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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 />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 />The undersigned is the President of the Borrower and the undersigned acknowledges and <br />agrees that the Indebtedness is being utilized by the Borrower to assist in financing operating <br />costs and investments associated with an expansion of an existing aerospace manufacturing <br />business in the City of Elk River (the "City') in anticipation of new long term contracts received <br />by the Borrower, and such investments will materially financially benefit the undersigned and, <br />therefore, the undersigned's obligations under this Guaranty are proper, valid and enforceable. <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 />�ba <br />Mark Orluck <br />5293310 EL185-56 <br />