Exhibit 10.86


 


GUARANTY OF
PAYMENT AND COMPLETION


 


THIS GUARANTY OF
PAYMENT AND COMPLETION (this “Guaranty”) is dated as
of April 24, 2003 and given by HORIZON GROUP PROPERTIES, INC., a Maryland
corporation (the “Guarantor”), to and for the benefit of AMSTER TRADING COMPANY CHARITABLE
REMAINDER UNITRUST DATED MARCH 10, 2003 (“Lender”).


 


R E C I T A L S:


 


A.            Pursuant to the terms and conditions
of a certain Construction and Term Loan Agreement, dated of even date herewith,
between HORIZON
GROUP PROPERTIES, L.P., a Delaware limited partnership (“Borrower”)
and Lender (as amended, modified, replaced or restated from time to time, the
“Loan Agreement”), Lender has agreed to make certain Loans (as defined below)
to Borrower.


 


B.            The loans to be made pursuant to the
Loan Agreement will consist of: (i) a term loan of Three Million One Hundred
Thousand Dollars ($3,100,000) (the “Term Loan”) and (ii) a construction loan of
up to Three Million One Hundred Thousand Dollars ($3,100,000) (the
“Construction Loan”)(the Construction Loan and the Term Loan are collectively
referred to herein as the “Loans”).


 


C.            As a condition precedent to Lender’s
extension of the Loans to Borrower and in consideration therefor, Lender has
required, among other things, the execution and delivery of: (i) this
Guaranty by Guarantor, (ii) that certain Promissory Note, dated of even
date herewith, from Borrower to Lender in the original principal amount of
Three Million One Hundred Thousand Dollars ($3,100,000)(as amended, modified,
replaced or restated from time to time, the “Note”), (iii) that certain
Construction Deed of Trust, Security Agreement and Fixture Filing Financing
Statement, dated of even date herewith, among Borrower, as trustor, First
American Title, as trustee, and Lender, as beneficiary, encumbering the real
property, improvements and personalty described therein (“Premises”) (as
amended, modified, replaced or restated from time to time, the “Deed of
Trust”), and (iv) various other Loan Documents (as defined in the Loan
Agreement).


 


D.            Guarantor: (i) is the general
partner of Borrower and has a financial interest in Borrower, (ii) understands
that Lender will not make the Loans to Borrower unless Guarantor executes and
delivers this Guaranty to Lender, and (iii) has agreed to execute and deliver
this Guaranty to Lender.


 


E.             All terms not
otherwise defined herein shall have the meaning set forth in the Loan
Agreement.


 


NOW, THEREFORE,
for good and valuable consideration, the receipt and sufficiency of which
hereby are acknowledged, Guarantor hereby agrees as follows:


 


1.             Guaranty of Payment.  Guarantor hereby unconditionally and
irrevocably guaranties to Lender, the punctual payment and performance when
due, whether at stated maturity or by acceleration


 


1

















 


or otherwise, of the
indebtedness and other obligations of Borrower to Lender evidenced by the Note
and any other amounts that may become owing by Borrower under the Loan
Documents (such indebtedness, obligations and other amounts are hereinafter
referred to as “Payment Obligations”). 
This Guaranty is a present and continuing guaranty of payment and not of
collectibility, and Lender shall not be required to prosecute collection,
enforcement or other remedies against Borrower or any other guarantor of the
Payment Obligations, or to enforce or resort to any collateral for the
repayment of the Payment Obligations or other rights or remedies pertaining
thereto, before calling on Guarantor for payment. If for any reason Borrower
shall fail or be unable to pay, punctually and fully, any of the Payment
Obligations, Guarantor shall pay such obligations to Lender in full immediately
upon Lender’s written demand.  One or
more successive actions may be brought against Guarantor, as often as Lender deems
advisable, until all of the Payment Obligations are paid and performed in
full.  The Payment Obligations, the
Construction Obligations (defined below) together with all other payment and
performance obligations of Guarantor hereunder are referred to herein as
“Borrower’s Obligations”.


 


2.             Performance Guaranty.


 


(a)           Guarantor
absolutely, unconditionally and irre­vocably undertakes and guarantees, for the
benefit of Lender and each and every present and future holder or holders of
the Note or assignee or assignees of the Loan Documents, that all construction
obligations of Borrower for completion of the Project (as defined in the Loan
Agreement) in accordance with the Plans and Specifications (as defined in the
Loan Agreement), all Leases (as defined in the Loan Agreement) and the Loan
Documents and other performance obligations of Borrower under the Loan
Documents (referred to herein as 
“Construction Obligations”) shall be completed by to the applicable
completion date specified in the Loan Agreement and in accordance with the
other terms and conditions contained in the Loan Agreement, free and clear of
any and all liens, charges, security interests and claims of any kind and
nature whatsoever, subject to the rights of Borrower to cure such liens, charges,
security interests and claims under the Deed of Trust.  Guarantor shall cause the Construction
Obligations to be performed, completed and paid for in the manner and at the
applicable times required to be so performed, completed and paid for by
Borrower under the Loan Agreement, to the extent that Borrower fails to do so
at any and all applicable times.


 


(b)           Upon
the occurrence of an Event of Default under any of the Loan Documents which
continues beyond any applicable grace or cure period, Guarantor agrees, on not
more than ten (10) days written demand by Lender (a “Demand Notice”) to either
(i) cure or cause Borrower to cure the Event of Default or (ii) commence
performance of the Construction Obligations and to diligently pursue
performance thereof to completion, as described below.  Guarantor shall indemnify, defend and hold
Lender harmless from and against any and all loss, damage, cost, expense,
injury or liability Lender may suffer or incur in connection with third party
claims brought as a result of Guarantor’s performance of the Construction
Obligations.  If Guarantor fails to
commence and pursue diligently the either the cure of the Event of Default or
performance of the Construction Obligations within ten (10) days after its
receipt of a Demand Notice, then, either before or after pursuing any other
remedy of Lender against Guarantor or Borrower and regardless of whether Lender
shall ever pursue any such


 


2

















 


other remedy, Lender shall have the right to
complete the Construction Obligations, or call upon any other reputable parties
to complete the Construction Obligations, substantially in accordance with the
Plans and Specifications (as defined in the Loan Agreement) and shall have the
right to expend such sums as Lender in its discretion deems necessary in order
so to complete the Construction Obligations. 
During the course of any construction undertaken by Lender or by any
other party on behalf of Lender, Guarantor shall pay on demand any amounts due
to the Contractor (as defined in the Loan Agreement), Subcontractors (as
defined in the Loan Agreement) and other material suppliers and for permits and
licenses necessary to complete the Construction Obligations.  Lender at any time may require the Guarantor
to perform or supervise the performance of such work in lieu of Lender or any
party engaged by Lender.  Guarantor’s
obligations in connection with such work shall not be affected by any errors or
omissions of Borrower, the Contractor, the Architect (as defined in the Loan
Agreement), any Subcontractor, or any agent or employee of any of them in
design, supervision or performance of the work, it being understood that such
risk is assumed by Guarantor.  Neither the
completion of the Construction Obligations nor failure of said parties to
complete the Construction Obligations shall relieve Guarantor of any
liabilities hereunder.  Rather, such
liability shall be continuing, except as otherwise provided herein, and may be
enforced by Lender to the end that the Construction Obligations shall be
completed timely as contemplated by the Loan Agreement, the Leases, and the
Plans and Specifications, lien-free (subject to the rights of Borrower to
cure liens under the Deed of Trust), without loss, expense, injury or liability
of any kind to Lender.


 


(c)           For purposes of this
Section 2, the Construction Obligations shall be deemed to be completed
upon receipt by Lender of (i) a certificate of completion from the
Contractor attesting to substantial completion of the Construction Obligations,
(ii) issuance of a final certificate of occupancy with respect to the
Project issued by the applicable governmental authority, to the extent the same
may be obtained prior to completion of tenant improvements on unleased space,
except if such space is subsequently leased, the performance guaranty contained
in this Section 2 shall apply to the work required to complete such tenant
improvement work in accordance with the applicable Lease or Leases, and
(iii) evidence that Borrower has requested estoppel certificates from such
tenants under leases at the Project as Lender may reasonably request,
evidencing acceptance of the tenants’ space in accordance with the terms of
their respective Leases and indicating that no defaults have occurred such
Leases.


 


3.             Representations and Warranties.  The following shall constitute
representations and warranties of Guarantor and Guarantor hereby acknowledges
that Lender intends to make the Loans in reliance thereon:


 


a.             Guarantor is duly
organized, validly existing and in good standing under the laws of the State of
Maryland and has the full power and authority to enter into this Guaranty and
to perform all of its duties and obligations under this Guaranty.  This Guaranty, when executed, will be a
valid and legally binding obligation of Guarantor enforceable against Guarantor
in accordance with its terms in all material respects.


 


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b.             To
the best of Guarantor’s knowledge, neither the execution and delivery of this
Guaranty nor compliance with the terms and provisions hereof will violate any
applicable law, rule, regulation, judgment, decree or order, or will conflict
with or result in any breach of any of the terms, covenants, conditions or
provisions of any indenture, mortgage, deed of trust, instrument, document,
agreement or contract of any kind that creates, represents, evidences or
provides for any lien, charge or encumbrance upon any of the property or assets
of Guarantor, or any other indenture, mortgage, deed of trust, instrument,
document, agreement or contract of any kind to which Guarantor is a party or to
which Guarantor or the property of Guarantor may be subject.


 


c.             There is not any
litigation, arbitration, governmental or administrative proceedings, actions,
examinations, claims or demands pending, or to Guarantor’s knowledge,
threatened that could adversely affect performance by Guarantor of his, her or
its obligations under this Guaranty.


 


d.             Neither this
Guaranty nor any statement or certification as to facts previously furnished or
required herein to be furnished to Lender by Guarantor, contains any material
inaccuracy or untruth in any representation, covenant or warranty or omits to
state a fact material to this Guaranty.


 


4.             Continuing Guaranty.  Guarantor agrees that performance of
Borrower’s Obligations by Guarantor shall be a primary obligation, shall not be
subject to any counterclaim, set-off, abatement, deferment or defense
based upon any claim that Guarantor may have against Lender, Borrower, any
other guarantor of Borrower’s Obligations or any other person or entity, and
shall remain in full force and effect without regard to, and shall not be
released, discharged or affected in any way by, any circumstance or condition
(whether or not Guarantor shall have any knowledge thereof), including without
limitation:


 


a.             any lack of
validity or enforceability of any of the Loan Documents, unless such lack of
validity or enforceability arises from Lender’s willful misconduct;


 


b.             any
termination, amendment, modification or other change in any of the Loan
Documents, including, without limitation, any modification of the interest
rate(s) described therein;


 


c.             any furnishing, exchange,
substitution or release of any collateral securing repayment of the Loans, or
any failure to perfect any lien in such collateral;


 


d.             any
failure, omission or delay on the part of Borrower, Guarantor, any other
guarantor of Borrower’s Obligations or Lender to conform or comply with any
term of any of the Loan Documents or any failure of Lender to give notice of
any Event of Default (as defined in the Loan Agreement);


 


e.             any
waiver, compromise, release, settlement or extension of time of payment or
performance or observance of any of the obligations or agreements contained in
any of the


 


 


4

















 


Loan Documents;


 


f.              any
action or inaction by Lender under or in respect of any of the Loan Documents,
any failure, lack of diligence, omission or delay on the part of Lender to perfect,
enforce, assert or exercise any lien, security interest, right, power or remedy
conferred on it in any of the Loan Documents, or any other action or inaction
on the part of Lender unless the act or failure to act is found to be gross
negligence or willful misconduct on the part of Lender;




g.             any voluntary or involuntary
bankruptcy, insol­vency, reorganization arrangement, readjustment, assignment
for the benefit of creditors, composition, receivership, liquidation,
marshalling of assets and liabilities or similar events or proceedings with
respect to Borrower or any other guarantor of Borrower’s Obligations, as
applicable, or any of their respective property or creditors, or any action
taken by any trustee or receiver or by any court in any such proceeding;


 


h.             any merger or consolidation of
Borrower into or with any entity, or any sale, lease or transfer of any of the
assets of Borrower, Guarantor or any other guarantor of Borrower’s Obligations
to any other person or entity;


 


i.              any change in the ownership of
Borrower or any change in the relationship between Borrower, Guarantor or any
other guarantor of Borrower’s Obligations, or any termination of any such
relationship;


 


j.              any
release or discharge by operation of law of Borrower, Guarantor or any other
guarantor of Borrower’s Obligations from any obligation or agreement contained
in any of the Loan Documents; or


 


k.             any other occurrence, circumstance,
happening or event, whether similar or dissimilar to the foregoing and whether
foreseen or unforeseen, which otherwise might constitute a legal or equitable
defense or discharge of the liabilities of a guarantor or surety or which
otherwise might limit recourse against Borrower or Guarantor to the fullest
extent permitted by law.


 


5.             Waivers.  Guarantor expressly and unconditionally
waives: (a) notice of any of the matters referred to in Section 4
above, (b) all notices which may be required by statute, rule of law or
otherwise, now or hereafter in effect, to preserve intact any rights against
Guarantor, including, without limitation, any demand, presentment and protest,
proof of notice of non-payment under any of the Loan Documents and notice
of any Event of Default or any failure on the part of Borrower, Guarantor or
any other guarantor of Borrower’s Obligations to perform or comply with any
covenant, agreement, term or condition of any of the Loan Documents,
(c) any right to the enforcement, assertion or exercise against Borrower,
Guarantor or any other guarantor of Borrower’s Obligations of any right or
remedy conferred under any of the Loan Documents, (d) any requirement of
diligence on the part of any person or entity, (e) any requirement to
exhaust any remedies or to mitigate the damages resulting from any default
under any of the Loan Documents, and (f) any notice of any sale,


 


5

















 


transfer or other disposition
of any right, title or interest of Lender under any of the Loan Documents.


 


6.             Subordination.  Guarantor agrees that any and all present
and future debts and obligations of Borrower to Guarantor hereby are
subordinated to the claims of Lender and hereby are assigned by Guarantor to
Lender as security for Borrower’s Obligations and Guarantor’s obligations under
this Guaranty.


 


7.               Subrogation Waiver.  Until Borrower’s Obligations are paid in
full and all periods under applicable bankruptcy law for the contest of any
payment by Guarantor or Borrower as a preferential or fraudulent payment have
expired, Guarantor knowingly, and with advice of counsel, waives, relinquishes,
releases and abandons all rights and claims to indemnification, contribution,
reimbursement, subrogation and payment which Guarantor may now or hereafter
have by and from Borrower and the successors and assigns of Borrower, for any
payments made by Guarantor to Lender, including, without limitation, any rights
which might allow Borrower, Borrower’s successors, a creditor of Borrower, or a
trustee in bankruptcy of Borrower to claim in bankruptcy or any other similar
proceedings that any payment made by Borrower or Borrower’s successors and
assigns to Lender was on behalf of or for the benefit of Guarantor and that
such payment is recoverable by Borrower, a creditor or trustee in bankruptcy of
Borrower as a preferential payment, fraudulent conveyance, payment of an
insider or any other classification of payment which may otherwise be
recoverable from Lender.


 


8.             Reinstatement.  The obligations of Guarantor pursuant to
this Guaranty shall continue to be effective or automatically be reinstated, as
the case may be, if at any time payment of any of Borrower’s Obligations or
Guarantor’s obligations under this Guaranty is rescinded or otherwise must be
restored or returned by Lender upon the insolvency, bankruptcy, dissolution,
liquidation or reorganization of Guarantor or Borrower or otherwise, all as
though such payment had not been made.


 


9.             Financial Statements.  Guarantor represents and warrants to Lender
that: (a) the financial statements of Guarantor contained in the Form 10-K
for the year ended December 31, 2002 are true, complete and correct in all
material respects, disclose all actual and contingent liabilities, and fairly
present the financial condition of Guarantor, and do not contain any untrue
statement of a material fact or omit to state a fact material to the financial
statements submitted or this Guaranty and (b) no material adverse change
has occurred in the financial statements from the dates thereof until the date
hereof.  Guarantor shall furnish to
Lender such additional financial information as Lender shall reasonably request
from time to time.  Notwithstanding the
foregoing sentence, Guarantor agrees to furnish, without the request of Lender,
no later than ninety (90) days after the end of each calendar year, Guarantor’s
annual financial statements for the prior calendar year.  Such annual financial statements shall be
certified by an officer of Guarantor as true, complete and correct and shall be
in a form substantially similar to the form of financial statements previously
submitted by Guarantor to Lender, unless otherwise approved in writing by
Lender or as required under generally accepted accounting principles.


 


10.           Transfers, Sales, Etc.  Guarantor shall not sell, lease, transfer,
convey or assign any of its assets without the consent of Lender, which consent
shall not be unreasonably withheld or


 


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delayed, unless (a) if
Guarantor is an individual, such sale, lease, transfer, conveyance or
assignment is of a non-material asset of such Guarantor or (b) if
Guarantor is a corporation, partnership or other entity, such sale, lease,
transfer, conveyance or assignment will not have a material adverse effect on
the business or financial condition of Guarantor or its ability to perform its
obligations hereunder.


 


11.           Enforcement Costs.  If: (a) this Guaranty, is placed in the
hands of one or more attorneys for collection or is collected through any legal
proceeding; (b) one or more attorneys is retained to represent Lender in
any bankruptcy, reorganization, receivership or other proceedings affecting
creditors’ rights and involving a claim under this Guaranty, or (c) one or
more attorneys is retained to represent Lender in any other proceed­ings
whatsoever in connection with this Guaranty, 
then Guarantor shall pay to Lender upon demand all fees, costs and
expenses incurred by Lender in connection therewith, including, without
limitation, reasonable attorney’s fees, court costs and filing fees (all of
which are referred to herein as “Enforcement Costs”), in addition to all other
amounts due hereunder.


 


12.           Successors and Assigns; Joint and Several Liability.  This Guaranty shall inure to the benefit of
Lender and its successors and assigns. 
This Guaranty shall be binding on Guarantor and the heirs, legatees,
successors and assigns of Guarantor.  If
this Guaranty is executed by more than one person, it shall be the joint and
several undertaking of each of the undersigned.  Regardless of whether this Guaranty is executed by more than one
person, it is agreed that the under­signed’s liability hereunder is several and
independent of any other guarantees or other obligations at any time in effect
with respect to Borrower’s Obligations or any part thereof and that Guarantor’s
liability hereunder may be enforced regardless of the existence, validity,
enforcement or non-enforcement of any such other guarantees or other
obligations.


 


13.           No Waiver of Rights.  No delay or failure on the part of Lender to
exercise any right, power or privilege under this Guaranty or any of the other
Loan Documents shall operate as a waiver thereof, and no single or partial
exercise of any right, power or privilege shall preclude any other or further
exercise thereof or the exercise of any other power or right, or be deemed to
establish a custom or course of dealing or performance between the parties
hereto.  The rights and remedies herein
provided are cumulative and not exclusive of any rights or remedies provided by
law.  No notice to or demand on
Guarantor in any case shall entitle Guarantor to any other or further notice or
demand in the same, similar or other circumstance.


 


14.           Modification.  The terms of this Guaranty may be waived, discharged, or
terminated only by an instrument in writing signed by the party against which
enforcement of the change, waiver, discharge or termination is sought.  No amendment, modification, waiver or other
change of any of the terms of this Guaranty shall be effective without the
prior written consent of Lender.


 


15.           Joinder.  Any action to enforce this Guaranty may be brought against
Guarantor without any reimbursement or joinder of Borrower or any other
guarantor of Borrower’s Obligations in such action.


 


16.           Severability.  If any provision of this Guaranty is deemed to be invalid by
reason of the operation of law, or by reason of the interpretation placed
thereon by any administrative agency or any court, Guarantor and Lender shall
negotiate an equitable adjustment in the provisions of the


 


7

















 


same in order to effect, to the
maximum extent permitted by law, the purpose of this Guaranty and the validity
and enforceability of the remaining provisions, or portions or applications
thereof, shall not be affected thereby and shall remain in full force and
effect.


 


17.           Applicable Law.  This Guaranty is governed as to validity,
interpretation, effect and in all other respects by laws and decisions of the
State of Illinois.


 


18.           Notice.  All notices, communications and waivers under this Guaranty shall
be in writing and shall be (i) delivered in person or (ii) mailed,
postage prepaid, either by registered or certified mail, return receipt
requested, or (iii) by overnight express carrier, addressed in each case
as follows:


 


	
  To Lender:

  	
   

  	
  Amster
  Trading Company Charitable

  
	
   

  	
   

  	
  Remainder
  Unitrust Dated March 10, 2003

  
	
   

  	
   

  	
  23811
  Chagrin Boulevard, Suite 200

  
	
   

  	
   

  	
  Cleveland,
  Ohio 44122

  
	
   

  	
   

  	
  Attn:  Howard M. Amster

  
	
   

  	
   

  	
   

  
	
  with a copy
  to:

  	
   

  	
  Ulmer &
  Berne LLP

  
	
   

  	
   

  	
  Penton Media
  Building

  
	
   

  	
   

  	
  1300 East
  Ninth Street, Suite 900

  
	
   

  	
   

  	
  Cleveland,
  Ohio 44114

  
	
   

  	
   

  	
  Attn: Robert
  A. Fein, Esq.

  
	
   

  	
   

  	
   

  
	
  to
  Guarantor:

  	
   

  	
  Horizon
  Group Properties, Inc.

  
	
   

  	
   

  	
  77 West
  Wacker Drive, Suite 4200

  
	
   

  	
   

  	
  Chicago,
  Illinois 60601

  
	
   

  	
   

  	
  Attn:  Gary J. Skoien

  
	
   

  	
   

  	
   

  
	
  with a copy
  to:

  	
   

  	
  Schiff
  Hardin & Waite

  
	
   

  	
   

  	
  6600 Sears
  Tower

  
	
   

  	
   

  	
  Chicago,
  Illinois 60606

  
	
   

  	
   

  	
  Attn:  David A. Grossberg, Esq.

  



 


or to any other address as to any of the
parties hereto, as such party shall designate in a written notice to the other
party hereto.  All notices sent pursuant
to the terms of this Section 15 shall be deemed received (i) if
personally delivered, then on the date of delivery, (ii) if sent by
overnight, express carrier, then on the next federal banking day immediately
following the day sent, or (iii) if sent by registered or certified mail,
then on the earlier of the third federal banking day following the day sent or
when actually received.


 


19.           CONSENT TO JURISDICTION.  TO INDUCE LENDER TO ACCEPT THIS GUARANTY, GUARANTOR
IRREVOCABLY AGREES THAT, SUBJECT TO LENDER’S SOLE AND ABSOLUTE ELECTION,
ALL
ACTIONS OR PROCEEDINGS IN ANY WAY ARISING OUT OF OR RELATED TO THIS GUARANTY
WILL BE


 


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LITIGATED IN COURTS HAVING SITUS IN CHICAGO,
ILLINOIS.  GUARANTOR HEREBY CONSENTS AND
SUBMITS TO THE JURISDICTION OF ANY COURT LOCATED WITHIN CHICAGO, ILLIONOIS,
WAIVES PERSONAL SERVICE OF PROCESS AND AGREES THAT ALL SUCH SERVICE OF PROCESS
MAY BE MADE BY REGISTERED MAIL DIRECTED TO GUARANTOR AT THE ADDRESS STATED
HEREIN AND SERVICE SO MADE WILL BE DEEMED TO BE COMPLETED UPON ACTUAL RECEIPT.


 


20.           WAIVER OF JURY TRIAL.  GUARANTOR AND LENDER (BY ACCEPTANCE HEREOF), HAVING
BEEN REPRESENTED BY COUNSEL, EACH KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO
A TRIAL BY JURY IN ANY ACTION OR PROCEEDING TO ENFORCE OR DEFEND ANY RIGHTS
UNDER THIS GUARANTY OR UNDER ANY AMENDMENT, INSTRUMENT, DOCUMENT OR AGREEMENT
DELIVERED OR WHICH MAY IN THE FUTURE BE DELIVERED IN CONNECTION HEREWITH AND
AGREES THAT ANY SUCH ACTION OR PROCEEDING WILL BE TRIED BEFORE A COURT AND NOT
BEFORE A JURY.  GUARANTOR AGREES THAT IT
WILL NOT ASSERT ANY CLAIM AGAINST LENDER ON ANY THEORY OF LIABILITY FOR
SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES.


 


[SIGNATURE PAGE FOLLOWS]


 


9

















 


Guarantor has executed this Guaranty as of the date first above
written.


 


	
   

  	
   

  	
  HORIZON GROUP PROPERITES, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ David Tinkham 

  	
   

  
	
   

  	
   

  	
   

  	
  David Tinkham, 

  
	
   

  	
   

  	
   

  	
  Senior Vice President / CFO

  



 


Certification


 


	
  STATE OF

  	
  )

  
	
   

  	
  )  SS:

  
	
  COUNTY OF

  	
  )

  



 


The undersigned, a Notary Public in and for the aforementioned State
and County, affirms that, on this        day of
April, 2003, David Tinkham, in his capacity as Senior Vice President / CFO of
Horizon Group Properties, Inc., a Maryland corporation, appeared before me and
executed this Guaranty on behalf of said corporation.


 


 


	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Notary
  Public

  



 


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