2009-072 - Laserfiche WebLink

Home Browse Search

and Guarantor shall pay to County, within ten (10) days following written notice, any and all costs and expenses incurred from time to time after any such demand by County, including, without limitation, any costs and expenses described in Paragraph 15 hereof. 5. Guarantor hereby authorizes County, without notice or demand and without affecting Guarantor's liability hereunder, from time to time to: (a) renew, compromise, extend, accelerate or otherwise change the time for payment or the terms of any of the Obligations, or any part thereof (b) take and hold security for the payment of the Obligations guaranteed hereby, and exchange, enforce, waive, and release any such security; (c) apply such security and direct the order or manner of sale thereof as County in its discretion may determine; (d) release or substitute any one or more endorser(s) or Guarantor(s); and (e) assign, without notice, this Guaranty in whole or in part and/or County's rights hereunder to anyone at any time. Guarantor hereby agrees that County may do any or all of the foregoing in such manner, upon such terns, and at such times as County, in its discretion, deems advisable, without in any way or respect impairing, affecting, reducing or releasing Guarantor from Guarantor's undertakings hereunder and Guarantor hereby consents to each and all of the foregoing acts, events and/or occurrences. 6. Guarantor waives the right to require County to proceed against MiLB, to proceed against or exhaust any security held by County, or to pursue any other remedy in the County's power. County shall have the right to exercise any right or remedy it may have against MiLB or any security held by County. Guarantor waives the right, if any, to the benefit of, or to direct the application of, any security held by County. Guarantor waives (a) any defense arising out of any alteration of the Obligations, (b) any defense arising out of the absence, impairment or loss of any right of reimbursement or subrogation or other right or remedy of Guarantor against MiLB or any security held by County, and (c) any defense arising by reason of any disability or other defense of MiLB or by reason of the cessation or reduction from any cause whatsoever of the liability of MiLB other than full payment, performance and discharge of the Obligations. The cessation of reduction of the liability of MiLB for any reason other than full payment, performance and discharge of the Obligations shall not release or affect in any way the liability of Guarantor under this Guaranty. 7. Guarantor hereby waives all defenses, counterclaims and offsets of any kind or nature, arising directly or indirectly from the present or future lack of perfection, sufficiency, validity and/or enforceability of the Facility Lease Agreement, the Parking Lease or Capital Reserve Account Agreement (as such terms are defined in the Facility Lease Agreement). 8. Guarantor hereby waives the benefit of any statute of limitations affecting the Obligations or Guarantor's liabilities hereunder or the enforcement thereof, and any act which extends said statute with respect to the Obligations shall similarly extend any statute of limitations applicable hereunder. 9. Any and all present and future debts and obligations of MiLB to Guarantor are hereby subordinated to the full payment and performance of all present and future Obligations. If requested by County, Guarantor shall collect, enforce and receive all such indebtedness of MiLB to Guarantor as trustee for County, and Guarantor shall pay such indebtedness to County on account of the indebtedness of MiLB to County, but without otherwise reducing or affecting in any manner the liability of Guarantor under this Guaranty. 2