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AMENDED AND RESTATED ENTITY GUARANTY
<br /> (Microloan— Terry Morrell and Renee Morrell)
<br /> Elk River, Minnesota.
<br /> December , 2020
<br /> FOR VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby
<br /> acknowledged, and in consideration of and to induce financial accommodations of any kind, with
<br /> or without security, given or to be given or continued at any time and from time to time by the
<br /> ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF ELK RIVER (the "Lender")
<br /> to or for the account of SCOTT MORRELL, LLC, a Minnesota limited liability company (the
<br /> `Borrower"), the undersigned absolutely and unconditionally guaranty to the Lender the full and
<br /> prompt payment when due, whether at maturity or earlier by reason of acceleration or otherwise,
<br /> of any and all indebtedness, obligations and liabilities of the Borrower(and any and all successors
<br /> of the Borrower) to the Lender, now or hereafter existing, absolute or contingent, independent,
<br /> joint, several or joint and several, secured or unsecured, due or to become due, contractual or
<br /> tortious, liquidated or unliquidated, arising by assignment or otherwise, including without
<br /> limitation all indebtedness, obligations and liabilities owed by the Borrower (and any and all
<br /> successors of the Borrower) as a member of any partnership, syndicate, association or other group,
<br /> and whether incurred by the Borrower (or any successor of the Borrower) as principal, surety,
<br /> endorser, guarantor, accommodation party or otherwise (collectively,the"Indebtedness"); and the
<br /> undersigned agree to pay on demand all of the Lender's fees, costs, expenses and reasonable
<br /> attorneys' fees in connection with the Indebtedness, any security therefor, and this guaranty, plus
<br /> interest on such amounts at the highest rate then applicable to any of the Indebtedness.
<br /> The Lender may at any time and from time to time, without consent of or notice to the
<br /> undersigned, without incurring responsibility to the undersigned, without releasing, impairing or
<br /> affecting the liability of the undersigned hereunder, upon or without any terms or conditions, and
<br /> in whole or in part: (1) sell, pledge, surrender, compromise, settle, release, renew, subordinate,
<br /> extend, alter, substitute, exchange, change, modify or otherwise dispose of or deal with in any
<br /> manner and in any order any Indebtedness, any evidence thereof, or any security or other guaranty
<br /> therefor; (2) accept any security for, or other guarantors of, any Indebtedness; (3) fail, neglect or
<br /> omit to obtain, realize upon or protect any Indebtedness or any security therefor, to exercise any
<br /> lien upon or right to any money, credit or property toward the liquidation of the Indebtedness, or
<br /> to exercise any other right against the Borrower,the undersigned, any other guarantor or any other
<br /> person; and(4)apply any payments and credits to the Indebtedness in any manner and in any order.
<br /> No act, omission or thing, except full payment and discharge of the Indebtedness, which but for
<br /> this provision could act as a release or impairment of the liability of the undersigned hereunder,
<br /> shall in any way release, impair or otherwise affect the liability of the undersigned hereunder, and
<br /> the undersigned waive any and all defenses of the Borrower pertaining to the Indebtedness, any
<br /> evidence thereof, and any security therefor, except the defense of discharge by payment. The
<br /> failure of any person or persons to sign this or any other guaranty shall not release, impair or affect
<br /> the liability of the undersigned hereunder. This guaranty is a primary obligation of the undersigned
<br /> and the Lender shall not be required to first resort for payment of the Indebtedness to the Borrower
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<br /> EL185\33\693026.v2
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