THIS
      INSTRUMENT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE
      IN
      THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AND
      INTERCREDITOR AGREEMENT (THE "SENIOR
      DEBT SUBORDINATION AGREEMENT")
      DATED
      AS OF OCTOBER 1, 2008 AMONG GFN NORTH AMERICA CORP., D.E. SHAW LAMINAR
      PORTFOLIOS, L.L.C. PAC-VAN, INC. (THE "COMPANY")
      AND
      LASALLE BANK NATIONAL ASSOCIATION (TOGETHER WITH ITS SUCCESSORS AND ASSIGNS,
      THE
      "SENIOR
      AGENT"),
      TO
      THE INDEBTEDNESS (INCLUDING INTEREST) OWED BY THE COMPANY PURSUANT TO THAT
      CERTAIN AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF AUGUST 23, 2007 AMONG
      THE COMPANY, THE SENIOR AGENT AND THE SENIOR LENDERS FROM TIME TO TIME PARTY
      THERETO (THE "LOAN
      AGREEMENT"),
      AND
      THE OTHER LOAN DOCUMENTS (AS DEFINED IN THE LOAN AGREEMENT) AS SUCH LOAN
      AGREEMENT AND OTHER LOAN DOCUMENTS MAY BE AMENDED, RESTATED, SUPPLEMENTED OR
      OTHERWISE MODIFIED FROM TIME TO TIME AND TO INDEBTEDNESS REFINANCING THE
      INDEBTEDNESS THEREUNDER AS CONTEMPLATED BY THE SENIOR DEBT SUBORDINATION
      AGREEMENT; AND EACH HOLDER OF THIS INSTRUMENT, BY ITS ACCEPTANCE HEREOF,
      IRREVOCABLY AGREES TO BE BOUND BY THE PROVISIONS OF THE SENIOR DEBT
      SUBORDINATION AGREEMENT.

    


    THIS
      INSTRUMENT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE
      IN
      THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AND
      INTERCREDITOR AGREEMENT (THE "JUNIOR
      DEBT SUBORDINATION AGREEMENT")
      DATED
      AS OF OCTOBER 1, 2008 AMONG GFN NORTH AMERICA CORP., D.E. SHAW LAMINAR
      PORTFOLIOS, L.L.C. PAC-VAN, INC. (THE "COMPANY")
      AND
      LAMINAR DIRECT CAPITAL, L.L.C. (TOGETHER WITH ITS SUCCESSORS AND ASSIGNS, THE
      "SUBORDINATED
      AGENT"),
      TO
      THE INDEBTEDNESS (INCLUDING INTEREST) OWED BY THE COMPANY PURSUANT TO THAT
      CERTAIN AMENDED AND RESTATED INVESTMENT AGREEMENT DATED AS OF OCTOBER 1, 2008,
      AMONG THE COMPANY, THE SUBORDINATED AGENT AND THE SUBORDINATED LENDERS FROM
      TIME
      TO TIME PARTY THERETO (THE "INVESTMENT
      AGREEMENT"),
      AND
      THE OTHER LOAN DOCUMENTS (AS DEFINED IN THE INVESTMENT AGREEMENT) AS SUCH
      INVESTMENT AGREEMENT AND OTHER LOAN DOCUMENTS MAY BE AMENDED, RESTATED,
      SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME AND TO INDEBTEDNESS
      REFINANCING THE INDEBTEDNESS THEREUNDER AS CONTEMPLATED BY THE JUNIOR DEBT
      SUBORDINATION AGREEMENT; AND EACH HOLDER OF THIS INSTRUMENT, BY ITS ACCEPTANCE
      HEREOF, IRREVOCABLY AGREES TO BE BOUND BY THE PROVISIONS OF THE JUNIOR DEBT
      SUBORDINATION AGREEMENT.

    


    CONTINUING
      UNCONDITIONAL GUARANTY


    


    This
      CONTINUING UNCONDITIONAL GUARANTY dated as of October 1, 2008 (the "Guaranty"),
      is
      executed by PAC-VAN,
      INC., an
      Indiana corporation
      (the "Guarantor"),
      to
      and for the benefit of D.E.
      SHAW CAPITAL PORTFOLIOS, L.L.C., a
      Delaware limited liability company ("Holder").

    


    WHEREAS,
      the
      Guarantor, GFNA North America Corp. ("GFNA") and the Holder (in its capacity
      as
      a stockholder of Mobile Office Acquisition Corp. ("MOAC"))
      are
      parties to that certain Agreement and Plan of Merger, dated as of July 28,
      2008
      (the "Merger Agreement"), pursuant to which MOAC is merging with and into the
      GFNA effective as of the date of this Agreement. Pursuant to Section 2.1 of
      the
      Merger Agreement, GFNA has
      issued to Holder that certain 8% Subordinated Promissory Note dated as of the
      date hereof in the aggregate principal amount of $1,500,000
      (the
      "Note"),
      which
      Note, together with cash and shares of restricted common stock of General
      Finance Corporation, a Delaware corporation, in the amounts determined in
      accordance with Section 2.1 of the Merger Agreement, constitute the merger
      consideration to be received by the Holder under the Merger Agreement in
      exchange for the cancellation of the Holders shares of stock in MOAC.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    WHEREAS,
      the Guarantor is a wholly owned subsidiary of GFNA and desires the Holder to
      extend credit to GFNA and accept partial merger consideration in the form of
      the
      Note, and Holder has required that Guarantor execute and deliver this Guaranty
      to the Holder as a condition to such extension and continuation of credit by
      Holder in the form of the Note; and

    


    WHEREAS,
      the extension or continued extension of credit, as aforesaid, by the Holder
      is
      necessary and desirable to the conduct and operation of the business of GFNA
      and
      the Guarantor and will inure to the financial benefit of the
      Guarantor.

    


    NOW,
      THEREFORE, FOR VALUE RECEIVED, it is agreed that the preceding provisions and
      recitals are an integral part hereof and that this Guaranty shall be construed
      in light thereof, and in consideration of advances, credit or other financial
      accommodation heretofore afforded, concurrently herewith being afforded or
      hereafter to be afforded to GFNA by the Holder, the Guarantor hereby
      unconditionally and absolutely guarantees to the Holder or other person paying
      or incurring the same, irrespective of the validity, regularity or
      enforceability of any instrument, writing, arrangement or credit agreement
      relating to or the subject of any such financial accommodation, the prompt
      payment in full of: (a) the Note Obligations (as hereinafter defined) in full
      when due (whether stated at maturity, as a mandatory prepayment, by acceleration
      or otherwise, strictly in accordance with the terms thereof, plus
      (b) all
      costs, legal expenses and attorneys’ and paralegals’ fees of every kind
      (including those costs, expenses and fees of attorneys and paralegals who may
      be
      employees of the Holder, its parent or affiliates), paid or incurred by the
      Holder in endeavoring to collect all or any part of the Note Obligations, or
      in
      enforcing their rights in connection with any collateral therefor, or in
      enforcing this Guaranty, or in defending against any defense, counterclaim,
      setoff or crossclaim based on any act of commission or omission by the Holder
      with respect to the foregoing indebtedness, any collateral therefor, or in
      connection with any Repayment Claim (as hereinafter defined), plus
      (c)
      interest on the foregoing from and after demand from the Holder to the Guarantor
      for payment of the foregoing, at a floating per annum rate of interest equal
      to
      four percent (4.00%) over the Prime Rate (as hereinafter defined) (collectively,
      the "Guaranteed
      Debt").
      In
      addition, the Guarantor hereby unconditionally and absolutely guarantees to
      the
      Holder the prompt, full and faithful performance and discharge by GFNA of each
      of the terms, conditions, agreements, representations and warranties on the
      part
      of GFNA contained in any agreement, or in any modification or addenda thereto
      or
      substitution thereof in connection with any of the Guaranteed Debt.

    


    Certain
      Defined Terms:

    


    As
      used
      herein the following terms have the meanings set forth below:

    


    "Debtor
      Relief Laws"
      means
      the Bankruptcy Code of the United States, and all other liquidation,
      conservatorship, bankruptcy, assignment for the benefit of creditors,
      moratorium, rearrangement, receivership, insolvency, reorganization, or similar
      debtor relief laws of the United States or other applicable jurisdictions from
      time to time in effect and affecting the rights of creditors
      generally.

    


    "Note
      Obligations"
      shall
      mean all
      advances to, and debts, liabilities, fees, commissions, obligations, covenants
      and duties of, GFNA arising under the Note or otherwise with respect to the
      Note, whether direct or indirect (including those acquired by assumption),
      absolute or contingent, due or to become due, now existing or hereafter arising
      and including interest and fees that accrue after the commencement by or against
      any Holder or any affiliate thereof of any proceeding under any Debtor Relief
      Laws naming Holder or such affiliate as the debtor in such proceeding,
      regardless of whether such interest and fees are allowed claims in such
      proceeding.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    "Person"
      means
      any individual, sole proprietorship, partnership, joint venture, limited
      liability company, trust, unincorporated organization, association, corporation,
      institution, entity or government (whether national, Federal, state, county,
      city, municipal or otherwise, including, without limitation, any
      instrumentality, division, agency, body or department thereof).

    


    "Prime
      Rate"
      shall
      mean the floating per annum rate of interest which at any time, and from time
      to
      time, shall be most recently announced by LaSalle Bank National Association
      (or
      any successor thereto) as its Prime Rate, which is not intended to be the lowest
      or most favorable rate of interest at any one time. The effective date of any
      change in the Prime Rate shall for purposes hereof be the date the Prime Rate
      is
      changed by LaSalle Bank National Association (or any successor thereof). The
      Holder shall not be obligated to give notice of any change in the Prime Rate.
      The Prime Rate shall be computed on the basis of a year consisting of 360 days
      and shall be paid for the actual number of days elapsed.

    


    Guarantor
      shall not, directly or indirectly, except in each case as expressly permitted
      by
      the Loan Agreement and the Investment Agreement (i) enter into any agreement
      (including any agreement for incurrence or assumption of debt, any purchase,
      sale, lease or exchange of any property or the rendering of any service),
      between itself and any other Person, (ii) engage in any business or conduct
      any
      activity (including the making of any investment or payment) or transfer any
      of
      its assets or (iii) consolidate or merge with or into any other Person.
      Guarantor shall preserve, renew and keep its existence in full force and effect.
      

     

    In
      case
      of any bankruptcy, reorganization, debt arrangement or other proceeding under
      any bankruptcy or insolvency law, any dissolution, liquidation or receivership
      proceeding is instituted by or against either GFNA or the Guarantor, or any
      default by the Guarantor of any of the covenants, terms and conditions set
      forth
      herein, all of the Guaranteed Debt shall, without notice to anyone, immediately
      become due or accrued and shall be payable by the Guarantor. The Guarantor
      hereby expressly and irrevocably: (a) waives, to the fullest extent possible,
      on
      behalf of itself and its successors and assigns (including any surety) and
      any
      other person, any and all rights at law or in equity to subrogation,
      reimbursement, exoneration, contribution, indemnification, set off or to any
      other rights that could accrue to a surety against a principal, a guarantor
      against a maker or obligor, an accommodation party against the party
      accommodated, a holder or transferee against a maker, or to the holder of a
      claim against any person, and which the Guarantor may have or hereafter acquire
      against any person in connection with or as a result of the Guarantor’s
      execution, delivery and/or performance of this Guaranty, or any other documents
      to which the Guarantor is a party or otherwise; (b) waives any "claim" (as
      such
      term is defined in the United States Bankruptcy Code) of any kind against GFNA,
      and further agrees that it shall not have or assert any such rights against
      any
      person (including any surety), either directly or as an attempted set off to
      any
      action commenced against the Guarantor by the Holder or any other person; and
      (c) acknowledges and agrees (i) that foregoing waivers are intended to benefit
      the Holder and shall not limit or otherwise affect the Guarantor’s liability
      hereunder or the enforceability of this Guaranty, (ii) that GFNA and its
      successors and assigns are intended third party beneficiaries of the foregoing
      waivers, and (iii) the agreements set forth in this paragraph and the Holder’
rights under this paragraph shall survive payment in full of the Guaranteed
      Debt.

    


    Subject
      to the terms of each of the Senior Debt Subordination Agreement and the Junior
      Debt Subordination Agreement, (a) all
      dividends or other payments received
      by the Holder on account of the Guaranteed Debt, from whatever source derived,
      shall be taken and applied by the Holder toward the payment of the Guaranteed
      Debt and in such order of application as Holder may, in its sole discretion,
      from time to time elect
      and (b)
Holder
      shall
      have the exclusive right to determine how, when and what application of payments
      and credits, if any, whether derived from GFNA or any other source, shall be
      made on the Guaranteed Debt and such determination shall be conclusive upon
      the
      Guarantor.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    This
      Guaranty shall in all respects be continuing, absolute and unconditional, and
      shall remain in full force and effect with respect to the Guarantor until:
      (i)
      written notice from the Holder to the Guarantor by United States certified
      mail
      of its discontinuance as to the Guarantor; or (ii) until all Guaranteed Debt
      created or existing before receipt of either such notice shall have been fully
      paid. In the event of the dissolution of the Guarantor, this Guaranty shall
      continue as to all of the Guaranteed Debt theretofore incurred by GFNA even
      though the Guaranteed Debt is renewed or the time of maturity of GFNA’s
      obligations is extended without the consent of the successors or assigns of
      the
      Guarantor.

    


    No
      compromise, settlement, release or discharge of, or indulgence with respect
      to,
      or failure, neglect or omission to enforce or exercise any right against any
      other guarantor shall release or discharge the Guarantor.

    


    The
      Guarantor’s liability under this Guaranty shall in no way be modified, affected,
      impaired, reduced, released or discharged by any of the following (any or all
      of
      which may be done or omitted by the Holder in its sole discretion, without
      notice to anyone and irrespective of whether the Guaranteed Debt shall be
      increased or decreased thereby): (a) any acceptance by the Holder of any new
      or
      renewal note or notes of GFNA, or of any security or collateral for, or other
      guarantors or obligors upon, any of the Guaranteed Debt; (b) any compromise,
      settlement, surrender, release, discharge, renewal, refinancing, extension,
      alteration, exchange, sale, pledge or election with respect to the Guaranteed
      Debt, or any note by GFNA, or with respect to any collateral under Section
      1111
      or take any action under Section 364, or any other section of the United States
      Bankruptcy Code, now existing or hereafter amended, or other disposition of,
      or
      substitution for, or indulgence with respect to, or failure, neglect or omission
      to realize upon, or to enforce or exercise any liens or rights of appropriation
      or other rights with respect to, the Guaranteed Debt or any security or
      collateral therefor or any claims against any person or persons primarily or
      secondarily liable thereon; (c) any failure, neglect or omission to perfect,
      protect, secure or insure any of the foregoing security interests, liens, or
      encumbrances of the properties or interests in properties subject thereto;
      (d)
      the granting of credit from time to time by the Holder to GFNA in excess of
      the
      amount, if any, to which the right of recovery under this Guaranty is limited
      (which is hereby expressly authorized); (e) any change in GFNA’s name or the
      merger of GFNA into another corporation;
      (f) any
      act of commission or omission of any kind or at any time upon the part of the
      Holder with respect to any matter whatsoever, other than the execution and
      delivery by the Holder to the Guarantor of an express written release or
      cancellation of this Guaranty; or (g) the payment in full of the Guaranteed
      Debt. The Guarantor hereby consents to all acts of commission or omission of
      the
      Holder set forth above and agrees that the standards of good faith, diligence,
      reasonableness and care shall be measured, determined and governed solely by
      the
      terms and provisions hereof.

    


    In
      order
      to hold the Guarantor liable hereunder, there shall be no obligation on the
      part
      of the Holder, at any time, to resort for payment from GFNA or to anyone else,
      or to any collateral, security, property, liens or other rights and remedies
      whatsoever, all of which are hereby expressly waived by the
      Guarantor.

    


    The
      Guarantor hereby expressly waives diligence in collection or protection,
      presentment, demand or protest or in giving notice to anyone of the protest,
      dishonor, default, or nonpayment or of the creation or existence of any of
      the
      Guaranteed Debt or of any security or collateral therefor or of the acceptance
      of this Guaranty or of extension of credit or indulgences hereunder or of any
      other matters or things whatsoever relating hereto.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    The
      Guarantor waives any and all defenses, claims and discharges of GFNA, or any
      other obligor, pertaining to the Guaranteed Debt, except the defense of
      discharge by payment in full. Without limiting the generality of the foregoing,
      the Guarantor will not assert, plead or enforce against the Holder any defense
      of waiver, release, discharge in bankruptcy, statute of limitations, res
      judicata, statute of frauds, anti-deficiency statute, fraud, incapacity,
      minority, usury, illegality or unenforceability which may be available to GFNA
      or any other person liable in respect of any of the Guaranteed Debt, or any
      setoff available against the Holder to GFNA or any such other person, whether
      or
      not on account of a related transaction. The Guarantor expressly agrees that
      the
      Guarantor shall be and remain liable for any deficiency remaining after
      foreclosure of any mortgage or security interest securing the Guaranteed Debt,
      whether or not the liability of GFNA or any other obligor for such deficiency
      is
      discharged pursuant to statute or judicial decision.

    


    The
      Holder may, without demand or notice of any kind to anyone, apply or set off
      any
      balances, credits, deposits, accounts, moneys or other indebtedness at any
      time
      credited by or due from the Holder to the Guarantor against the amounts due
      hereunder and in such order of application as the Holder may from time to time
      elect. Any notification of intended disposition of any property required by
      law
      shall be deemed reasonably and properly given if given in the manner provided
      by
      the applicable statute. 

    


    THE
      GUARANTOR WAIVES EVERY DEFENSE, CAUSE OF ACTION, COUNTERCLAIM OR SETOFF WHICH
      THE GUARANTOR MAY NOW HAVE OR HEREAFTER MAY HAVE TO ANY ACTION BY THE HOLDER
      IN
      ENFORCING THIS GUARANTY. ANY AND ALL DEBTS AND LIABILITIES NOW OR HEREAFTER
      ARISING AND OWING TO THE GUARANTOR BY GFNA, OR TO ANY OTHER PARTY LIABLE TO
      THE
      HOLDER FOR THE GUARANTEED DEBT, ARE HEREBY SUBORDINATED TO THE HOLDER’S CLAIMS
      AND ARE HEREBY ASSIGNED TO THE HOLDER. THE GUARANTOR HEREBY AGREES THAT THE
      GUARANTOR MAY BE JOINED AS A PARTY DEFENDANT IN ANY LEGAL PROCEEDING (INCLUDING,
      BUT NOT LIMITED TO, A FORECLOSURE PROCEEDING) INSTITUTED BY THE HOLDER AGAINST
      GFNA. THE GUARANTOR AND THE HOLDER, AFTER CONSULTING OR HAVING HAD THE
      OPPORTUNITY TO CONSULT WITH COUNSEL, EACH KNOWINGLY, VOLUNTARILY AND
      INTENTIONALLY WAIVE IRREVOCABLY THE RIGHT TO TRIAL BY JURY WITH RESPECT TO
      ANY
      SUCH LEGAL PROCEEDING IN WHICH THE GUARANTOR AND THE HOLDER ARE ADVERSE PARTIES.
      THIS PROVISION IS A MATERIAL INDUCEMENT TO THE HOLDER GRANTING ANY FINANCIAL
      ACCOMMODATION TO GFNA AND ACCEPTING THIS GUARANTY.

    


    Should
      a
      claim (a "Repayment
      Claim")
      be
      made upon the Holder at any time for repayment of any amount received by the
      Holder in payment of the Guaranteed Debt, or any part thereof, whether received
      from GFNA, the Guarantor pursuant hereto, or received by the Holder as the
      proceeds of collateral, by reason of: (i) any judgment, decree or order of
      any
      court or administrative body having jurisdiction over the Holder or any of
      its
      property; or (ii) any settlement or compromise of any such Repayment Claim
      effected by the Holder, in their sole discretion, with the claimant (including
      GFNA), the Guarantor shall remain liable to the Holder for the amount so repaid
      to the same extent as if such amount had never originally been received by
      the
      Holder, notwithstanding any termination hereof or the cancellation of any note
      or other instrument evidencing any of the Guaranteed Debt.

    


    The
      Holder may, without notice to anyone, sell or assign the Guaranteed Debt, or
      any
      part thereof, or grant participations therein, and in any such event each and
      every immediate or remote assignee or holder of, or participant in, all or
      any
      of the Guaranteed Debt shall have the right to enforce this Guaranty, by suit
      or
      otherwise for the benefit of such assignee, holder, or participant, as fully
      as
      if herein by name specifically given such right herein, but the Holder shall
      have an unimpaired right, prior and superior to that of any such assignee,
      holder or participant, to enforce this Guaranty for the benefit of the Holder,
      as to any part of the Guaranteed Debt retained by the Holder.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    Unless
      and until all of the Guaranteed Debt has been paid in full, no release or
      discharge of any other person, whether primarily or secondarily liable for
      and
      obligated with respect to the Guaranteed Debt, or the institution of bankruptcy,
      receivership, insolvency, reorganization, dissolution or liquidation proceedings
      by or against the Guarantor or any other person primarily or secondarily liable
      for and obligated with respect to the Guaranteed Debt, or the entry of any
      restraining or other order in any such proceedings, shall release or discharge
      the Guarantor, or any other guarantor of the indebtedness, or any other person,
      firm or corporation liable to the Holder for the Guaranteed Debt.

    


    All
      references herein to GFNA and to the Guarantor, respectively, shall be deemed
      to
      include any successors or assigns, whether immediate or remote, to such
      corporation.

    


    If
      this
      Guaranty contains any blanks when executed by the Guarantor, the Holder is
      hereby authorized, without notice to the Guarantor, to complete any such blanks
      according to the terms upon which this Guaranty is executed by the Guarantor
      and
      is accepted by the Holder.

    


    This
      Guaranty has been delivered to the Holder at its offices in Houston, Texas
      and
      the rights, remedies and liabilities of the parties shall be construed and
      determined in accordance with the laws of the State of New York.

    


    TO
      INDUCE
      THE HOLDER TO GRANT FINANCIAL ACCOMMODATIONS TO GFNA, THE GUARANTOR IRREVOCABLY
      AGREES THAT ALL ACTIONS ARISING DIRECTLY OR INDIRECTLY AS A RESULT OR IN
      CONSEQUENCE OF THIS GUARANTY SHALL BE INSTITUTED AND LITIGATED ONLY IN COURTS
      HAVING SITUS IN THE CITY OF NEW YORK, NEW YORK. THE GUARANTOR HEREBY CONSENTS
      TO
      THE EXCLUSIVE JURISDICTION AND VENUE OF ANY STATE OR FEDERAL COURT LOCATED
      AND
      HAVING ITS SITUS IN NEW YORK, NEW YORK, AND WAIVES ANY OBJECTION BASED ON FORUM
      NON CONVENIENS. THE GUARANTOR HEREBY WAIVES PERSONAL SERVICE OF ANY AND ALL
      PROCESS, AND CONSENTS TO THE SERVICE OF PROCESS BY CERTIFIED MAIL, RETURN
      RECEIPT REQUESTED, DIRECTED TO THE GUARANTOR AT THE ADDRESS INDICATED IN THE
      HOLDER’S RECORDS IN THE MANNER PROVIDED BY APPLICABLE STATUTE, LAW, RULE OF
      COURT OR OTHERWISE. FURTHERMORE, THE GUARANTOR WAIVES ALL NOTICES AND DEMANDS
      IN
      CONNECTION WITH THE ENFORCEMENT OF THE HOLDER’ RIGHTS HEREUNDER, AND HEREBY
      CONSENTS TO, AND WAIVES NOTICE OF THE RELEASE, WITH OR WITHOUT CONSIDERATION,
      OF
      GFNA OR ANY OTHER PERSON RESPONSIBLE FOR PAYMENT OF THE GUARANTEED DEBT, OR
      OF
      ANY COLLATERAL THEREFOR.

    


    Wherever
      possible each provision of this Guaranty shall be interpreted in such manner
      as
      to be effective and valid under applicable law, but if any provision of this
      Guaranty shall be prohibited by or invalid under such law, such provision shall
      be ineffective to the extent of such prohibition or invalidity, without
      invalidating the remainder of such provision or the remaining provisions of
      this
      Guaranty.

    


    It
      is
      agreed that the Guarantor’s liability is independent of any other guaranties at
      any time in effect with respect to all or any part of the Guaranteed Debt,
      and
      that the Guarantor’s liability hereunder may be enforced regardless of the
      existence of any such other guaranties.

    


    No
      delay
      on the part of the Holder in the exercise of any right or remedy shall operate
      as a waiver thereof, and no single or partial exercise by the Holder of any
      right or remedy shall preclude other or further exercise thereof, or the
      exercise of any other right or remedy. No modification, termination, discharge
      or waiver of any of the provisions hereof shall be binding upon the Holder,
      except as expressly set forth in a writing duly signed and delivered on behalf
      of the Holder.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    The
      execution, delivery and performance of this Guaranty by the Guarantor are within
      the corporate powers of the Guarantor, have been duly authorized by all
      necessary corporate action on the part of the Guarantor and do not and will
      not
      (i) require any consent or approval of the board of directors or
      stockholders of
      the
      Guarantor which has not been obtained, (ii) violate any provision of the
      articles of incorporation or bylaws of the Guarantor or of any law, rule,
      regulation, order, writ, judgment, injunction, decree, determination or award
      presently in effect having applicability to the Guarantor; (iii) require the
      consent or approval of, or filing or registration with, any governmental body,
      agency or authority, (iv)
      result in a breach of or constitute a default under, or (v)
      result
      in
      the imposition of any lien, charge or encumbrance upon any property of the
      Guarantor pursuant to, any indenture or other agreement or instrument under
      which the Guarantor is a party or by which it or any of its properties may
      be
      bound or affected
      other
      than liens, charges and encumbrances arising under the Loan
      Documents.
      The
      officer or officers executing
      and delivering this Guarantor for and on behalf of the Guarantor, is/are duly
      authorized to so act. The Holder, in extending financial accommodations to
      GFNA,
      are expressly acting and relying upon the aforesaid representations and
      warranties.

    


    This
      Guaranty: (i) is valid, binding and enforceable in accordance with its
      provisions, and no conditions exist to the legal effectiveness of this Guaranty
      as to the Guarantor; (ii) contains the entire agreement between the Guarantor
      and the Holder; (iii) is the final expression of their intentions; and (iv)
      supersedes all negotiations, representations, warranties, commitments, offers,
      contracts (of any kind or nature, whether oral or written) prior to or
      contemporaneous with the execution hereof. No prior or contemporaneous
      representations, warranties, understandings, offers or agreements of any kind
      or
      nature, whether oral or written, have been made by the Holder or relied upon
      by
      the Guarantor in connection with the execution hereof.

    


    The
      term
      "Guarantor" as used herein shall mean all parties signing this Guaranty, and
      the
      provisions hereof shall be binding upon the Guarantor, and each one of them,
      and
      all such parties, their respective successors and assigns shall be jointly
      and
      severally obligated hereunder. This Guaranty shall inure to the benefit of
      the
      Holder and their successors and assigns.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    IN
      WITNESS WHEREOF, the Guarantor has executed and delivered this Continuing
      Unconditional Guaranty as of the date set forth above.

    

      
        	 	
                PAC-VAN,
                  INC.,

              
	 	
                an
                  Indiana corporation

              
	 	 	 
	 	 	 
	 	
                By:

              	
                /s/
                  Theodore M. Mourouzis

              
	 	
                Name:  

              	
                Theodore
                  M. Mourouzis

              
	 	
                Title:

              	
                President