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<br />EL185\81\983347.v1
<br />of the Borrower or any other person for such deficiency is discharged pursuant to statute, judicial decision
<br />or otherwise.
<br />
<br />The liability of the Corporate Guarantor under this guaranty is in addition to and shall be cumulative
<br />with all other liabilities of the Corporate Guarantor to the Lender, as guarantor or otherwise, without any
<br />limitation as to amount, unless the writing evidencing or creating such other liability specifically provides
<br />to the contrary. If any payment applied by the Lender to the Indebtedness is thereafter set aside, recovered,
<br />rescinded or required to be returned for any reason (including without limitation the bankruptcy, insolvency
<br />or reorganization of the Borrower or any other person), the Indebtedness to which such payment was applied
<br />shall for the purposes of this guaranty be deemed to have continued in existence, notwithstanding such
<br />application, and this guaranty shall be enforceable as to such Indebtedness as fully as if such application
<br />had never been made.
<br />
<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 state
<br />and federal courts located in the State of Minnesota in connection with any controversy related to this
<br />guaranty, waives any argument that venue in such forums is not convenient, and agrees that any litigation
<br />initiated by the Corporate Guarantor against the Lender in connection with this guaranty shall be venued in
<br />either the District Court of Sherburne County, Minnesota, or the United States District Court, District of
<br />Minnesota.
<br />
<br />All property of the Corporate Guarantor, 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 account of the
<br />Corporate Guarantor with and each claim of the Corporate Guarantor against the Lender, shall be subject
<br />to a lien and security interest in favor of the Lender, as security for all liabilities of the Corporate Guarantor
<br />to the Lender, and shall be subject to be set off against any and all such liabiliti es, and the Lender may at
<br />any time and from time to time at its option and without notice appropriate and apply any such property
<br />toward the payment of any and all such liabilities. The Corporate Guarantor agrees to promptly provide
<br />the Lender from time to time with financial statements of the Corporate Guarantor, in form and substance
<br />acceptable to the Lender, at least once every 12 months and as otherwise requested by the Lender. The
<br />Corporate Guarantor agrees to promptly provide the Lender from time to time with such other information
<br />respecting the condition (financial and otherwise), business and property of the Corporate Guarantor as the
<br />Lender may request, in form and substance acceptable to the Lender.
<br />
<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 any
<br />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, whether
<br />or not such claim, right or remedy arises in equity, under contract, by statute, under common law or
<br />otherwise, whether or not the Indebtedness has been fully paid, and all payments and recoveries under this
<br />guaranty shall be considered equity investments by the Corporate Guarantor in the Borrower; provided,
<br />nothing contained in this guaranty shall deprive the Corporate Guarantor of any claim, right or remedy,
<br />after the Indebtedness has been fully paid, against any person other than the Borrower. No delay or failure
<br />by the Lender in exercising any right, and no partial or single exercise thereof shall co nstitute a waiver
<br />thereof. No waiver of any rights hereunder, and no modification or amendment of this guaranty shall be
<br />effective unless the same is in writing duly executed by the Lender, and each such waiver, if any, shall
<br />apply only with respect to the specific instance involved and shall not impair or affect the rights of the
<br />Lender or the provisions of this guaranty in any other respect at any other time. This guaranty shall continue
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