GUARANTY
Exhibit 10.4
THIS GUARANTY (this “Guaranty”) is executed as of December 28, 2010, by PMC COMMERCIAL
TRUST, a real estate investment trust organized under the laws of the State of Texas
(“Guarantor”), whose address for notice purposes is listed after its signature hereto, for
the benefit of JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association, as
administrative agent (in such capacity, the “Administrative Agent”) for itself and the
benefit of each Lender (as defined herein). Unless otherwise defined herein, all capitalized terms
have the meanings given to such terms in the Credit Agreement (herein defined).
RECITALS:
A. Guarantor, First Western SBLC, Inc., a Florida corporation (“First Western”), the
other financial institutions party thereto from time to time (the “Lenders”) and the
Administrative Agent have, as of even date hereof, executed that certain Amended and Restated
Credit Agreement (as the same has been or may be amended, restated, supplemented, or otherwise
modified from time to time, the “Credit Agreement”).
B. It is expressly understood among First Western, Guarantor, Lenders and the Administrative
Agent that the execution and delivery of this Guaranty is a condition precedent to Lenders’
obligation to make loans or extend credit under the Credit Agreement and is an integral part of the
transactions contemplated thereby.
C. Lenders’ extension of credit to First Western is a substantial and direct benefit to
Guarantor.
NOW, THEREFORE, for valuable consideration, the receipt and adequacy of which are hereby
acknowledged, Guarantor hereby irrevocably and unconditionally and jointly and severally guarantees
to the Administrative Agent and the Lenders the prompt payment and performance of the Guaranteed
Obligations, this Guaranty being upon the following terms and conditions:
Section 1. Definitions. As used in this Guaranty, the following terms have
the following meanings:
“Affiliates” of any Person means any other Person that, directly or
indirectly, controls or is controlled by or is under common control with such
Person. For purposes of this definition “control” (including with correlative
meanings, the terms “controlled by” and under “common control with”), with respect
to any Person, means possession, directly or indirectly of the power to direct or
cause the direction of the management and policies of such Person, whether through
the ownership of voting securities, by contract or otherwise.
“Debtor Relief Laws” means Title 11 of the United States Code, as now or
hereafter in effect, or any other applicable law, domestic or foreign, as now or
hereafter in effect, relating to bankruptcy, insolvency, liquidation, receivership,
reorganization, arrangement or composition, extension or adjustment of debts, or
similar laws affecting the rights of creditors.
“First Western” has the meaning given to such term in the first recital
hereof, including and without limitation, First Western’s successors and assigns
(regardless of whether such successor or assign is formed by or results from any
merger, consolidation, conversion, sale or transfer of assets, reorganization, or
otherwise) including First Western as a debtor-in-possession, and any receiver,
trustee, liquidator, conservator, custodian, or similar party hereafter appointed
for First Western or all or substantially all of its assets pursuant to any
liquidation, conservatorship, bankruptcy, moratorium, rearrangement, receivership,
insolvency, reorganization, or similar Debtor Relief Laws (hereinafter defined) from
time to time in effect.
“Guaranteed Indebtedness” means the Obligations of First Western.
“Guaranteed Obligations” means the Guaranteed Indebtedness and the
Guaranteed Performance Obligations.
“Guaranteed Performance Obligations” means all of the obligations of First
Western under the Credit Documents other than an obligation to pay money.
“Person” means any individual, corporation, partnership, joint venture,
limited liability company or partnership (general or limited) association, trust,
unincorporated association, joint stock company, government, municipality, political
subdivision or agency, or other entity.
Section 2. Payment. Guarantor hereby unconditionally and irrevocably and
jointly and severally guarantees to Administrative Agent for the benefit of itself and the Lenders
the punctual payment when due, whether by lapse of time, by acceleration of maturity, or otherwise,
and at all times thereafter, of the Guaranteed Indebtedness. This Guaranty covers the Guaranteed
Indebtedness, whether presently outstanding or arising subsequent to the date hereof, including all
amounts advanced by Lenders in stages or installments. The guaranty of Guarantor as set forth in
this Section 2 is a continuing guaranty of payment and not a guaranty of collection.
Guarantor acknowledges and agrees that Guarantor may be required to pay and perform the Guaranteed
Indebtedness in full without assistance or support from First Western or any other party.
Guarantor agrees that if all or any part of the Guaranteed Indebtedness shall not be punctually
paid when due, whether on the scheduled payment date, by lapse of time, by acceleration of maturity
or otherwise, Guarantor shall, immediately upon demand by Administrative Agent, pay the amount due
on the Guaranteed Indebtedness to the Administrative Agent and the Lenders, as applicable, at the
appropriate address as set forth on the signature page hereto. Such demand(s) may be made at any
time coincident with or after the time for payment of all or part of the Guaranteed Indebtedness,
and may be made from time to time with respect to the same or different items of Guaranteed
Indebtedness. Such demand shall be made, given and received in accordance with the notice
provisions hereof.
Section 3. Performance. Guarantor hereby unconditionally and irrevocably
guarantees to Administrative Agent for the benefit of itself and the Lenders the timely performance
of the Guaranteed Performance Obligations. If any of the Guaranteed Performance Obligations of
First Western are not satisfied or complied with in any respect whatsoever, and
without the necessity of any notice from Administrative Agent or any Lender to Guarantor,
Guarantor agrees to indemnify and hold Administrative Agent and the Lenders harmless from any and
all loss, cost, liability or expense that Administrative Agent and the Lenders may suffer by any
reason of any such non-performance or non-compliance. The obligations and liability of Guarantor
under this Section 3 shall not be limited or restricted by the existence of, or any terms
of, the guaranty of payment under Section 2 of this Guaranty.
Section 4. Primary Liability of Guarantor.
(a) This Guaranty is an absolute, irrevocable and unconditional guaranty of payment and
performance. Guarantor is liable for the payment and performance of the Guaranteed
Obligations, as set forth in this Guaranty, as a primary obligor.
(b) In the event of default in payment or performance of the Guaranteed Obligations, or
any part thereof, when such Guaranteed Obligations become due, whether by its terms, by
acceleration, or otherwise, Guarantor shall promptly pay the amount due thereon to
Administrative Agent without notice or demand, of any kind or nature, in lawful money of the
United States of America or perform the obligations to be performed hereunder, and it shall
not be necessary for Administrative Agent or any Lender in order to enforce such payment and
performance by Guarantor first, or contemporaneously, to institute suit or exhaust remedies
against First Western or others liable on the Guaranteed Obligations, or to enforce any
rights, remedies, powers, privileges or benefits of Administrative Agent or any Lender
against any collateral or any other security or collateral which shall ever have been given
to secure the Guaranteed Obligations.
(c) Suit may be brought or demand may be made against all parties who have signed this
Guaranty or any other guaranty in favor of the Administrative Agent or any Lender covering
all or any part of the Guaranteed Obligations, or against any one or more of them,
separately or together, without impairing the rights of Administrative Agent or any Lender
against any party hereto. Any time that either Administrative Agent or any Lender is
entitled to exercise its rights or remedies hereunder, Administrative Agent or such Lender
may in its discretion elect to demand payment and/or performance. If Administrative Agent
or any Lender elects to demand performance, it shall at all times thereafter have the right
to demand payment until all of the Guaranteed Obligations have been paid and performed in
full. If Administrative Agent or any Lender elects to demand payment, it shall at all times
thereafter have the right to demand performance until all of the Guaranteed Obligations have
been paid and performed in full.
Section 5. Other Guaranteed Debt. If Guarantor becomes liable for any
indebtedness owing by First Western to Administrative Agent or any Lender, by endorsement or
otherwise, other than under this Guaranty, such liability shall not be in any manner impaired or
affected hereby, and the rights and remedies hereunder shall be cumulative of any and all other
rights and remedies that the Administrative Agent or such Lender may ever have against Guarantor.
The exercise by Administrative Agent or any Lender of any right or remedy hereunder or under any
other instrument, or at law or in equity, shall not preclude the concurrent or subsequent exercise
of any other right or remedy by Administrative Agent or such Lender.
Section 6. Subrogation. Until the Guaranteed Obligations have been paid in
full, Guarantor hereby covenants and agrees that it shall not assert, enforce, or otherwise
exercise (a) any right of subrogation to any of the rights, remedies or liens of Administrative
Agent or any Lender against First Western or its Affiliates or any other guarantor of the
Guaranteed Obligations or any collateral or other security, or (b) unless such rights are expressly
made subordinate to the Guaranteed Obligations (in form and upon terms acceptable to Administrative
Agent and Lenders) and the rights or remedies of Administrative Agent and Lenders under this
Guaranty and the Credit Documents, any right of recourse, reimbursement, contribution,
indemnification, or similar right against First Western or its Affiliates or any other guarantor of
all or any part of the Guaranteed Obligations.
Section 7. Subordinated Debt. All principal of and interest on all
indebtedness, liabilities, and obligations of First Western or its Affiliates to Guarantor (the
“Subordinated Debt”) now or hereafter existing, due or to become due to Guarantor, or held
or to be held by Guarantor, whether created directly or acquired by assignment or otherwise, and
whether evidenced by written instrument or not, shall be expressly subordinated to the Guaranteed
Obligations. Until such time as the Guaranteed Obligations is paid and performed in full and all
commitments to lend under the Credit Documents have terminated, Guarantor agrees not to receive or
accept any payment from First Western with respect to the Subordinated Debt at any time an Event of
Default has occurred and is continuing; and, in the event Guarantor receives any payment on the
Subordinated Debt in violation of the foregoing, Guarantor will hold any such payment in trust for
Administrative Agent and Lenders and forthwith turn it over to Administrative Agent in the form
received, to be applied to the Guaranteed Obligations.
Section 8. Obligations Not to be Diminished. Guarantor hereby agrees that
its obligations under this Guaranty shall not be released, discharged, diminished, impaired,
reduced, or affected for any reason or by the occurrence of any event, including, without
limitation, one or more of the following events, whether or not with notice to or the consent of
Guarantor: (a) the taking or accepting of collateral as security for any or all of the Guaranteed
Obligations or the release, surrender, exchange, or subordination of any collateral now or
hereafter securing any or all of the Guaranteed Obligations; (b) any partial release of the
liability of First Western or any other Borrower or the full or partial release of any other
guarantor or obligor from liability for any or all of the Guaranteed Obligations; (c) the
dissolution, insolvency, or bankruptcy of First Western, any other Borrower or any other guarantor,
or any other party at any time liable for the payment of any or all of the Guaranteed Obligations;
(d) any renewal, extension, modification, waiver, amendment, or rearrangement of any or all of the
Guaranteed Obligations or any instrument, document, or agreement evidencing, securing, or otherwise
relating to any or all of the Guaranteed Obligations; (e) any adjustment, indulgence, forbearance,
waiver, or compromise that may be granted or given by Administrative Agent or any Lender to First
Western, any other Borrower or any other party ever liable for any or all of the Guaranteed
Obligations; (f) any neglect, delay, omission, failure, or refusal of Administrative Agent or any
Lender to take or prosecute any action for the collection of any of the Guaranteed Obligations or
to foreclose or take or prosecute any action in connection with any instrument, document, or
agreement evidencing, securing, or otherwise relating to any or all of the Guaranteed Obligations;
(g) the unenforceability or invalidity of any or all of the Guaranteed Obligations or of any
instrument, document, or agreement evidencing, securing, or otherwise relating to any or all of the
Guaranteed Obligations; (h) any payment by First Western or any other party to Administrative Agent
or any Lender is held to constitute a preference under applicable bankruptcy or insolvency law or
if for any other reason Administrative Agent or such Lender is required to refund any payment or
pay the amount thereof to someone else; (i) the settlement or compromise of any of the Guaranteed
Obligations; (j) the non-perfection of any security interest or lien securing any or all of the
Guaranteed Obligations; (k) any impairment of any collateral securing any or all of the Guaranteed
Obligations; (l) the failure of Administrative Agent or any Lender to sell any collateral securing
any or all of the Guaranteed Obligations in a commercially reasonable manner or as otherwise
required by law; (m) any change in the corporate existence, structure, or ownership of First
Western; or (n) any other circumstance which might otherwise constitute a defense available to, or
discharge of, First Western or Guarantor.
Section 9. Waivers. Guarantor waives (a) any right to revoke this Guaranty
with respect to future indebtedness; (b) any right to require Administrative Agent or any Lender to
do any of the following before Guarantor is obligated to pay the Guaranteed Obligations or before
Administrative Agent or any Lender may proceed against Guarantor: (i) xxx or exhaust remedies
against First Western and other guarantors or obligors, (ii) xxx on an accrued right of action in
respect of any of the Guaranteed Obligations or bring any other action, exercise any other right,
or exhaust all other remedies, or (iii) enforce rights against First Western’s assets or the
collateral pledged by First Western to secure the Guaranteed Obligations; (c) any right relating to
the timing, manner, or conduct of Administrative Agent’s or any Lender’s enforcement of rights
against First Western’s assets or the collateral pledged by First Western to secure the Guaranteed
Obligations; (d) if Guarantor and First Western (or a third-party) have each pledged assets to
secure the Guaranteed Obligations, any right to require Administrative Agent or any Lender to
proceed first against the other collateral before proceeding against collateral pledged by
Guarantor; (e) except as expressly required hereby, promptness, diligence, notice of any default
under the Guaranteed Obligations, notice of acceleration or intent to accelerate, demand for
payment, notice of acceptance of this Guaranty, presentment, notice of protest, notice of dishonor,
notice of the incurring by First Western of additional indebtedness, notice of any suit or other
action by Administrative Agent or any Lender against First Western or any other Person, any notice
to any party liable for the obligation which is the subject of the suit or action, and all other
notices and demands with respect to the Guaranteed Obligations and this Guaranty; (f) each of the
foregoing rights or defenses regardless whether they arise under (i) Section 34.01 et seq. of the
Texas Business and Commerce Code, as amended, (ii) Section 17.001 of the Texas Civil Practice and
Remedies Code, as amended, (iii) Rule 31 of the Texas Rules of Civil Procedure, as amended, (iv)
common law, in equity, under contract, by statute, or otherwise, and (g) any and all rights under
Sections 51.003, 51.004 and 51.005 of the Texas Property Code, as amended.
Section 10. Insolvency. Should Guarantor become insolvent, or fail to pay
such Guarantor’s debts generally as they become due, or voluntarily seek, consent to, or acquiesce
in the benefit or benefits of any Debtor Relief Law, or become a party to (or be made the subject
of) any proceeding provided for by any Debtor Relief Law (other than as a creditor or claimant)
that could suspend or otherwise adversely affect the rights and remedies of Administrative Agent or
any Lender granted hereunder, then, in any such event, the Guaranteed Obligations shall be, as
between Guarantor and Administrative Agent or any Lender, a fully matured, due, and payable
obligation of Guarantor to Administrative Agent or any Lender (without regard to whether First
Western is then in default under the Credit Agreement or whether any part of the indebtedness
of First Western is then due and owing to Administrative Agent or any Lender), payable in full by
Guarantor to Administrative Agent or any Lender upon demand, which shall be the estimated amount
owing in respect of the contingent claim created hereunder.
Section 11. Termination. Guarantor’s obligations hereunder shall remain in
full force and effect until all commitments to lend under the Credit Documents have terminated and
the Guaranteed Obligations have been paid in full. If at any time any payment of the principal of
or interest or any other amount payable by First Western under the Credit Documents is rescinded or
must be otherwise restored or returned upon the insolvency, bankruptcy, or reorganization of First
Western or otherwise, Guarantor’s obligations hereunder with respect to such payment shall be
reinstated as though such payment had been due but not made at such time.
Section 12. Representations and Warranties. Guarantor represents and
warrants as follows:
(a) Guarantor has the power and authority and legal right to execute, deliver, and
perform its obligations under this Guaranty and this Guaranty constitutes the legal, valid,
and binding obligation of Guarantor, enforceable against Guarantor in accordance with its
terms, except as limited by bankruptcy, insolvency, or other laws of general application
relating to the enforcement of creditor’s rights.
(b) The execution, delivery, and performance by Guarantor of this Guaranty do not and
will not violate or conflict with any law, rule, or regulation or any order, writ,
injunction, or decree of any court, governmental authority or agency, or arbitrator and do
not and will not conflict with, result in a breach of, or constitute a default under, or
result in the imposition of any lien upon any assets of Guarantor pursuant to the provisions
of any indenture, mortgage, deed of trust, security agreement, franchise, permit, license,
or other instrument or agreement to which Guarantor or its properties are bound.
(c) No authorization, approval, or consent of, and no filing or registration with, any
court, governmental authority, or third party is necessary for the execution, delivery, or
performance by Guarantor of this Guaranty or the validity or enforceability thereof.
(d) Guarantor has, independently and without reliance upon the Administrative Agent or
any Lender and based upon such documents and information as Guarantor has deemed
appropriate, made its own analysis and decision to enter into this Guaranty, and Guarantor
has adequate means to obtain from First Western on a continuing basis information concerning
the financial condition and assets of First Western, and Guarantor is not relying upon the
Administrative Agent or any Lender to provide (and Administrative Agent and Lenders shall
not have any duty to provide) any such information to Guarantor either now or in the future.
(e) The value of the consideration received and to be received by Guarantor is
reasonably worth at least as much as the liability and obligation of Guarantor hereunder,
and such liability and obligation may reasonably be expected to benefit Guarantor
directly or indirectly.
Section 13. Covenants. So long as this Guaranty remains in full force and
effect, Guarantor shall, unless the Administrative Agent and Required Lenders shall otherwise
consent in writing:
(a) Furnish to Administrative Agent and Lenders written notice of the occurrence of any
Potential Default or Event of Default promptly upon obtaining knowledge thereof.
(b) Furnish to Administrative Agent and Lenders such additional information concerning
Guarantor, First Western or any other Person under the control of Guarantor as
Administrative Agent or any Lender may request.
(c) Obtain at any time and from time to time all authorizations, licenses, consents or
approvals as shall now or hereafter be necessary or desirable under all applicable laws or
regulations or otherwise in connection with the execution, delivery and performance of this
Guaranty and will promptly furnish copies thereof to Administrative Agent and Lenders.
Section 14. No Fraudulent Transfer. It is the intention of Guarantor and
Administrative Agent and Lenders that the amount of the Guaranteed Obligations guaranteed by
Guarantor by this Guaranty shall be in, but not in excess of, the maximum amount permitted by
fraudulent conveyance, fraudulent transfer, or similar laws applicable to Guarantor. Accordingly,
notwithstanding anything to the contrary contained in this Guaranty or any other agreement or
instrument executed in connection with the payment of any of the Guaranteed Obligations, the amount
of the Guaranteed Obligations guaranteed by Guarantor by this Guaranty shall be limited to that
amount which after giving effect thereto would not (a) render Guarantor insolvent, (b) result in
the fair saleable value of the assets of Guarantor being less than the amount required to pay its
debts and other liabilities (including contingent liabilities) as they mature, or (c) leave
Guarantor with unreasonably small capital to carry out its business as now conducted and as
proposed to be conducted, including its capital needs, as such concepts described in clauses
(a), (b) and (c) of this Section 14, are determined under applicable
law, if the obligations of Guarantor hereunder would otherwise be set aside, terminated, annulled
or avoided for such reason by a court of competent jurisdiction in a proceeding actually pending
before such court. For purposes of this Guaranty, the term “applicable law” means as to
Guarantor each statute, law, ordinance, regulation, order, judgment, injunction or decree of the
United States or any state or commonwealth, any municipality, any foreign country, or any
territory, possession or tribunal applicable to Guarantor.
Section 15. Successors and Assigns. This Guaranty is for the benefit of the
Administrative Agent and Lenders and their successors and assigns, and, in the event of an
assignment of the Guaranteed Obligations (or any part thereof) in accordance with the provisions of
the Credit Agreement, or any part thereof, the rights and remedies hereunder, to the extent
applicable to the indebtedness so assigned, may be transferred with such indebtedness. This
Guaranty is binding on Guarantor and its successors and permitted assigns; provided that,
Guarantor may not assign its obligations under this Guaranty without obtaining the prior
written consent of Administrative Agent and Lenders, and any assignment purported to be made
without the prior written consent of Administrative Agent and Lenders shall be null and void.
Section 16. Credit Agreement. The Credit Agreement, and all of the terms
thereof, are incorporated herein by reference, the same as if stated verbatim herein, and Guarantor
agrees that Administrative Agent and any Lender may exercise any and all rights granted to it under
the Credit Agreement and the other Credit Documents without affecting the validity or
enforceability of this Guaranty.
Section 17. Amendments. No amendment or waiver of any provision herein nor
consent to any departure therefrom by Guarantor shall be effective unless the same shall be in
writing and signed by Administrative Agent and Lenders in accordance with the terms of the Credit
Agreement and then, such amendment, waiver, or consent shall be effective only in the specific
instance and for the specific purpose for which given.
Section 18. Setoff Rights. If an Event of Default exists, to the extent not
prohibited by applicable Governmental Requirements, Administrative Agent and each Lender may
exercise (for the benefit of all Lenders in accordance with Section 3.12 of the Credit Agreement)
the Rights of offset and banker’s lien against each and every account and other property, or any
interest therein, that Guarantor may now or hereafter have with, or which is now or hereafter in
the possession of, the Administrative Agent or that Lender to the extent of the full amount of the
Guaranteed Obligations owed (directly or participated) to it, provided, however, no such right of
offset or banker’s lien may be exercised against any account of any Special Purpose Entity. As
security for this Guaranty and the Guaranteed Obligations, Guarantor hereby grants Administrative
Agent, for the benefit of itself and the Lenders, a security interest in all money, instruments,
certificates of deposit, and other property of Guarantor now or hereafter held by Administrative
Agent or any Lender, including, without limitation, property held in safekeeping. In addition to
Administrative Agent’s and each Lender’s right of setoff and as further security for this Guaranty
and the Guaranteed Obligations, Guarantor hereby grants Administrative Agent, for the benefit of
itself and the Lenders, a security interest in all deposits (general or special, time or demand,
provisional or final) and all other accounts of Guarantor now or hereafter on deposit with or held
by Administrative Agent or any Lender and all other sums at any time credited by or owing from
Administrative Agent or any Lender to Guarantor. The rights and remedies of Administrative Agent
and each Lender hereunder are in addition to other rights and remedies (including, without
limitation, other rights of setoff) which Administrative Agent or any Lender may have.
Section 19. Time of Essence. Time shall be of the essence in this Guaranty
with respect to all of Guarantor’s obligations hereunder.
Section 20. Governing Law. UNLESS OTHERWISE SPECIFIED THEREIN, EACH CREDIT
DOCUMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS
(OTHER THAN THE CONFLICTS OF LAWS PRINCIPLES THEREOF) AND THE UNITED STATES OF AMERICA.
Section 21. Counterparts. This Guaranty may be executed in multiple
counterparts, each of which, for all purposes, shall be deemed an original (including facsimile
copies), and all of which taken together shall constitute but one and the same instrument.
Section 22. Waiver Of Right To Trial By Jury. EXCEPT AS PROHIBITED BY
APPLICABLE LAW, EACH PARTY HERETO HEREBY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT
OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS
AGREEMENT, THE NOTES, ANY OF THE OTHER CREDIT DOCUMENTS OR ANY TRANSACTIONS EVIDENCED THEREBY.
Section 23. Severability. If any provision of any Credit Documents shall be invalid,
illegal or unenforceable in any respect under any applicable law, the validity, legality and
enforceability of the remaining provisions shall not be affected or impaired thereby.
Section 24. No Oral Agreements. THIS GUARANTY REPRESENTS THE FINAL AGREEMENT
BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR
SUBSEQUENT ORAL AGREEMENTS BY THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE
PARTIES.
[Remainder of page intentionally left blank.]
IN WITNESS WHEREOF, the parties have executed this Guaranty as of the date first set forth
above.
| GUARANTOR: | ||||||
| Address for Notices: | PMC COMMERCIAL TRUST | |||||
PMC Commercial Trust 00000 Xxxxxxx Xxxx, Xxxxx 000 Xxxxxx, Xxxxx 00000 Attn: Chief Financial Officer Fax No.: (000) 000-0000 |
By: | /s/ Xxxxx X. Xxxxxx
Executive Vice President and Chief Financial Officer |
||||
Signature Page to Guaranty
| ADMINISTRATIVE AGENT: | ||||||
| JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent | ||||||
| By: | /s/ Xxxxxx Xxxxx
|
|||||
| Senior Vice President | ||||||
| Address for Notices: | ||||||
| 0000 Xxxx Xxxxxx, 0xx Xxxxx Xxxxxx, Xxxxx 00000 Attn: Xxxxxx Xxxxx Fax No.: (000) 000-0000 |
||||||
Signature Page to Guaranty
