loan guarantee

Loan Guarantee

This Loan Guarantee (this “Guarantee”) is hereby made by [Guarantor] (the “Guarantor”), a [State] corporation, in favor of [Lender] (the “Lender”).

WHEREAS, [Debtor] (the “Debtor”) has requested that the Lender lend certain funds to it in the maximum amount of $[].

NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Guarantor hereby guarantees and agrees to be liable to the Lender for the full payment of all amounts, whether principal, interest, fees, reimbursement of costs and expenses (including attorney’s fees) incurred by the Lender in connection with this loan and the enforcement of the terms and conditions of this Guarantee, or any other liabilities or obligations of the Debtor to the Lender incident to or arising out of or related to the loan (collectively, the “Obligations”), up to the amount of the Obligations payable by the Debtor at any time and from time to time.

The Guarantor unconditionally and irrevocably guarantees that the Debtor will observe and perform any and all of its respective Obligations including, without limitation, the timely payment of all principal, interest, and other amounts due thereon when due or earlier upon demand.

The Guarantor hereby acknowledges and agrees that it will have no right of subrogation or other right of recovery against the Debtor after it has made payment on the Obligations and made demand upon the Debtor.

FULL PERFORMANCE

The Guarantor hereby guarantees full performance of the Obligations of the Debtor hereunder. The Guarantor hereby agrees to promptly and unconditionally pay, or cause to be paid, to the Lender the full amount of all Obligations owing to the Lender, whether due and payable or not, in accordance with the terms of this Guarantee.

WAIVER

The Guarantor hereby waives any demands, notices, presentments or protests to which it might otherwise be entitled, and agrees that no extension of time, indulgence or granting of any other benefit by the Lender to the Debtor shall affect or impair this Guarantee in any manner whatsoever.

The Guarantor hereby irrevocably waives any and all rights against the Lender that the Guarantor may have or in the future may have with respect to the Obligations due hereunder or otherwise arising from or relating to this loan.

GOVERNING LAW

This Guarantee shall be governed by and construed and enforced in accordance with the laws of the [State], without giving effect to conflict of law principles.

By executing this document, the undersigned hereby certifies that he is authorized and has been specifically authorized by the governing authorities of Guarantor and has full power and authority to enter into this Loan Guarantee on behalf of Guarantor.

IN WITNESS WHEREOF, this Guarantee is entered into this [date]

GUARANTOR: __________

By: __________

Name: __________

Title: __________

Loan Guarantee

This document is a Loan Guarantee to ensure that [Name of Borrower] (hereinafter Borrower) will comply with the terms of the loan agreement entered into by [Name of Lender] (hereinafter Lender).

In consideration of the Lender entering into a loan agreement with the Borrower, the undersigned Guarantor (the “Guarantor”) hereby unconditionally guarantees to the Lender full and prompt performance of all of the Borrower’s obligations under the loan agreement. The Guarantor understands and agrees that this guarantee is a continuing obligation and that this guarantee will remain in effect until the Borrower has fully and completely repaid the loan in accordance with the loan agreement.

The Guarantor hereby waives any rights to require the Lender to proceed against the Borrower or to pursue any other security, or to proceed against any other Guarantor, before proceeding against the undersigned and their assets. The Guarantor further waives any right of subrogation, reimbursement, or exoneration from the Lender, and agrees to remain liable for the full amount of the debt incurred by the Borrower, even if the Lender releases the Borrower from their obligation for any reason.

In consideration of the guarantee provided by this document, the Guarantor will not be held liable for any costs or expenses incurred by the Lender in enforcing this guarantee, including reasonable attorneys’ fees.

The Guarantor also acknowledges and agrees that any modifications, amendments, or additions to the loan agreement will be binding upon the Guarantor in the same manner as if the Guarantor had been a party to such modifications, amendments, or additions.

This guarantee shall be governed by and construed in accordance with the laws of [State] and all disputes arising out of or relating to this guarantee shall be subject to the exclusive jurisdiction of the [state] state courts.

IN WITNESS WHEREOF, the Guarantor has caused this Loan Guarantee to be signed effective as of the date first written above.

[Name of Guarantor], Guarantor

Signature: ____________________