Business Guarantee Document

BUSINESS GUARANTEE DOCUMENT

Parties

Guarantor Name:

Beneficiary Name:

Recitals

WHEREAS, the Beneficiary has extended or will extend credit, goods, or services to Principal Obligor: ; and

WHEREAS, the Guarantor is willing to guarantee the obligations of Principal Obligor to the Beneficiary on the terms and conditions set forth in this Agreement effective as of ;

NOW, THEREFORE, in consideration of the mutual covenants and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties agree as follows:

Scope of Guarantee

The Guarantor unconditionally and irrevocably guarantees to the Beneficiary the punctual payment and performance of all present and future obligations of Principal Obligor arising under or relating to the accounts, contracts, loans, or extensions of credit described below. The scope shall include, without limitation, payment for goods, services, interest, fees, costs of collection, and other charges as set forth in this Agreement.

Payment Terms

Guarantee Fee Amount (if any): $

Late Payment Fee or Interest on Delinquent Amounts: . Fees shall accrue from the date of default until paid in full.

Term and Termination

This Guarantee shall commence on and shall continue in effect until unless earlier terminated in accordance with this Agreement.

Either party may terminate this Guarantee upon written notice to the other party delivered at least days prior to the effective termination date; provided, however, that termination shall not affect the Guarantor's liability for obligations incurred prior to the effective date of termination.

Defaults; Rights and Remedies

Upon any default by Principal Obligor, the Beneficiary may pursue any and all rights and remedies against the Guarantor permitted by law or equity without first exhausting remedies against Principal Obligor. The Guarantor waives notice of acceptance of this Guarantee, notice of default, presentment, demand, and protest to the fullest extent permitted by law.

Confidentiality

Each party shall maintain the confidentiality of information received from the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential information shall not be disclosed except (i) as required by law or judicial process, (ii) to the party's legal or financial advisors under obligations of confidentiality, or (iii) with the prior written consent of the disclosing party.

The Guarantor acknowledges that breach of this confidentiality provision by the Guarantor may result in irreparable harm to the Beneficiary for which monetary damages may be an insufficient remedy.

Representations and Warranties

The Guarantor represents and warrants that (a) it has full power and authority to execute and perform this Guarantee; (b) this Guarantee constitutes a legal, valid and binding obligation enforceable against the Guarantor in accordance with its terms; and (c) the execution and delivery of this Guarantee will not violate any material agreement or law applicable to the Guarantor.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to choice of law principles.

Entire Agreement; Amendment

This Agreement, including any schedules and exhibits attached hereto, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral. This Agreement may only be amended by a written instrument executed by both parties.

Notices

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth above or to such other address as either party designates in writing. Notices shall be effective upon receipt.

Additional Provisions

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