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or any other person, their properties or estates, or any security or other rights or remedies <br /> whatsoever. The undersigned shall be and remain liable for any deficiency remaining after <br /> foreclosure of any mortgage or security interest securing the Indebtedness, whether or not the <br /> liability of the Borrower or any other person for such deficiency is discharged pursuant to statute, <br /> judicial decision or otherwise. <br /> The liability of the undersigned under this guaranty is joint and several and is in addition to <br /> and shall be cumulative with all other liabilities of the undersigned to the Lender, as guarantor or <br /> otherwise, without any limitation as to amount, unless the writing evidencing or creating such <br /> other liability specifically provides to the contrary. If any payment applied by the Lender to the <br /> Indebtedness is thereafter set aside, recovered, rescinded or required to be returned for any reason <br /> (including without limitation the bankruptcy, insolvency or reorganization of the Borrower or any <br /> other person), the Indebtedness to which such payment was applied shall for the purposes of this <br /> guaranty be deemed to have continued in existence, notwithstanding such application, and this <br /> guaranty shall be enforceable as to such Indebtedness as fully as if such application had never been <br /> made. <br /> The undersigned waive: (1) notice of acceptance of this guaranty and of the creation and <br /> existence of the Indebtedness; (2)presentment, demand for payment, notice of dishonor, notice of <br /> nonpayment, and protest of any instrument evidencing the Indebtedness; and(3)all other demands <br /> and notices to the undersigned or any other person and all other actions to establish the liability of <br /> the undersigned hereunder. The undersigned consent to the personal jurisdiction of the state and <br /> federal courts located in the State of Minnesota in connection with any controversy related to this <br /> guaranty, waive any argument that venue in such forums is not convenient, and agree that any <br /> litigation initiated by the undersigned against the Lender in connection with this guaranty shall be <br /> venued in either the District Court of Sherburne County, Minnesota, or the United States District <br /> Court, District of Minnesota. <br /> All property of the undersigned, now or hereafter in the possession, control or custody of <br /> or in transit to the Lender for any purpose, including without limitation the balance of every <br /> account of the undersigned with and each claim of the undersigned against the Lender, shall be <br /> subject to a lien and security interest in favor of the Lender, as security for all liabilities of the <br /> undersigned to the Lender, and shall be subject to be set off against any and all such liabilities, and <br /> the Lender may at any time and from time to time at its option and without notice appropriate and <br /> apply any such property toward the payment of any and all such liabilities. The undersigned agree <br /> to promptly provide the Lender from time to time with financial statements of the undersigned, in <br /> form and substance acceptable to the Lender, at least once every 12 months and as otherwise <br /> requested by the Lender. The undersigned agree to promptly provide the Lender from time to time <br /> with such other information respecting the condition (financial and otherwise), business and <br /> property of the undersigned as the Lender may request, in form and substance acceptable to the <br /> Lender. <br /> The undersigned waive all claims, rights and remedies which the undersigned may now <br /> have or hereafter acquire against any person at any time now or hereafter liable to payment of any <br /> of the Indebtedness and as to any collateral security, including but not limited to all claims, rights <br /> and remedies of contribution, indemnification, exoneration, reimbursement, recourse and <br /> 2 <br /> EL185\33\693026.v2 <br />