Common use of Nature of Guaranty Clause in Contracts

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing guaranty of payment and not a guaranty of collection. No exculpatory language contained in any of the other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Note.

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing a guaranty of payment and performance and not a guaranty of collection. No exculpatory language contained in Neither Administrative Agent nor any of other Secured Party shall be required to exhaust any right or remedy or take any action against Borrower or any other Person or entity or any collateral. Guarantor agrees that, as between Guarantor, on the one hand, and Administrative Agent and the other Loan Documents Secured Parties, on the other hand, the Guaranteed Indebtedness may be declared to be due and payable for the purposes of this Guaranty notwithstanding any stay, injunction or other prohibition which may prevent, delay or vitiate any declaration as regards Borrower and that in the event of a declaration or attempted declaration, the Guaranteed Indebtedness shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations immediately become due and liabilities of Guarantor hereunder. This Guaranty may not be revoked payable by Guarantor for the purposes of this Guaranty. Guarantor’s liability under this Guaranty is unlimited and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate open and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that continuous for so long as this Guaranty remains in force. Accordingly, no payments made upon the Guaranteed Indebtedness will discharge or diminish the continuing liability of Guarantor in connection with any portion remaining portions of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, the fact that at any time or from time to time the Guaranteed Indebtedness or the any Guaranteed Obligations may be increased Indebtedness which subsequently arises or reduced) which might, but for the provisions of this Guaranty, be deemed is thereafter incurred or contracted. Guarantor’s liability hereunder is as a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender primary obligor and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Notemerely as a surety.

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing guaranty of payment and not a guaranty of collection. No exculpatory language contained in any of the other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Subject to Section 5.1 hereof, this Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Note. Notwithstanding any other provision of this Guaranty to the contrary, the Guaranteed Obligations shall not include any obligations and liabilities of Borrower arising solely as a result of the exercise by Lender or an affiliate of any remedies provided in the Loan Documents or the Settlement Agreement.

Nature of Guaranty. This Guaranty Agreement is and shall be an irrevocableabsolute, absolute unconditional, irrevocable and continuing unlimited guaranty of payment payment, and not a guaranty solely of collection. No exculpatory language contained Guarantor guarantees that the Guaranteed Obligations will be paid strictly in any accordance with the terms of the Note Purchase Agreement and the other Loan Documents shall Documents, without setoff or counterclaim, and regardless of any Applicable Law now or hereafter in effect in any event jurisdiction affecting any of such terms or under the rights of Agent with respect thereto. The Guaranteed Obligations may be increased, reduced or paid in full at any circumstances modify, qualify time and from time to time without affecting the liability or affect the personal recourse obligations and liabilities obligation of Guarantor hereunder. This under this Guaranty may not be revoked by Guarantor and shall continue to be effective Agreement with respect to all Guaranteed Obligations, whenever incurred or arising. All Guaranteed Obligations now or hereafter arising shall be conclusively presumed to have been made or acquired in acceptance hereof. Guarantor shall be liable, jointly and severally, with Borrower and any other Person now or hereafter obligated in respect of the payment of the Guaranteed Obligations arising Obligations, or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirsportion thereof. It is the intent intention of Guarantor and Lender Agent that the Guarantor’s liabilities and obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged except by Guarantor’s Full Payment of such liabilities and obligations and then only to the extent of such payment (to the extent not otherwise satisfied by Borrower or released any other Person now or hereafter obligated in whole or in part, by any act or occurrence (including, without limitation, the fact that at any time or from time to time the Indebtedness or respect of the Guaranteed Obligations may be increased or reduced) which might, but for Obligations). To secure the provisions of Guarantor’s obligations under this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by Guarantor has executed the assignment or negotiation of all or any part of the NotePledge Agreement.

Nature of Guaranty. This Guaranty is an irrevocable, absolute shall commence upon execution and continuing guaranty of payment and not a guaranty of collection. No exculpatory language contained in any delivery of the other Loan Documents Lease and shall continue in full force and effect until all of the Obligations are paid and performed in full and are not subject to any right of extension by Lessee; provided, however, in the event the Lease is assigned as permitted under the Lease, and in connection therewith, Lessor receives a replacement Guaranty that is acceptable to Lessor in its reasonable discretion, then Guarantor’s liability shall be limited to the obligations of Lessee accruing prior to the assignment and effective date of the replacement guaranty. The Obligations shall not be considered fully paid, performed and discharged unless and until all payments by Lessee to Lessor are no longer subject to any right on the part of any Person whomsoever, including but not limited to Lessee, Lessee as a debtor-in-possession and/or any trustee in bankruptcy, to disgorge such payments or under seek to recoup the amount of such payments or any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunderpart thereof. This Guaranty may not shall remain in full force and effect and continue to be revoked by Guarantor and effective upon an Insolvency Event. This Guaranty shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor andbe reinstated, as applicable, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender payment and any subsequent holder performance of the Note Obligations, or any part thereof and shall thereof, are, pursuant to applicable law, rescinded or reduced in amount, or must otherwise be restored or returned by Lessor, whether as a “voidable preference,” “fraudulent conveyance” or otherwise, all as though such payment or performance had not be discharged by been made. In the assignment or negotiation event that any payment of all the Obligations, or any part of thereof, is rescinded, reduced, restored or returned, the NoteObligations shall be reinstated and deemed reduced only by such amount paid to Lessor and not so rescinded, reduced, restored or returned.

Nature of Guaranty. This Guarantor hereby acknowledges and agrees that this Guaranty (a) is an irrevocable, absolute and absolute, continuing guaranty of payment and performance and not a guaranty of collection, (b) shall not be reduced, released, discharged, satisfied or otherwise impacted in connection with (i) any act or occurrence that might, but for the provisions hereof, be deemed a legal or equitable reduction, satisfaction, discharge or release and/or (ii) Lender’s enforcement of remedies under the Loan Documents and (c) shall survive the foregoing and shall not merge with any resulting foreclosure deed, deed in lieu or similar instrument (if any) subject to Section 5.2 hereof. No exculpatory language contained Guarantor acknowledges that there are no conditions precedent to the effectiveness of this Guaranty, and that this Guaranty is in any full force and effect and is binding on Guarantor as of the Closing Date, regardless of whether Lender obtains collateral or any guaranties from others or takes any other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunderaction contemplated by this Guaranty. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the any Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, and after (if Guarantor is a natural person, after ) Guarantor’s death, death (in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs). It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, the The fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which might, but for reduced shall not release or discharge the provisions obligation of this Guaranty, be deemed a legal or equitable discharge or release of GuarantorGuarantor to Lender with respect to the Guaranteed Obligations. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Note.

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing guaranty of payment and performance and not a guaranty of collection. No exculpatory language contained in Therefore, the Bank may insist that the Guarantor pay immediately, and the Bank is not required to attempt to collect first from the Borrower, the Collateral, or any other person liable for the Liabilities. The obligation of the other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate unconditional and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of even if all or any part of any agreement between the NoteBank and the Borrower is unenforceable, void, voidable or illegal or uncollectible due to incapacity, lack of power or authority, discharge or for any reason whatsoever, and regardless of the existence of any defense, setoff, discharge or counterclaim (in any case, whether based on contract, tort or any other theory) which the Borrower may assert. If the Borrower is a corporation, limited liability company, partnership or trust, it is not necessary for the Bank to inquire into the powers of the Borrower or the officers, directors, members, managers, partners, trustees or agents acting or purporting to act on its behalf, and any of the Liabilities made or created in reliance upon the professed exercise of such powers shall be guaranteed hereunder. Without limiting the foregoing, the Guarantor’s liability is absolute and unconditional irrespective of and shall not be released, diminished or affected by: (a) any present or future law, regulation or order of any jurisdiction (whether of right or in fact) or of any agency thereof purporting to reduce, amend, restructure, render unenforceable or otherwise affect any term of any Liabilities; or (b) any war, riot or revolution impacting multinational companies or any act of expropriation, nationalization or currency inconvertibility or nontransferability arising from governmental, legislative or executive measures affecting any obligor or the property of any obligor on the Liabilities.

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing guaranty of payment and not a guaranty of collection. No exculpatory language contained in any of the other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances (other than payment in full of the Indebtedness) and that that, subject to Section 1.1(b) above so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, including the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which that might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the any Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the any Note.

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing guaranty of payment and not a guaranty of collection. No exculpatory language contained in any of the other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, other than the defense of actual payment in full of the Guaranteed Obligations) (including the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which that might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Note.

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing guaranty of payment and not a guaranty of collection. No exculpatory language contained in any of the other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances (other than payment in full of the Indebtedness) and that that, so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, including the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which that might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the any Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the any Note.

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing guaranty of payment and not a guaranty of collection. No exculpatory language contained in any of the other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s 's death, in which event this Guaranty shall be binding upon Guarantor’s 's estate and Guarantor’s 's legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Note.

Nature of Guaranty. This Guarantor hereby acknowledges and agrees that this Guaranty (a) is an irrevocable, absolute and absolute, continuing guaranty of payment and performance and not a guaranty of collection, (b) shall not be reduced, released, discharged, satisfied or otherwise impacted in connection with (i) any act or occurrence that might, but for the provisions hereof, be deemed a legal or equitable reduction, satisfaction, discharge or release and/or (ii) Lender’s enforcement of remedies under the Loan Documents and (c) shall survive the foregoing and shall not merge with any resulting foreclosure, assignment in lieu or similar proceeding (if any) subject to Section 5.2 hereof. No exculpatory language contained Guarantor acknowledges that there are no conditions precedent to the effectiveness of this Guaranty, and that this Guaranty is in any full force and effect and is binding on Guarantor as of the Closing Date, regardless of whether Lender obtains collateral or any guaranties from others or takes any other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunderaction contemplated by this Guaranty. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the any Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, and after (if Guarantor is a natural person, after ) Guarantor’s death, death (in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs). It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, the The fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which might, but for reduced shall not release or discharge the provisions obligation of this Guaranty, be deemed a legal or equitable discharge or release of GuarantorGuarantor to Lender with respect to the Guaranteed Obligations. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Note.

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing guaranty of payment and not a guaranty of collection. No exculpatory language contained in any of the other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, including the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which that might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor, other than pursuant to a termination of this Guaranty pursuant to Section 6.18. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Note.. 1.4

Nature of Guaranty. This Guaranty is in no way conditioned upon any attempt to collect from any Guaranteed Party or upon any other event or contingency, and shall be binding upon and enforceable against each Guarantor without regard to the validity, regularity or enforceability of any Facility Sublease Document, any Operative Document or of any term thereof. In the event that any payment to the Guaranty Beneficiary in respect of the Obligations is rescinded or must otherwise be returned for any reason whatsoever, each of the Guarantors shall remain liable hereunder with respect to the Obligations as if such payment had not been made. This Guaranty is an irrevocableabsolute, absolute unlimited, continuing and continuing guaranty unconditional guarantee of performance and payment and (but not a guaranty of collection. No exculpatory language contained in any ) of the other Loan Documents shall in any event or Obligations. The liability of each Guarantor under any circumstances modifythis Guaranty shall, qualify or affect to the personal recourse obligations fullest extent permitted under applicable law, be absolute, irrevocable and liabilities of Guarantor hereunderunconditional. This Guaranty may not be revoked by is a primary and original obligation of each Guarantor and is not merely the creation of a surety relationship. The obligations of each Guarantor set forth herein constitute the full recourse obligations of such Guarantor enforceable against it to the full extent of all its assets and properties. Without limiting the foregoing, it is agreed and understood that (a) repeated and successive demands may be made and recoveries may be had hereunder as and when, from time to time, any Guaranteed Party shall continue to be effective in default with respect to the Obligations under the terms of the Facility Sublease Documents or the Operative Documents, and (b) notwithstanding the recovery hereunder for or in respect of any given default with respect to the Obligations of any Guaranteed Obligations arising Party under any Facility Sublease Document or created after any attempted revocation by Guarantor andOperative Document, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate remain in full force and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof effect and shall not be discharged by apply to each and every subsequent default with respect to the assignment or negotiation of all or any part of the NoteObligations.

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing guaranty of payment and not a guaranty of collection. No exculpatory language contained in any of the other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, including the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which that might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Note.

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing a guaranty of payment and performance and not a guaranty of collection. No exculpatory language contained , and applies to all Guaranteed Obligations, whether existing now or in the future, including Guaranteed Obligations arising or accruing after bankruptcy of any Loan Party or any sale or other disposition of any security for this Guaranty or for the obligations of the Borrower or any other Loan Documents shall Party (any such security being referred to in this Guaranty as the “Security,” and each of the Borrower and any event or under any circumstances modify, qualify or affect other Loan Party other than the personal recourse obligations and liabilities of Guarantor hereunderbeing referred to in this Guaranty as an “other Loan Party”). This Guaranty may not be revoked by Guarantor and any Security for this Guaranty shall continue to be effective with respect to or be reinstated, as the case may be, if at any time any payment or performance of any Guaranteed Obligations arising is rescinded or created after must otherwise be returned by the Lender or any attempted revocation by other Person upon the bankruptcy, insolvency or reorganization of any Loan Party or otherwise, all as though such payment or performance had not occurred, and the obligations of the Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event under this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under survive any and all circumstances and that so long as any portion repayment of the Indebtedness Loan which occurs or is deemed to have occurred as a result of foreclosure of the Trust Deed or any other Security or acceptance by the Lender of a deed or other conveyance in lieu of any such foreclosure. The Guarantor shall have no authority, and hereby waives any right, to revoke this Guaranty, but if any such revocation shall be outstandingdeemed to have occurred by operation of law or otherwise, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Notecontinue to apply notwithstanding such revocation.

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing guaranty of payment and performance and not a guaranty of collection. No exculpatory language contained in any of the other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, including the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which that might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Note.

Nature of Guaranty. This Guaranty Agreement is and shall be an absolute, unconditional, irrevocable, absolute and continuing unlimited guaranty of payment payment, and not a guaranty solely of collection. No exculpatory language contained Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in any accordance with the terms of the Loan and Security Agreement and the other Loan Documents shall Documents, without setoff or counterclaim, and regardless of any Applicable Law now or hereafter in effect in any event jurisdiction affecting any of such terms or the rights of the Lenders with respect thereto. The Guaranteed Obligations may be increased, reduced, or paid in full at any time and from time to time without affecting the liability or obligation of any Guarantor under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This this Guaranty may not be revoked by Guarantor and shall continue to be effective Agreement with respect to all Guaranteed Obligations, whenever incurred or arising. All Guaranteed Obligations now or hereafter arising shall be conclusively presumed to have been made or acquired in acceptance hereof. Each Guarantor shall be liable, jointly and severally, with the Borrowers and any other Person now or hereafter obligated in respect of the Guaranteed Obligations arising Obligations, or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirsportion thereof. It is the intent intention of each Guarantor and Lender the Lenders that the such Guarantor's liabilities and obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, except by such Guarantor's full and complete payment and performance of such liabilities and obligations and then only to the extent of such payment and performance (to the extent not otherwise satisfied by any act Borrower or occurrence (including, without limitation, the fact that at any time other Person now or from time to time the Indebtedness or hereafter obligated in respect of the Guaranteed Obligations may be increased or reduced) which might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the NoteObligations).

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing guaranty of payment and not a guaranty of collection. No exculpatory language contained in any of the other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, including the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which that might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor, other than pursuant to a termination of this Guaranty pursuant to Section 6.18. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Note.

Nature of Guaranty. This Guaranty is an irrevocable, absolute and continuing guaranty of payment and not a guaranty of collection. No exculpatory language contained in any of the other Loan Documents shall in any event or under any circumstances modify, qualify or affect the personal recourse obligations and liabilities of Guarantor hereunder. This Guaranty may not be revoked by Guarantor and shall continue to be effective with respect to the Guaranteed Obligations arising or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s 's death, in which event this Guaranty shall be binding upon Guarantor’s 's estate and Guarantor’s 's legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder Guaranteed Obligations are absolute and unconditional under any when and all circumstances if they become Guaranteed Obligations and that for so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the Note.

Nature of Guaranty. This Guaranty Agreement is and shall be an irrevocableabsolute, absolute unconditional, irrevocable and continuing unlimited guaranty of payment payment, and not a guaranty solely of collection. No exculpatory language contained Guarantor guarantees that the Guaranteed Obligations will be paid strictly in any accordance with the terms of the Loan and Security Agreement and the other Loan Documents shall Documents, without setoff or counterclaim, and regardless of any Applicable Law now or hereafter in effect in any event jurisdiction affecting any of such terms or under the rights of Lender with respect thereto. The Guaranteed Obligations may be increased, reduced or paid in full at any circumstances modify, qualify time and from time to time without affecting the liability or affect the personal recourse obligations and liabilities obligation of Guarantor hereunder. This under this Guaranty may not be revoked by Guarantor and shall continue to be effective Agreement with respect to all Guaranteed Obligations, whenever incurred or arising. All Guaranteed Obligations now or hereafter arising shall be conclusively presumed to have been made or acquired in acceptance hereof. Guarantor shall be liable, jointly and severally, with Borrower and any other Person now or hereafter obligated in respect of the payment of the Guaranteed Obligations arising Obligations, or created after any attempted revocation by Guarantor and, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate and Guarantor’s legal representatives and heirsportion thereof. It is the intent intention of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such Guarantor's liabilities and obligations and liabilities hereunder shall not be discharged except by Guarantor's Full Payment of such liabilities and obligations and then only to the extent of such payment (to the extent not otherwise satisfied by Borrower or released any other Person now or hereafter obligated in whole or in part, by any act or occurrence (including, without limitation, the fact that at any time or from time to time the Indebtedness or respect of the Guaranteed Obligations may be increased or reduced) which might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof and shall not be discharged by the assignment or negotiation of all or any part of the NoteObligations).

Nature of Guaranty. This Guaranty is in no way conditioned upon any attempt to collect from any Guaranteed Party or upon any other event or contingency, and shall be binding upon and enforceable against each Guarantor without regard to the validity, regularity or enforceability of any Facility Sublease Document, any Operative Document or of any term thereof. In the event that any payment to the Guaranty Beneficiary in respect of the Obligations is rescinded or must otherwise be returned for any reason whatsoever, each Guarantor shall remain liable hereunder with respect to the Obligations as if such payment had not been made. This Guaranty is an irrevocableabsolute, absolute unlimited, continuing and continuing guaranty unconditional guarantee of performance and payment and (but not a guaranty of collection. No exculpatory language contained in any ) of the other Loan Documents shall in any event or Obligations. The liability of each Guarantor under any circumstances modifythis Guaranty shall, qualify or affect to the personal recourse obligations fullest extent permitted under applicable law, be absolute, irrevocable and liabilities of Guarantor hereunderunconditional. This Guaranty may not be revoked by is a primary and original obligation of each Guarantor and is not merely the creation of a surety relationship. The obligations of each Guarantor set forth herein constitute the full recourse obligations of each Guarantor enforceable against it to the full extent of all its assets and properties. Without limiting the foregoing, it is agreed and understood that (a) repeated and successive demands may be made and recoveries may be had hereunder as and when, from time to time, any Guaranteed Party shall continue to be effective in default with respect to the Obligations under the terms of the Facility Sublease or the Operative Documents, and (b) notwithstanding the recovery hereunder for or in respect of any given default with respect to the Obligations of any Guaranteed Obligations arising Party under any Facility Sublease Document or created after any attempted revocation by Guarantor andOperative Document, if Guarantor is a natural person, after Guarantor’s death, in which event this Guaranty shall be binding upon Guarantor’s estate remain in full force and Guarantor’s legal representatives and heirs. It is the intent of Guarantor and Lender that the obligations and liabilities of Guarantor hereunder are absolute and unconditional under any and all circumstances and that so long as any portion of the Indebtedness shall be outstanding, such obligations and liabilities shall not be discharged or released in whole or in part, by any act or occurrence (including, without limitation, the fact that at any time or from time to time the Indebtedness or the Guaranteed Obligations may be increased or reduced) which might, but for the provisions of this Guaranty, be deemed a legal or equitable discharge or release of Guarantor. This Guaranty may be enforced by Lender and any subsequent holder of the Note or any part thereof effect and shall not be discharged by apply to each and every subsequent default with respect to the assignment or negotiation of all or any part of the NoteObligations.