GUARANTY
THIS GUARANTY is made as of January 12, 2000, by O. XXXXXX XXXXX, an
individual (the "Guarantor"), to and for the benefit of LAS VEGAS MOTOR
SPEEDWAY, LLC, a Nevada limited liability company (the "Noteholder"), in order
to induce the "Noteholder" to accept that certain Subordinated Promissory Note
made by LAS VEGAS INDUSTRIAL PARK, LLC, a Nevada limited liability company (the
"Maker") dated of even date, in the original principal face amount of Thirteen
Million Three Hundred Thousand Dollars ($13,300,000.00) (the "Note"), which Note
is secured by a Deed of Trust, Assignment of Rents and Fixture Filing ("Deed of
Trust") dated of even date from Maker for the benefit of Noteholder, securing
real property in Xxxxx County, Nevada.
1. The Guarantor does hereby unconditionally guaranty to the Noteholder:
a. The due performance and full and prompt payment, whether at
maturity or by acceleration or otherwise, of the indebtedness
evidenced by the Note in accordance with the terms and
conditions of the Note and all other obligations of Maker
evidenced by the Note and the Deed of Trust;
b. All costs and expenses, including reasonable attorneys' fees,
paid or incurred in the enforcement or collection of the Note
or this Guaranty; provided, that such reasonable attorney's
fees shall be actually incurred at standard hourly rates and
without giving effect to any statutory presumption.
2. The Guarantor represents and warrants that he has the full right, power
and authority to enter into this Guaranty and, if so requested by
Noteholder, to execute such further assurances of such right, power and
authority.
3. The Guarantor hereby unconditionally agrees that his liability
hereunder shall not be affected in any manner whatsoever by:
a. Any amendments, modifications or extensions of time for
payment of amounts due under the Note or Deed of Trust or
other obligations of Maker under the Note or the Deed of
Trust, whether made with or without notice to the Guarantor;
b. The release of the Maker from any of its obligations under the
Note or Deed of Trust or the release of any security securing
the Note, whether made with or without notice to the
Guarantor; and
c. Any delay or election by Noteholder in exercising any right or
remedy under the Note, any document securing the Note, or this
Guaranty.
4. The Guarantor hereby waives:
a. Presentment, demand for payments of the Maker or anyone else,
protest, and notice of nonpayment, dishonor, or protest of the
Note, and all other notices and demands required by the Note
or applicable law; and
b. Any right or claim of right to cause a marshaling of the
assets of Maker or to cause the Noteholder to first proceed
against any security securing the Note.
5. This Guaranty shall be construed in accordance with the laws of the
State of North Carolina.
[SEE ATTACHED SIGNATURE PAGE]
IN WITNESS WHEREOF, the Guarantor has duly executed this Guaranty under
seal as of the date set forth above.
GUARANTOR:
/s/ O. Xxxxxx Xxxxx (SEAL)
---------------------------------------
O. XXXXXX XXXXX
