants next argue that the trial court erred in failing to grant its 

petition to strike where there were defects apparent on the face of the 

complaint. Appellants’ Brief at 17. Appellants offer two reasons for this 

position: 1) the original Lease was not between One Penn and Appellants 

and 2) the Third Amendment to Lease only permitted a confession of 

judgment for rent, and therefore One Penn improperly included charges for 

taxes and late fees. Id. 

While it is true that the original Lease was not between One Penn and 

Appellants, it is uncontested that the Landlord in the original Lease, 

Suburban Station Associates, sold the property to One Penn on December 
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31, 2002. As noted, when the real property transferred to One Penn, One 

Penn succeeded to the interests of Suburban Station Associates. Thus, the 

terms of the Lease properly transferred to One Penn. Moreover, as noted, in 

the Third Amendment to the Lease, executed by One Penn and Appellants, 

the Appellants explicitly agreed that “the Lease and all the terms, covenants 

and conditions thereof shall remain in full force and effect and are hereby 

ratified and affirmed.” Third Amendment to Lease, 12/31/06, ¶ 7. 

Accordingly, Appellants are entitled to no relief on this basis. 

Moreover, Appellants’ second basis for recovery under this issue also 

fails. Despite their assertions, the Third Amendment to Lease does not 

permit a confession of judgment for the monthly rental amount only. The 

confession of judgment clause in the Third Amendment to Lease provides, in 

relevant part, as follows:

5. CONFESSION OF JUDGMENT – RENT. Tenant covenants 

and agrees that if there is an Event of Default, then Landlord 

may, without limitation, cause judgments for money to be 

entered against Tenant and, for those purposes, Tenant hereby 

grants the following warrant of attorney: (i) Tenant hereby 

irrevocably authorizes and empowers any prothonotary, clerk of 

court, attorney of any court of record and/or Landlord (as well as 

someone acting for Landlord) in any and all actions commenced 

against Tenant for recovery of the rent and/or other amounts to 

be paid to Landlord by Tenant and to appear for Tenant, and 

assess damages and confess or otherwise enter judgment 

against Tenant, for all or any part of the rent and/or other 

amounts to be paid to Landlord by Tenant, together with 

interest, costs and an attorneys’ commission of ten (10%) per 

cent of the full amount of such rent, amounts and sums, and 

thereupon writs of execution as well as attachment may 

forthwith issue and be served, without any prior notice, writ or 

proceeding whatsoever[.]
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Third Amendment To Lease, 12/31/06, at ¶ 5. 

The confession of judgment itself indicates that rent “and/or other 

amounts to be paid to Landlord” can be recovered by a confession of 

judgment. According to the Lease, which the parties incorporated through 

execution of the Third Amendment to Lease, the late charges and taxes 

constitute other amounts to be paid to Landlord by Tenant. Indeed, as 

noted previously, the language of the original Lease defined the late charges 

as “rent” and provided that the Landlord had the same rights and remedies 

for the non-payment of tax that it has upon Tenant’s failure to pay rent. 

Lease, 6/17/92, ¶¶ 4.G, 4.I. Thus, we cannot agree with Appellants’ 

assertion that the Third Amendment to Lease permitted a confession of 

judgment only to the monthly rent amount. Accordingly, there was no 

abuse of discretion by the trial court in denying the petition to strike on this 

ground.

In their final issue, Appellants argue that the trial court erred in failing 

to grant their petition to strike on the basis that the amount of the confessed 

judgment was excessive and included unauthorized items. Appellants’ Brief 

at 17. Appellants again assert that the judgment for the late charge and 

taxes was inappropriate. Id. Appellants further contend that One Penn 

refused to credit Appellants’ security deposit of $1,513.83 or credit an 

“overpayment of $705.32.” Id. at 18. As a result, Appellants posit that 

$2,674.14 should have been deducted from the confessed judgment. Id.
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As previously stated, we have determined that the confession of 

judgment properly included late charges and taxes. Thus, we do not agree 

that amount was improperly included in the confession of judgment. 

With regard to Appellants’ argument that the confession of judgment 

should have been offset by the security deposit paid by Appellants,4 we 

observe that the Lease provides as follows, regarding the security deposit:

H. Security Deposit. Upon the execution of this Lease, 

Landlord acknowledges receipt from Tenant of the sum set forth 

in Subsection 1.I to be held as collateral security for the 

payment of any rent payable by Tenant under this Lease, and for 

the faithful performance of all other covenants and agreements 

of Tenant hereunder. The amount of such deposit, without 

interest, shall be repaid to Tenant after the termination of this 

Lease and any extension thereof, provided Tenant shall have 

made all payments of rent and performed all covenants and 

agreements hereunder. Upon any event of default by Tenant 

hereunder, all or part of such deposit may, at Landlord’s option, 

be applied on account of the resulting deficiency and Tenant 

shall immediately restore such deposit to its original sum. The 

deposit shall be deemed to be the property of the Landlord. 

Lease, 6/17/92, at ¶ 4.H.

As is undisputed, Appellants defaulted under the terms of the Lease. 

As written, the provision regarding the security deposit dictates that the 

Landlord, in its discretion, may apply the security deposit to the deficiency, 

but there is no requirement that it do so. Moreover, the language provides 

that the security deposit is deemed the property of the Landlord. 

____________________________________________

4 We note that One Penn does not address this assertion.
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Accordingly, we cannot agree that the Landlord was required to offset the 

amount of the confessed judgment by application of the security deposit. 

Additionally, Appellants provide no explanation regarding their claim 

that there was an overpayment of $705.32. Appellants’ Brief at 18. We 

have no information regarding the context of that alleged overpayment. 

Moreover, Appellants have provided no evidence establishing the alleged 

overpayment. Accordingly, we find no merit to their assertion that the 

confessed judgment should be offset by this alleged overpayment.

Order affirmed. 

Judgment Entered.

Joseph D. Seletyn, Esq.

Prothonotary

Date: 7/15/2016