|
5. The Undersigned will pay or reimburse Lender for all costs and expenses (including reasonable attorneys' fees
<br />and legal expenses) incurred by Lender in connection with the protection, defense or enforcement of this guaranty in any
<br />litigation or bankruptcy or insolvency proceedings.
<br />
<br /> 6. Whether or not any existing relationship between the Undersigned and Borrower has been changed or ended and
<br />whether or not this guaranty has been revoked, Lender may, but shall not be obligated to, enter into modifications or
<br />transactions resulting in the creation or continuance of Indebtedness, without any consent or approval by the Undersigned
<br />and without any notice to the Undersigned; PROVIDED, HOWEVER, that (a) such modifications or transactions are for the
<br />purpose of adding another member of Borrower as an additional customer of PJM; (b) the maximum aggregate principal
<br />amount to be paid under the Letter of Credit shall not exceed Two Million Three Hundred Eiqhty Seven Thousand and
<br />00/100 Dollars ($2,387,000.00); and (c) the limit of liability of the Undersigned for certain periods of time, as stated in
<br />paragraph 4 above, shall not increase. The liability of the Undersigned shall not be affected or impaired by any of the
<br />following acts or things (which Lender is expressly authorized to do, omit or suffer from time to time, both before and after
<br />revocation of this guaranty, without notice to or approval by the Undersigned): (i) any acceptance of collateral security,
<br />guarantors, accommodation parties or sureties for any or all Indebtedness; (ii) any one or more extensions or renewals of
<br />Indebtedness (whether or not for longer than the original period) or any modification of the interest rates, maturities or
<br />other contractual terms applicable to any Indebtedness; (iii) any waiver, adjustment, forbearance, compromise or
<br />indulgence granted to Borrower, any delay or lack of diligence in the enforcement of Indebtedness, or any failure to
<br />institute proceedings, file a claim, give any required notices or otherwise protect any Indebtedness; (iv) any full or partial
<br />release of, settlement with, or agreement not to sue, Borrower or any other guarantor or other person liable in respect to
<br />any Indebtedness; (v) any discharge of any evidence of Indebtedness or the acceptance of any instrument in renewal
<br />thereof or substitution therefor; (vi) any failure to obtain collateral security (including rights of setoff) for Indebtedness, or to
<br />see the proper or sufficient creation and perfection thereof, or to establish the priority thereof, or to protect, insure, or
<br />enforce any collateral security; or any release, modification, substitution, discharge, impairment, deterioration, waste, or
<br />loss of any collateral security; (vii) any foreclosure or enforcement of any collateral security; (viii) any transfer of any
<br />Indebtedness or any evidence thereof; (ix) any order of application of any payments or credits upon Indebtedness; (x) any
<br />election by the Lender under ' 1111 (b)(2) of the United States Bankruptcy Code.
<br />
<br /> 7. To the extent permitted or not prohibited by applicable law, the Undersigned waives any and ail defenses, claims
<br />and discharges of Borrower, or any other obligor, pertaining to Indebtedness, except the defense of discharge by payment
<br />in full. Without limiting the generality of the foregoing, the Undersigned will not assert, plead or enforce against Lender any
<br />defense of waiver, release, statue of limitations, res judicata, statute of frauds, fraud, incapacity, minority, usury, illegality
<br />or unenforceability which may be available to Borrower or any other person liable in respect of any Indebtedness, or any
<br />setoff available against Lender to Borrower or any such other person, whether or not on account of a related transaction.
<br />The Undersigned expressly agrees that the Undersigned shall be and remain liable, to the fullest extent permitted by
<br />applicable law, for any deficiency remaining after foreclosure of any mortgage or security interest securing Indebtedness,
<br />whether or not the liability of Borrower or any other obligor for such deficiency is discharged pursuant to statute or judicial
<br />decision. The Undersigned shall remain obligated, to the fullest extent permitted by law, to pay such amounts as though
<br />the Borrower's obligations had not been discharged.
<br />
<br /> 8. The Undersigned further agrees that the Undersigned shall be and remain obligated to pay Indebtedness even
<br />though any other person obligated to pay Indebtedness, including Borrower, has such obligation discharged in bankruptcy
<br />or otherwise discharged by law. "Indebtedness" shall include post-bankruptcy petition interest and attorneys' fees and any
<br />other amounts which Borrower is discharged from paying er which do not otherwise accrue to Indebtedness due to
<br />Borrower's discharge, and the Undersigned shall remain obligated to pay such amounts as though Borrower's obligations
<br />had not been discharged.
<br />
<br /> 9. if any payment applied by Lender to Indebtedness is therefore set aside, recovered, rescinded or required to be
<br />returned for any reason (including, without limitation, the bankruptcy, insolvency or reorganization of Borrower or any other
<br />obligor), the Indebtedness to which such payment was applied shall for the purposes of this guaranty be deemed to have
<br />continued in existence, notwithstanding such application, and this guaranty shall be enforceable as to such Indebtedness
<br />as fully as if such application had never been made.
<br />
<br /> 10. To the extent permitted or not prohibited by applicable law, the Undersigned waives any claim, remedy or other
<br />right which the Undersigned may now have or hereafter acquire against Borrower or any other person obligated to pay
<br />Indebtedness arising out of the creation or performance of the Undersigned's obligation under this guaranty, including,
<br />
<br />
<br />
|