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specifically provides to the contrary. If any payment applied by the Lender to the Indebtedness is
<br />thereafter set aside, recovered, rescinded or required to be returned for any reason (including without
<br />limitation the bankruptcy, insolvency or reorganization of the Borrower or any other person), the
<br />Indebtedness to which such payment was applied shall for the purposes of this guaranty be deemed to have
<br />continued in existence, notwithstanding such application, and this guaranty shall be enforceable as to such
<br />Indebtedness as fully as if such application had never been made.
<br />The undersigned waive: (1) notice of acceptance of this guaranty and of the creation and existence
<br />of the Indebtedness; (2) presentment, demand for payment, notice of dishonor, notice of nonpayment, and
<br />protest of any instrument evidencing the Indebtedness; and (3) all other demands and notices to the
<br />undersigned or any other person and all other actions to establish the liability of the undersigned
<br />hereunder. The undersigned consent to the personal jurisdiction of the state and federal courts located in
<br />the State of Minnesota in connection with any controversy related to this guaranty, waive any argument
<br />that venue in such forums is not convenient, and agree that any litigation initiated by the undersigned
<br />against the Lender in connection with this guaranty shall be venued in either the District Court of
<br />Sherburne County, Minnesota, or the United States District Court, District of Minnesota.
<br />All property of the undersigned, now or hereafter in the possession, control or custody of or in
<br />transit to the Lender for any purpose, including without limitation the balance of every account of the
<br />undersigned with and each claim of the undersigned against the Lender, shall be subject to a lien and
<br />security interest in favor of the Lender, as security for all liabilities of the undersigned to the Lender, and
<br />shall be subject to be set off against any and all such liabilities, and the Lender may at any time and from
<br />time to time at its option and without notice appropriate and apply any such property toward the payment
<br />of any and all such liabilities. The undersigned agree to promptly provide the Lender from time to time
<br />with financial statements of the undersigned, in form and substance acceptable to the Lender, at least once
<br />every 12 months and as otherwise requested by the Lender. The undersigned agree to promptly provide
<br />the Lender from time to time with such other information respecting the condition (financial and
<br />otherwise), business and property of the undersigned as the Lender may request, in form and substance
<br />acceptable to the Lender.
<br />The undersigned waive all claims, rights and remedies which the undersigned may now have or
<br />hereafter acquire against any person at any time now or hereafter liable to payment of any of the
<br />Indebtedness and as to any collateral security, including but not limited to all claims, rights and remedies
<br />of contribution, indemnification, exoneration, reimbursement, recourse and subrogation, whether or not
<br />such claim, right or remedy arises in equity, under contract, by statute, under common law or otherwise,
<br />whether or not the Indebtedness has been fully paid, and all payments and recoveries under this guaranty
<br />shall be considered equity investments by the undersigned in the Borrower; provided, nothing contained in
<br />this guaranty shall deprive the undersigned of any claim, right or remedy, after the Indebtedness has been
<br />fully paid, against any person other than the Borrower. No delay or failure by the Lender in exercising any
<br />right, and no partial or single exercise thereof shall constitute a waiver thereof. No waiver of any rights
<br />hereunder, and no modification or amendment of this guaranty shall be effective unless the same is in
<br />writing duly executed by the Lender, and each such waiver, if any, shall apply only with respect to the
<br />specific instance involved and shall not impair or affect the rights of the Lender or the provisions of this
<br />guaranty in any other respect at any other time. This guaranty shall continue until written notice of
<br />revocation of this guaranty, executed by the undersigned, has been received by the Lender; provided, no
<br />revocation of this guaranty shall affect in any manner any liability of the undersigned under this guaranty
<br />with respect to Indebtedness arising before the Lender receives such written notice of revocation, and the
<br />sole effect of revocation of this guaranty shall be to exclude from this guaranty Indebtedness thereafter
<br />arising which is unconnected with Indebtedness theretofore arising or transactions theretofore entered into.
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