Creditor Name Continuing Guaranty

FOR VALUABLE CONSIDERATION, and in order to induce Creditor Namefrom time to time to grant or continue credit to or on behalf of, or at the request of:

______and its successors and assigns (hereinafter “Dealer”), the undersigned (hereinafter “Guarantors”) agree with Creditor Name in their respective individual capacities as follows:

Guarantors hereby jointly and severally absolutely and unconditionally guarantee to Creditor Name, its successors and assigns, the full and prompt payment to Creditor Name when due, or upon demand thereafter, of any and all indebtedness, obligations, and liabilities of Dealer to Creditor Name of whatever nature, whether originating in transactions between Creditor Name and Dealer, or assigned of transferred to Creditor Name, whether now existing or hereafter incurred, and whether absolute or contingent, including but not limited to every account, note, check, bill of exchange, draft, trade acceptance, loan advance, discount or any other instrument or evidence of indebtedness (hereinafter called “liabilities”) in connection with which Dealer, either as maker, drawer, guarantor, endorser, obligor or otherwise, directly or contingently, is now or may become, liable to Creditor Name, together with any interest said Liabilities may now or hereafter bear.
In the event that Dealer fails to pay any Liabilities hereby guaranteed, all such Liabilities shall then be deemed to have become immediately due and payable, and Guarantors agree, without Creditor Name being first required to liquidate any lien or any other form of security, instrument or note held by Creditor Name, to pay on demand (either written or oral) any and all sums due Creditor Name from Dealer, including the full amount of the principal charges remaining unpaid there under and interest on the principal charges to the extent permitted by applicable state law, together with all expenses and costs, including reasonable attorneys fees if places with an attorney for collection, whether or not litigation is commended. Guarantor agrees that if Creditor Name, pursuant to court order in any bankruptcy, debt relief or other proceeding, is required to repay Dealer any payment made to Creditor Name on the liabilities, in such an event the liability of Guarantor for such amount shall be revived the same as if such amount had not been paid. Guarantors further agree to pay any liabilities irrespective of the enforceability of the debt as to the Dealer.
Guarantors hereby waive: (a) notice of acceptance of the Guaranty; (b) notice of any advances, loans, renewals, or extensions of credit by Creditor Name to Dealer; (c) presentment, demand protest or notice of nonpayment and/or dishonor of any and all Liabilities of Dealer to Creditor Name or of any instruments or documents evidencing and/or given pursuant thereto; (d) notice of any default by Dealer; (e) notice of demand for payment; (f) notice of full or partial payment of any Liabilities of Dealer to Creditor Name; (g) any notice to or making of any claim or demand hereunder upon Guarantors; (h) any defense based upon any election of remedies by Creditor Name, including but not limited to an election to proceed by non-judicial foreclosure rather than judicial foreclosure, which destroys or impairs any of Guarantor’s right to subrogation or reimbursement against Dealer. Guarantors further waive any defenses, offsets, counterclaims, and trial by jury which Guarantors or Dealer may not or hereafter have upon any Liabilities hereby guaranteed, or the right thereto in any action or proceeding arising on, out of or relating to the Guaranty or its validity, interpretation or enforcement.
Guarantors shall remain bound upon this Guaranty and shall not be affected by any extension, renewal or other change in the time, manner, place or terms of payment of any of the Liabilities of Dealer to Creditor Name, or any change in the manner, place or terms of payment or performance thereof, or the release, settlement or compromise of or with any party liable for the payment or interruption of business relations between Creditor Nameand Dealer. Creditor Namemay exercise any and all remedies available against Dealer to the extent said choice adversely affects Guarantor’s rights against Dealer, but in no event shall Creditor Nameexonerate Guarantors to the extent Guarantors are adversely affected. Guarantors shall not be exonerated for any liability of Dealer incurred upon the release of Dealer of its obligations.
This is a guaranty of payment and not of collection, and the Guarantors waive any right to require that any action be brought against the Dealer or to require that resort be had to any security. Creditor Name need not exhaust its rights or recourse against Dealer or any other person or any security or collateral which Creditor Name may have at any time before being entitled to payment from Guarantors. Further, no delay on the part of Creditor Name in exercising any of its rights hereunder or failure to exercise the same shall operate as a waiver of such rights; no notice of demand on Guarantors shall be deemed a waiver of this Guaranty or of the right of Creditor Name to take further action without notice or demand as herein provided.
This is a continuing Guaranty and shall remain in full force and effect until thirty days after the written notice shall have been received by YCA from Guarantors revoking this Guaranty. Such notice must be delivered personally or sent by certified mail to Creditor’s Street Address, City, State, Zip Code or the current corporate offices of Creditor Name. Such notice of revocation shall not affect the obligations of Guarantors as to any Liabilities of Dealer incurred prior to thirty days after the time of actual receipt by Creditor Name of such notice, whether such Liabilities of Dealer be direct or indirect, absolute or contingent, matured or unmatured, at the time of receipt of such notice.
Any indebtedness of Dealer now or hereafter held by Guarantors is hereby subordinated to the indebtedness of Dealer to Creditor Name; and such indebtedness of Dealer to Guarantors if Creditor Name so requests shall be collected, enforced, and received by Guarantors as trustees for Creditor Name and be paid over to Creditor Name on account of the indebtedness of Dealer to Creditor Name but without reducing or affecting in any manner the obligations of Guarantors under the other provisions of the Guaranty. Guarantors agree that the Guaranty may be satisfied from the property of each Guarantor held separately, jointly or in community.
Guarantors waive any claim or right now or hereafter acquired against Dealer or any person primarily or contingently liable for the guaranteed liabilities or that arise from the existence or performance of Guarantors’ liabilities hereunder, including, without limitation, any right, indemnification or participation in any claim or remedy of Creditor Name against Dealer or any collateral security Creditor Name now has or hereafter acquires, regardless of how such claim, remedy or right arises.
Guarantors acknowledge that all the obligations created herein are for commercial purposes and are not for personal, family or household purposes. Guarantor accepts full responsibility for keeping informed of Dealer’s financial condition and all other circumstances bearing upon the risk of nonpayment of the Liabilities, which diligent inquiry would reveal. Absent a request by Guarantor for specific information, Creditor Name shall have no duty to give Guarantor any information known to Creditor Name.
Guarantors agree to provide Creditor Name with such balance sheets, statements of income, expenditures and other financial statements as Creditor Name may reasonably require from time to time.
Where Dealer is a corporation, partnership or other association or a receiver, trust or other fiduciary, it is not necessary for Creditor Name to inquire into the powers of Dealer or its directors, officers, partners, associates, or other agents acting or purporting to act on its behalf, and any indebtedness made or created in reliance upon the professed exercise of such powers shall be guaranteed hereunder.
Where Dealer is a partnership or other association, this Guaranty shall extend to the person or persons for the time being and from time to time carrying on the business of Dealer notwithstanding any change or changes in the name or membership of the partnership or association.
If Dealer hereafter is incorporated or acquired by a corporation, Guarantor’s obligations under this Guaranty shall extend to any Liabilities of the corporation to Creditor Name.
The provisions of the Guaranty may not be waived or modified except in writing signed by a duly authorized representative of Creditor Name.
Creditor Name may without notice assign this Guaranty in whole or in part. This Guaranty shall inure to the benefit of Creditor Name, its successors and assigns, the assignees of any indebtedness hereby guaranteed and bind Guarantor’s heirs, executors, administrators and assigns. Guarantors have neither the right, not the power to assign this agreement in whole or in part.
Should any one or more provisions of this Guaranty be determined to be illegal or unenforceable, all other provisions nevertheless shall remain effective.
This Guaranty shall be covered by and construed according to the laws of Creditor’s State and Guarantors agree to submit to the jurisdiction of the Superior Court, Creditor’s County, State. A violation of this covenant will bar recovery by Guarantors in any other court.
If this Guaranty is executed by two or more parties, each party shall be jointly and severally liable hereunder, and the work “Guarantors” whenever used herein shall be construed to refer to each of such parties separately or all in the same manner, and with the same effect as if each had signed separate instruments. This Guaranty shall not be revoked or impaired as to any one or more of such parties by the revocation or release of any obligations hereunder of any one or more of such other parties.
This Guaranty shall become effective and shall be deemed fully executed and delivered to Creditor Name and to each party immediately upon the signing by each party.
Neither this Guaranty nor any other statement furnished by Guarantors to Creditor Name in connection with the transactions contemplated hereby contains any untrue statement of material fact or omits to state a material fact necessary in order to make the statements contained herein or therein true and not misleading.
Except as provided in any written agreement now or at anytime hereafter in force between Creditor Name and Guarantors, the agreements and/or instruments referred to herein and this Guaranty shall constitute the entire agreement of Guarantors with Creditor Name with respect to the indebtedness and obligations, and no representation, understanding, promise or condition concerning the subject matter hereof shall be binding upon Creditor Name unless expressed herein or therein; provided, however that this Guaranty is not intended to modify or supersede any prior Guaranty executed in favor of Creditor Name by any Guarantors and any such prior Guaranty shall remain in full force and effect in addition to this Guaranty.