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EXHIBIT G
<br />FORM OF CORPORATE GUARANTY
<br />Elk River, Minnesota
<br />12024
<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 or
<br />without security, given or to be given or continued at any time and from time to time by the CITY OF
<br />ELK RIVER, MINNESOTA, a municipal corporation and political subdivision of the State of Minnesota
<br />(the "City"), to or for the account of PLM PROPERTIES, LLC, a Minnesota limited liability company
<br />(the "Developer"), HERITAGE MILLWORKS, INC., a Minnesota corporation (the "Corporate
<br />Guarantor"), absolutely and unconditionally Guaranties to the City the full and prompt payment if and
<br />when due, whether at maturity or earlier by reason of acceleration or otherwise, of any and all
<br />indebtedness, obligations and liabilities of the Developer (and any and all successors of the Developer) to
<br />the City, now or hereafter existing, absolute or contingent, independent, joint, several or joint and several,
<br />secured or unsecured, due or to become due, contractual or tortious, liquidated or unliquidated, arising by
<br />assignment or otherwise, including without limitation all indebtedness, obligations and liabilities owed by
<br />the Developer (and any and all successors of the Developer) as a member of any partnership, syndicate,
<br />association or other group, and whether incurred by the Developer (or any successor of the Developer) as
<br />principal, surety, endorser, guarantor, accommodation party or otherwise now or hereafter existing
<br />including the that certain Purchase Price Note of even date herewith, in the original aggregate principal
<br />amount of $1,378,019.60, executed and delivered by the Developer to the City, in accordance with the
<br />terms of the Development Assistance Agreement, of even date herewith, between the Developer and the
<br />City, (collectively, the "Indebtedness"); and the Corporate Guarantor agrees to pay on demand all of the
<br />City's fees, costs, expenses and reasonable attorneys' fees in connection with the Indebtedness, any
<br />security therefor, and this guaranty, plus interest on such amounts at the highest rate then applicable to
<br />any of the Indebtedness.
<br />The City may at any time and from time to time, without consent of or notice to the Corporate
<br />Guarantor, without incurring responsibility to the Corporate Guarantor, without releasing, impairing or
<br />affecting the liability of the Corporate Guarantor hereunder, upon or without any terms or conditions, and
<br />in whole or in part: (1) sell, pledge, surrender, compromise, settle, release, renew, subordinate, extend,
<br />alter, substitute, exchange, change, modify or otherwise dispose of or deal with in any manner and in any
<br />order any Indebtedness, any evidence thereof, or any security or other guaranty therefor; (2) accept any
<br />security for, or other guarantors of, any Indebtedness; (3) fail, neglect or omit to obtain, realize upon or
<br />protect any Indebtedness or any security therefor, to exercise any lien upon or right to any money, credit
<br />or property toward the liquidation of the Indebtedness, or to exercise any other right against the
<br />Developer, the Corporate Guarantor, any other guarantor or any other person; and (4) apply any payments
<br />and credits to the Indebtedness in any manner and in any order. No act, omission or thing, except full
<br />payment and discharge of the Indebtedness, which but for this provision could act as a release or
<br />impairment of the liability of the Corporate Guarantor hereunder, shall in any way release, impair or
<br />otherwise affect the liability of the Corporate Guarantor hereunder, and the Corporate Guarantor waives
<br />any and all defenses of the Developer pertaining to the Indebtedness, any evidence thereof, and any
<br />security therefor, except the defense of discharge by payment. The failure of any person or persons to
<br />sign this or any other guaranty shall not release, impair or affect the liability of the Corporate Guarantor
<br />hereunder. This guaranty is a primary obligation of the Corporate Guarantor and the City shall not be
<br />required to first resort for payment of the Indebtedness to the Developer or any other person, their
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