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<br />any of the Indebtedness and as to any collateral security, including but not limited to all claims, <br />rights and remedies of contribution, indemnification, exoneration, reimbursement, recourse and <br />subrogation, whether or not such claim, right or remedy arises in equity, under contract, by <br />statute, under common law or otherwise, whether or not the Indebtedness has been fully paid, <br />and all payments and recoveries under this guaranty shall be considered equity investments by <br />the undersigned in the Borrower; provided, nothing contained in this guaranty shall deprive the <br />undersigned of any claim, right or remedy, after the Indebtedness has been fully paid, against any <br />person other than the Borrower. No delay or failure by the Lender in exercising any right, and <br />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 <br />is in writing duly executed by the Lender, and each such waiver, if any, shall apply only with <br />respect to the specific instance involved and shall not impair or affect the rights of the Lender or <br />the provisions of this guaranty in any other respect at any other time. This guaranty shall <br />continue until written notice of revocation of this guaranty, executed by the undersigned, has <br />been received by the Lender; provided, no revocation of this guaranty shall affect in any manner <br />any liability of the undersigned under this guaranty with respect to Indebtedness arising before <br />the Lender receives such written notice of revocation, and the sole effect of revocation of this <br />guaranty shall be to exclude from this guaranty Indebtedness thereafter arising which is <br />unconnected with Indebtedness theretofore arising or transactions theretofore entered into. <br /> <br />Any invalidity or unenforceability of any provision or application of this guaranty shall <br />not affect other lawful provisions and applications hereof and to this end the provisions of this <br />guaranty are declared to be severable. This guaranty shall bind the undersigned and the heirs, <br />representatives, successors and assigns of the undersigned, and of each of them respectively, and <br />shall benefit the Lender, its successors and assigns. This guaranty shall be governed by and <br />construed in accordance with the laws of the State of Minnesota. <br /> <br />The undersigned is an owner of the Borrower and the undersigned acknowledges and agrees that <br />the Indebtedness is being utilized by the Borrower to acquire land and construct and equip a new <br />th <br />manufacturing facility on real property located at 9775 158 Circle, NW, Elk River, Minnesota <br />55330 (the “Property”), and such acquisition and construction will materially financially benefit <br />the undersigned and, therefore, the undersigned’s obligations under this Guaranty are proper, <br />valid and enforceable. <br /> <br />THE UNDERSIGNED REPRESENTS, CERTIFIES, WARRANTS AND AGREES <br />THAT THE UNDERSIGNED HAS READ ALL OF THIS GUARANTY AND UNDERSTAND <br />ALL OF THE PROVISIONS OF THIS GUARANTY. THE UNDERSIGNED ALSO AGREES <br />THAT COMPLIANCE BY THE LENDER WITH THE EXPRESS PROVISIONS OF THIS <br />GUARANTY SHALL CONSTITUTE GOOD FAITH AND SHALL BE CONSIDERED <br />REASONABLE FOR ALL PURPOSES. <br /> <br /> <br /> <br />Brian Hill <br />3 <br />487524v1 EL185-45 <br />