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F-1
<br />EL185\77\970529.v2
<br />EXHIBIT F
<br />FORM OF
<br />PERSONAL GUARANTY
<br />[PERSONAL GUARANTOR]
<br />__________, 2024
<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 JADE ELK PROPERTIES LLC, a Minnesota limited liability
<br />company (the “Developer”), the undersigned (the “Guarantor”) absolutely and unconditionally guaranty
<br />to the City the full and prompt payment if and when due, whether at maturity or earlier by reason of
<br />acceleration or otherwise, of any and all indebtedness, obligations and liabilities of the Developer (and
<br />any and all successors of the Developer) to the City, now or hereafter existing including the that certain
<br />Purchase Price Note of even date herewith, in the original aggregate principal amount of $1,378,019.60,
<br />executed and delivered by the Developer to the City, in accordance with the terms of the Amended and
<br />Restated Development Assistance Agreement, dated ________, 2024, between the Developer and the
<br />City, absolute or contingent, independent, joint, several or joint and several, secured or unsecured, due or
<br />to become due, contractual or tortious, liquidated or unliquidated, arising by assignment or otherwise,
<br />including without limitation all indebtedness, obligations and liabilities owed by the Developer (and any
<br />and all successors of the Developer) as a member of any partnership, syndicate, association or other
<br />group, and whether incurred by the Developer (or any successor of the Developer) as principal, surety,
<br />endorser, guarantor, accommodation party or otherwise (collectively, the “Indebtedness”); and the
<br />Guarantor agrees to pay on demand all of the City’s fees, costs, expenses and reasonable attorneys’ fees
<br />in connection with the Indebtedness, any security therefor, and this guaranty, plus interest on such
<br />amounts at the highest rate then applicable to any of the Indebtedness.
<br />The City may at any time and from time to time, without consent of or notice to the Guarantor,
<br />without incurring responsibility to the Guarantor, without releasing, impairing or affecting the liability of
<br />the Guarantor hereunder, upon or without any terms or conditions, and in whole or in part: (1) sell,
<br />pledge, surrender, compromise, settle, release, renew, subordinate, extend, alter, substitute, exchange,
<br />change, modify or otherwise dispose of or deal with in any manner and in any order any Indebtedness,
<br />any evidence thereof, or any security or other guaranty therefor; (2) accept any security for, or other
<br />guarantors of, any Indebtedness; (3) fail, neglect or omit to obtain, realize upon or protect any
<br />Indebtedness or any security therefor, to exercise any lien upon or right to any money, credit or property
<br />toward the liquidation of the Indebtedness, or to exercise any other right against the Developer, the
<br />Guarantor, any other guarantor or any other person; and (4) apply any payments and credits to the
<br />Indebtedness in any manner and in any order. No act, omission or thing, except full payment and
<br />discharge of the Indebtedness, which but for this provision could act as a release or impairment of the
<br />liability of the Guarantor hereunder, shall in any way release, impair or otherwise affect the liability of the
<br />Guarantor hereunder, and the Guarantor waives any and all defenses of the Developer pertaining to the
<br />Page 271 of 327
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