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properties or estates, or any security or other rights or remedies whatsoever. The Corporate Guarantor
<br />shall be and remain liable for any deficiency remaining after foreclosure of any mortgage or security
<br />interest securing the Indebtedness, whether or not the liability of the Developer or any other person for
<br />such deficiency is discharged pursuant to statute, judicial decision or otherwise.
<br />The liability of the Corporate Guarantor under this guaranty is in addition to and shall be
<br />cumulative with all other liabilities of the Corporate Guarantor to the City, as guarantor or otherwise,
<br />without any limitation as to amount, unless the writing evidencing or creating such other liability
<br />specifically provides to the contrary. If any payment applied by the City to the Indebtedness is thereafter
<br />set aside, recovered, rescinded or required to be returned for any reason (including without limitation the
<br />bankruptcy, insolvency or reorganization of the Developer or any other person), the Indebtedness to
<br />which such payment was applied shall for the purposes of this guaranty be deemed to have continued in
<br />existence, notwithstanding such application, and this guaranty shall be enforceable as to such
<br />Indebtedness as fully as if such application had never been made.
<br />The Corporate Guarantor waives: (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 and
<br />notices to the Corporate Guarantor or any other person and all other actions to establish the liability of the
<br />Corporate Guarantor hereunder. The Corporate Guarantor consents to the personal jurisdiction of the
<br />state and federal courts located in the State of Minnesota in connection with any controversy related to
<br />this guaranty, waives any argument that venue in such forums is not convenient, and agrees that any
<br />litigation initiated by the Corporate Guarantor against the City in connection with this guaranty shall be
<br />venued in either the District Court of Sherburne County, Minnesota, or the United States District Court,
<br />District of Minnesota.
<br />All property of the Corporate Guarantor, now or hereafter in the possession, control or custody of
<br />or in transit to the City for any purpose, including without limitation the balance of every account of the
<br />Corporate Guarantor with and each claim of the Corporate Guarantor against the City, shall be subject to
<br />a lien and security interest in favor of the City, as security for all liabilities of the Corporate Guarantor to
<br />the City, and shall be subject to be set off against any and all such liabilities, and the City may at any time
<br />and from time to time at its option and without notice appropriate and apply any such property toward the
<br />payment of any and all such liabilities. The Corporate Guarantor agrees to promptly provide the City
<br />from time to time with financial statements of the Corporate Guarantor, in form and substance acceptable
<br />to the City, at least once every 12 months and as otherwise requested by the City. The Corporate
<br />Guarantor agrees to promptly provide the City from time to time with such other information respecting
<br />the condition (financial and otherwise), business and property of the Corporate Guarantor as the City may
<br />request, in form and substance acceptable to the City.
<br />The Corporate Guarantor waives all claims, rights and remedies which the Corporate Guarantor
<br />may now have or hereafter acquire against any person at any time now or hereafter liable to payment of
<br />any of the Indebtedness and as to any collateral security, including but not limited to all claims, rights and
<br />remedies of contribution, indemnification, exoneration, reimbursement, recourse and subrogation,
<br />whether or not such claim, right or remedy arises in equity, under contract, by statute, under common law
<br />or otherwise, whether or not the Indebtedness has been fully paid, and all payments and recoveries under
<br />this guaranty shall be considered equity investments by the Corporate Guarantor in the Developer;
<br />provided, nothing contained in this guaranty shall deprive the Corporate Guarantor of any claim, right or
<br />remedy, after the Indebtedness has been fully paid, against any person other than the Developer. No
<br />delay or failure by the City in exercising any right, and no partial or single exercise thereof shall
<br />constitute a waiver thereof. No waiver of any rights hereunder, and no modification or amendment of this
<br />guaranty shall be effective unless the same is in writing duly executed by the City, and each such waiver,
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