EXHIBIT 10.9 SUBSIDIARY GUARANTY New York, New York August 31, 2004 FOR VALUE RECEIVED, and in consideration of note purchases from, loans made or to be made or credit otherwise extended or to be extended by Laurus Master Fund, Ltd. ("Laurus") to or...Trinity Learning Corp • September 7th, 2004 • Services-educational services • New York
Company FiledSeptember 7th, 2004 Industry Jurisdiction
GUARANTYUnited Auto Group Inc • October 7th, 1996 • Retail-auto dealers & gasoline stations
Company FiledOctober 7th, 1996 IndustryIn order to induce Carl Westcott, an individual resident of the State of Texas ("Westcott"), to sell one hundred percent (100%) percent of the issued and outstanding shares of common stock of Atlanta Toyota, Inc., a Texas corporation ("Atlanta Toyota"), to UAG Atlanta, Inc., a Delaware corporation and a wholly-owned subsidiary of the undersigned ("UAG/Atlanta"), the undersigned hereby irrevocably, unconditionally and absolutely guarantees the due performance and punctual payment when due, whether at stated maturity, by acceleration or otherwise, of all obligations of UAG/Atlanta now or hereafter existing under that certain Promissory Note (the "Note") dated January 16, 1996 payable to the order of Westcott in the original principal amount of $2,100,100 (all such obligations being sometimes hereinafter referred to as the "Obligations"), and agrees to pay any and all expenses (including reasonable counsel fees and expenses) incurred by Westcott in enforcing any rights under this Guaranty