COMMERCIAL GUARANTY

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<S>         <C>        <C>       <C>          <C>        <C>       <C>         <C>
Principal   Loan Date  Maturity   Loan No.    Call/Coll  Account    Officer    Initials
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       References in the shaded area are for Lender's use only and do not limit the
              applicability of this document to any particular loan or item.
      Any item above containing ****has been omitted due to text length limitations.

Borrower:  Pro Uro Care, Inc.                     Lender:  Venture Bank
           One Carlson Parkway, Suite 124                  5601 Green Valley Drive, Suite 120
           Plymouth, MN 55447                              Bloomington, MN 55437

Guarantor: Adrian T. Johnson
           2862 Gale Road
           Wayzata, MN 55391
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      CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and valuable
      consideration, Guarantor absolutely and unconditionally guarantees full
      and punctual payment and satisfaction of Guarantor's Share of the
      Indebtedness of Borrower to Lender, and the performance and discharge of
      all Borrower's obligations under the Note and the Related Documents. This
      is a guaranty of payment and performance and not of collection, so Lender
      can enforce this Guaranty against Guarantor even when Lender has not
      exhausted Lender's remedies against anyone else obligated to pay the
      Indebtedness or against any collateral securing the Indebtedness, this
      Guaranty or any other guaranty of the Indebtedness. Guarantor will make
      any payments to Lender or its order, on demand, in legal tender of the
      United States of America, in same-day funds, without set-off or deduction
      or counterclaim, and will otherwise perform Borrower's obligations under
      the Note and Related Documents. Under this Guaranty, Guarantor's
      obligations are continuing.

      INDEBTEDNESS. The word "Indebtedness" as used in this Guaranty means all
      of the principal amount outstanding from time to time and at any one or
      more times, accrued unpaid interest thereon and all collection costs and
      legal expenses related thereto permitted by law, reasonable attorneys'
      fees, arising from any and all debts, liabilities and obligations of every
      nature or form, now existing or hereafter arising or acquired, that
      Borrower individually or collectively or interchangeably with others, owes
      or will owe Lender. "Indebtedness" includes, without limitation, loans,
      advances, debts, overdraft indebtedness, credit card indebtedness, lease
      obligations, other obligations, and liabilities of Borrower, and any
      present or future judgments against Borrower, future advances, loans or
      transactions that renew, extend, modify, refinance, consolidate or
      substitute these debts, liabilities and obligations whether: voluntarily
      or involuntarily incurred; due or to become due by their terms or
      acceleration; absolute or contingent; liquidated or unliquidated;
      determined or undetermined; direct or indirect; primary or secondary in
      nature or arising from a guaranty or surety; secured or unsecured; joint
      or several or joint and several; evidenced by a negotiable or
      non-negotiable instrument or writing; originated by Lender or another or
      others; barred or unenforceable against Borrower for any reason
      whatsoever; for any transactions that may be voidable for any reason (such
      as infancy, insanity, ultra vires or otherwise); and originated then
      reduced or extinguished and then afterwards increased or reinstated.

      The above limitation on liability is not a restriction on the amount of
      the Note of Borrower to Lender either in the aggregate or at any one time.
      If Lender presently holds one or more guaranties, or hereafter receives
      additional guaranties from Guarantor, Lender's rights under all guaranties
      shall be cumulative. This Guaranty shall not (unless specifically provided
      below to the contrary) affect or invalidate any such other guaranties.
      Guarantor's liability will be Guarantor's aggregate liability under the
      terms of this Guaranty and any such other unterminated guaranties.

      GUARANTOR'S SHARE QF THE INDEBTEDNESS. The words "Guarantor's Share of the
      Indebtedness" as used in this Guaranty mean an amount not to exceed One
      Hundred Fifty Thousand & 00/100 Dollars ($150,000.00) of the principal
      amount of the Indebtedness that is outstanding from time to time and at
      any one or more times.

      For purposes of determining Guarantor's Share of the Indebtedness when
      this Guaranty is the only guaranty of the Indebtedness, sums applied from
      time to time to reduce the Indebtedness shall not be deemed to reduce
      Guarantor's Share of the Indebtedness until the part of the Indebtedness
      that is not Guarantor's Share of the Indebtedness is paid in full. In
      other words, Guarantor's Share of the Indebtedness shall be the last
      portion of the Indebtedness to be paid.

      For purposes of determining Guarantor's Share of the Indebtedness when
      there is more than one guaranty of the Indebtedness, sums applied from
      time to time shall be deemed first to reduce the part of the Indebtedness
      that is not guaranteed by this Guaranty or any other guaranties, then to
      the part of the Indebtedness that is guaranteed by this Guaranty and any
      other guaranties; Lender has the sole discretion to determine how sums
      applied from time to time shall reduce the guaranteed part of the
      Indebtedness.

      CONTINUING GUARANTY. THIS IS A "CONTINUING GUARANTY" UNDER WHICH GUARANTOR
      AGREES TO GUARANTEE THE FULL AND PUNCTUAL PAYMENT, PERFORMANCE AND
      SATISFACTION OF THE GUARANTOR'S SHARE OF THE INDEBTEDNESS OF BORROWER
      TOLENDER, NOW EXISTING OR HEREAFTER ARISING OR ACQUIRED, ON A CONTINUING
      BASIS. ACCORDINGLY, ANY PAYMENTS MADE ON THE INDEBTEDNESS WILL NOT
      DISCHARGE OR DIMINISH GUARANTOR'S OBLIGATIONS AND LIABILITY UNDER THIS
      GUARANTY FOR ANY REMAINING AND SUCCEEDING INDEBTEDNESS EVEN WHEN ALL OR
      PART OF THE OUTSTANDING INDEBTEDNESS MAY BE A ZERO BALANCE FROM TIME TO
      TIME.

      DURATION OF GUARANTY. This Guaranty will take effect when received by
      Lender without the necessity of any acceptance by Lender, or any notice to
      Guarantor or to Borrower, and will continue in full force until all the
      Indebtedness incurred or contracted before receipt by Lender of any notice
      of revocation shall have been fully and finally paid and satisfied and all
      of Guarantor's other obligations under this Guaranty shall have been
      performed in full. If Guarantor elects to revoke this Guaranty, Guarantor
      may only do so in writing. Guarantor's written notice of revocation must
      be mailed to Lender, by certified mail, at Lender's address listed above
      or such other place as Lender may designate in writing. Written revocation
      of this Guaranty will apply only to advances or new Indebtedness created
      after actual receipt by Lender of Guarantor's written revocation. For this
      purpose and without limitation, the term "new Indebtedness" does not
      include the Indebtedness which at the time of notice of revocation is
      contingent, unliquidated, undetermined or not due and which later becomes
      absolute, liquidated, determined or due. This Guaranty will continue to
      bind Guarantor for all the Indebtedness incurred by Borrower or committed
      by Lender prior to receipt of Guarantor's written notice of revocation,
      including any extensions, renewals, substitutions or modifications of the
      Indebtedness. All renewals, extensions, substitutions, and modifications
      of the Indebtedness granted after Guarantor's revocation, are contemplated
      under this Guaranty and, specifically will not be considered to be new
      Indebtedness. This Guaranty shall bind Guarantor's estate as to the
      Indebtedness created both before and after Guarantor's death or
      incapacity, regardless of Lender's actual notice of Guarantor's death.
      Subject to the foregoing, Guarantor's executor or administrator or other
      legal representative may terminate this Guaranty in the same manner in
      which Guarantor might have terminated it and with the same effect. Release
      of any other guarantor or termination of any other guaranty of the
      Indebtedness shall not affect the liability of Guarantor under this
      Guaranty. A revocation Lender receives from any one or more Guarantors
      shall not affect the liability of any remaining Guarantors under this
      Guaranty. It Is anticipated that fluctuations may occur in the aggregate
      amount of the Indebtedness covered by this Guaranty, and Guarantor
      specifically acknowledges and agrees that reductions in the amount of the
      Indebtedness, even to zero dollars ($0.00), prior to Guarantor's written
      revocation of this Guaranty shall not constitute a termination of this
      Guaranty. This Guaranty is binding upon Guarantor and Guarantor's heirs,
      successors and assigns so long as any of the Guarantor's Share of the
      Indebtedness remains unpaid and even though the Guarantor's Share of the
      Indebtedness may from time to time be zero dollars ($0.00).

<PAGE>

                             COMMERCIAL GUARANTY
Loan No: 11599                     (Continued)                            Page 2

      GUARANTOR'S AUTHORIZATION TO LENDER. Guarantor authorizes Lender, either
      before or after any revocation hereof, without notice or demand and
      without lessening Guarantor's liability under this Guaranty, from time to
      time: (A) prior to revocation as set forth above, to make one or more
      additional secured or unsecured loans to Borrower, to lease equipment or
      other goods to Borrower, or otherwise to extend additional credit to
      Borrower; (B) to alter, compromise, renew, extend, accelerate, or
      otherwise change one or more times the time for payment or other terms of
      the Indebtedness or any part of the Indebtedness, including increases and
      decreases of the rate of interest on the Indebtedness; extensions may be
      repeated and may be for longer than the original loan term; (C) to take
      and hold security for the payment of this Guaranty or the Indebtedness,
      and exchange, enforce, waive, subordinate, fail or decide not to perfect,
      and release any such security, with or without the substitution of new
      collateral; (D) to release, substitute, agree not to sue, or deal with any
      one or more of Borrower's sureties, endorsers, or other guarantors on any
      terms or in any manner Lender may choose; (E) to determine how, when and
      what application of payments and credits shall be made on the
      Indebtedness; (F) to apply such security and direct the order or manner of
      sale thereof, including without limitation, any nonjudicial sale permitted
      by the terms of the controlling security agreement or deed of trust, as
      Lender in its discretion may determine; (G) to sell, transfer, assign or
      grant participations in all or any part of the Indebtedness; and (H) to
      assign or transfer this Guaranty in whole or in part.

      GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and
      warrants to Lender that (A) no representations or agreements of any kind
      have been made to Guarantor which would limit or qualify in any way the
      terms of this Guaranty; (B) this Guaranty is executed at Borrower's
      request and not at the request of Lender; (C) Guarantor has full power,
      right and authority to enter into this Guaranty; (D) the provisions of
      this Guaranty do not conflict with or result in a default under any
      agreement or other instrument binding upon Guarantor and do not result in
      a violation of any law, regulation, court decree or order applicable to
      Guarantor; (E) Guarantor has not and will not, without the prior written
      consent of Lender, sell, lease, assign, encumber, hypothecate, transfer,
      or otherwise dispose of all or substantially all of Guarantor's assets, or
      any interest therein; (F) upon Lender's request, Guarantor will provide to
      Lender financial and credit information in form acceptable to Lender, and
      all such financial information which currently has been, and all future
      financial information which will be provided to Lender is and will be true
      and correct in all material respects and fairly present Guarantor's
      financial condition as of the dates the financial information is provided;
      (G) no material adverse change has occurred in Guarantor's financial
      condition since the date of the most recent financial statements provided
      to Lender and no event has occurred which may materially adversely affect
      Guarantor's financial condition; (H) no litigation, claim, investigation,
      administrative proceeding or similar action (including those for unpaid
      taxes) against Guarantor is pending or threatened; (I) Lender has made no
      representation to Guarantor as to the creditworthiness of Borrower; and
      (J) Guarantor has established adequate means of obtaining from Borrower on
      a continuing basis information regarding Borrower's financial condition.
      Guarantor agrees to keep adequately informed from such means of any facts,
      events, or circumstances which might in any way affect Guarantor's risks
      under this Guaranty, and Guarantor further agrees that, absent a request
      for information, Lender shall have no obligation to disclose to Guarantor
      any information or documents acquired by Lender in the course of its
      relationship with Borrower.

      GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor
      waives any right to require Lender (A) to continue lending money or to
      extend other credit to Borrower; (B) to make any presentment, protest,
      demand, or notice of any kind, including notice of any nonpayment of the
      Indebtedness or of any nonpayment related to any collateral, or notice of
      any action or nonaction on the part of Borrower, Lender, any surety,
      endorser, or other guarantor in connection with the Indebtedness or in
      connection with the creation of new or additional loans or obligations;
      (C) to resort for payment or to proceed directly or at once against any
      person, including Borrower or any other guarantor; (D) to proceed directly
      against or exhaust any collateral held by Lender from Borrower, any other
      guarantor, or any other person; (E) to give notice of the terms, time, and
      place of any public or private sale of personal property security held by
      Lender from Borrower or to comply with any other applicable provisions of
      the Uniform Commercial Code; (F) to pursue any other remedy within
      Lender's power; or (G) to commit any act or omission of any kind, or at
      any time, with respect to any matter whatsoever.

      In addition to the waivers set forth herein, if now or hereafter Borrower
      is or shall become insolvent and the Indebtedness shall not at all times
      until paid be fully secured by collateral pledged by Borrower, Guarantor
      hereby forever waives and gives up in favor of Lender and Borrower, and
      Lender's and Borrower's respective successors, any claim or right to
      payment Guarantor may now have or hereafter have or acquire against
      Borrower, by subrogation or otherwise, so that at no time shall Guarantor
      be or become a "creditor" of Borrower within the meaning of 11
      U.S.C.section 547(b), or any successor provision of the Federal bankruptcy
      laws.

      Guarantor also waives any and all rights or defenses based on suretyship
      or impairment of collateral including, but not limited to, any rights or
      defenses arising by reason of (A) any "one action" or "anti-deficiency"
      law or any other law which may prevent Lender from bringing any action,
      including a claim for deficiency, against Guarantor, before or after
      Lender's commencement or completion of any foreclosure action, either
      judicially or by exercise of a power of sale; (B) any election of remedies
      by Lender which destroys or otherwise adversely affects Guarantor's
      subrogation rights or Guarantor's rights to proceed against Borrower for
      reimbursement, including without limitation, any loss of rights Guarantor
      may suffer by reason of any law limiting, qualifying, or discharging the
      Indebtedness; (C) any disability or other defense of Borrower, of any
      other guarantor, or of any other person, or by reason of the cessation of
      Borrower's liability from any cause whatsoever, other than payment in full
      in legal tender, of the Indebtedness; (D) any right to claim discharge of
      the Indebtedness on the basis of unjustified impairment of any collateral
      for the Indebtedness; (E) any statute of limitations, if at any time any
      action or suit brought by Lender against Guarantor is commenced, there is
      outstanding Indebtedness which is not barred by any applicable statute of
      limitations; or (F) any defenses given to guarantors at law or in equity
      other than actual payment and performance of the Indebtedness. If payment
      is made by Borrower, whether voluntarily or otherwise, or by any third
      party, on the Indebtedness and thereafter Lender is forced to remit the
      amount of that payment to Borrower's trustee in bankruptcy or to any
      similar person under any federal or state bankruptcy law or law for the
      relief of debtors, the Indebtedness shall be considered unpaid for the
      purpose of the enforcement of this Guaranty.

      Guarantor further waives and agrees not to assert or claim at any time any
      deductions to the amount guaranteed under this Guaranty for any claim of
      setoff, counterclaim, counter demand, recoupment or similar right, whether
      such claim, demand or right may be asserted by the Borrower, the
      Guarantor, or both.

      GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and
      agrees that each of the waivers Set forth above is made with Guarantor's
      full knowledge of its significance and consequences and that, under the
      circumstances, the waivers are reasonable and not contrary to public
      policy or law. If any such waiver is determined to be contrary to any
      applicable law or public policy, such waiver shall be effective only to
      the extent permitted by law or public policy.

      RIGHT OF SETOFF. To the extent permitted by applicable law, Lender
      reserves a right of setoff in all Guarantor's accounts with Lender
      (whether checking, savings, or some other account). This includes all
      accounts Guarantor holds jointly with someone else and all accounts
      Guarantor may open in the future. However, this does not include any IRA
      or Keogh accounts, or any trust accounts for which setoff would be
      prohibited by law. Guarantor authorizes Lender, to the extent permitted by
      applicable law, to hold these funds if there is a default, and Lender may
      apply the funds in these accounts to pay what Guarantor owes under the
      terms of this Guaranty.

      SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the
      Indebtedness, whether now existing or hereafter created, shall be superior
      to any claim that Guarantor may now have or hereafter acquire against
      Borrower, whether or not Borrower becomes insolvent. Guarantor hereby
      expressly subordinates any claim Guarantor may have against Borrower, upon
      any account whatsoever, to any claim that Lender may now or hereafter have
      against Borrower. In the event of insolvency and consequent liquidation of
      the assets of Borrower,


<PAGE>

                              COMMERCIAL GUARANTY
Loan No: 11599                      (Continued)                          Page 3

      through bankruptcy, by an assignment for the benefit of creditors, by
      voluntary liquidation, or otherwise, the assets of Borrower applicable to
      the payment of the claims of both Lender and Guarantor shall be paid to
      Lender and shall be first applied by Lender to the Indebtedness. Guarantor
      does hereby assign to Lender all claims which it may have or acquire
      against Borrower or against any assignee or trustee in bankruptcy of
      Borrower; provided however, that such assignment shall be effective only
      for the purpose of assuring to Lender full payment in legal tender of the
      Indebtedness. If Lender so requests, any notes or credit agreements now or
      hereafter evidencing any debts or obligations of Borrower to Guarantor
      shall be marked with a legend that the same are subject to this Guaranty
      and shall be delivered to Lender. Guarantor agrees, and Lender is hereby
      authorized, in the name of Guarantor, from time to time to file financing
      statements and continuation statements and to execute documents and to
      take such other actions as Lender deems necessary or appropriate to
      perfect, preserve and enforce its rights under this Guaranty.

MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of
this Guaranty:

      Amendments. This Guaranty, together with any Related Documents,
      constitutes the entire understanding and agreement of the parties as to
      the matters set forth in this Guaranty. No alteration of or amendment to
      this Guaranty shall be effective unless given in writing and signed by the
      party or parties sought to be charged or bound by the alteration or
      amendment.

      Attorneys' Fees; Expenses. Guarantor agrees to pay upon demand all of
      Lender's costs and expenses, including Lender's reasonable attorneys' fees
      and Lender's legal expenses, incurred in connection with the enforcement
      of this Guaranty. Lender may hire or pay someone else to help enforce this
      Guaranty, and Guarantor shall pay the costs and expenses of such
      enforcement. Costs and expenses include Lender's reasonable attorneys'
      fees and legal expenses whether or not there is a lawsuit, including
      reasonable attorneys' fees and legal expenses for bankruptcy proceedings
      (including efforts to modify or vacate any automatic stay or injunction),
      appeals, and any anticipated post-judgment collection services. Guarantor
      also shall pay all court costs and such additional fees as may be directed
      by the court.

      Caption Headings. Caption headings in this Guaranty are for convenience
      purposes only and are not to be used to interpret or define the provisions
      of this Guaranty.

      Governing Law. This Guaranty will be governed by federal law applicable to
      Lender and, to the extent not preempted by federal law, the laws of the
      State of Minnesota without regard to its conflicts of law provisions. This
      Guaranty has been accepted by Lender in the State of Minnesota.

      Integration. Guarantor further agrees that Guarantor has read and fully
      understands the terms of this Guaranty; Guarantor has had the opportunity
      to be advised by Guarantor's attorney with respect to this Guaranty; the
      Guaranty fully reflects Guarantor's intentions and parol evidence is not
      required to interpret the terms of this Guaranty. Guarantor hereby
      indemnifies and holds Lender harmless from all losses, claims, damages,
      and costs (including Lender's attorneys' fees) suffered or incurred by
      Lender as a result of any breach by Guarantor of the warranties,
      representations and agreements of this paragraph.

      Interpretation. In all cases where there is more than one Borrower or
      Guarantor, then all words used in this Guaranty in the singular shall be
      deemed to have been used in the plural where the context and construction
      so require; and where there is more than one Borrower named in this
      Guaranty or when this Guaranty is executed by more than one Guarantor, the
      words "Borrower" and "Guarantor" respectively shall mean all and any one
      or more of them. The words "Guarantor," "Borrower," and "Lender" include
      the heirs, successors, assigns, and transferees of each of them. If a
      court finds that any provision of this Guaranty is not valid or should not
      be enforced, that fact by itself will not mean that the rest of this
      Guaranty will not be valid or enforced. Therefore, a court will enforce
      the rest of the provisions of this Guaranty even if a provision of this
      Guaranty may be found to be invalid or unenforceable. If any one or more
      of Borrower or Guarantor are corporations, partnerships, limited liability
      companies, or similar entities, it is not necessary for Lender to inquire
      into the powers of Borrower or Guarantor or of the officers, directors,
      partners, managers, or other agents acting or purporting to act on their
      behalf, and any indebtedness made or created in reliance upon the
      professed exercise of such powers shall be guaranteed under this Guaranty.

      Notices. Any notice required to be given under this Guaranty shall be
      given in writing, and, except for revocation notices by Guarantor, shall
      be effective when actually delivered, when actually received by
      telefacsimile (unless otherwise required by law), when deposited with a
      nationally recognized overnight courier, or, if mailed, when deposited in
      the United States mail, as first class, certified or registered mail
      postage prepaid, directed to the addresses shown near the beginning of
      this Guaranty. All revocation notices by Guarantor shall be in writing and
      shall be effective upon delivery to Lender as provided in the section of
      this Guaranty entitled "DURATION OF GUARANTY." Any party may change its
      address for notices under this Guaranty by giving formal written notice to
      the other parties, specifying that the purpose of the notice is to change
      the party's address. For notice purposes, Guarantor agrees to keep Lender
      informed at all times of Guarantor's current address. Unless otherwise
      provided or required by law, if there is more than one Guarantor, any
      notice given by Lender to any Guarantor is deemed to be notice given to
      all Guarantors.

      No WaIver by Lender. Lender shall not be deemed to have waived any rights
      under this Guaranty unless such waiver is given in writing and signed by
      Lender. No delay or omission on the part of Lender in exercising any right
      shall operate as a waiver of such right or any other right. A waiver by
      Lender of a provision of this Guaranty shall not prejudice or constitute a
      waiver of Lender's right otherwise to demand strict compliance with that
      provision or any other provision of this Guaranty. No prior waiver by
      Lender, nor any course of dealing between Lender and Guarantor, shall
      constitute a waiver of any of Lender's rights or of any of Guarantor's
      obligations as to any future transactions. Whenever the consent of Lender
      is required under this Guaranty, the granting of such consent by Lender in
      any instance shall not constitute continuing consent to subsequent
      instances where such consent is required and in all cases such consent may
      be granted or withheld in the sale discretion of Lender.

      Successors and Assigns. Subject to any limitations stated in this Guaranty
      on transfer of Guarantor's interest, this Guaranty shall be binding upon
      and inure to the benefit of the parties, their successors and assigns.

DEFINITIONS. The following capitalized words and terms shall have the following
meanings when used in this Guaranty. Unless specifically stated to the contrary,
all references to dollar amounts shall mean amounts in lawful money of the
United States of America. Words and terms used in the singular shall include the
plural, and the plural shall include the singular, as the context may require.
Words and terms not otherwise defined in this Guaranty shall have the meanings
attributed to such terms in the Uniform Commercial Code:

      Borrower. The word "Borrower" means Pro Uro Care, Inc. and includes all
      co-signers and co-makers signing the Note and all their successors and
      assigns.

      Guarantor. The word "Guarantor" means everyone signing this Guaranty,
      including without limitation Adrian T. Johnson, and in each case, any
      signer's successors and assigns.

      Guarantor's Share of the Indebtedness. The words "Guarantor's Share of the
      Indebtedness" mean Guarantor's indebtedness to Lender as more particularly
      described in this Guaranty.

      Guaranty. The word "Guaranty" means this guaranty from Guarantor to
      Lender.

<PAGE>

                               COMMERCIAL GUARANTY
Loan No: 11599                        (Continued)                         Page 4

      Indebtedness. The word "Indebtedness" means Borrower's indebtedness to
      Lender as more particularly described in this Guaranty.

      Lender. The word "Lender" means Venture Bank, its successors and assigns.

      Note. The word "Note" means the promissory note dated October 20, 2005, In
      the original principal amount of $300,000.00 from Borrower to Lender,
      together with all renewals of, extensions of, modifications of,
      refinancings of, consolidations of, and substitutions for the promissory
      note or agreement.

      Related Documents. The words "Related Documents" mean all promissory
      notes, credit agreements, loan agreements, environmental agreements,
      guaranties, security agreements, mortgages, deeds of trust, security
      deeds, collateral mortgages, and all other instruments, agreements and
      documents, whether now or hereafter existing, executed in connection with
      the Indebtedness.

EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS
GUARANTY AND AGREES TO ITS TERMS. IN ADDITION, EACH GUARANTOR UNDERSTANDS THAT
THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AND DELIVERY OF THIS
GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE
MANNER SET FORTH IN THE SECTION TITLED `DURATION OF GUARANTY". NO FORMAL
ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY EFFECTIVE. THIS GUARANTY
IS DATED OCTOBER 20, 2005.

GUARANTOR:

/s/ Adrian T. Johnson
------------------------
Adrian T. Johnson


================================================================================


                                INDIVIDUAL ACKNOWLEDGMENT

STATE OF ________________________


                                            SS

COUNTY OF __________________________


On this day before me, the undersigned Notary Public, personally appeared Ronal
S. Musich to me known to be the individual described in and who executed the
Commercial Guaranty, and acknowledged that he or she signed the Guaranty as his
or her free and voluntary act and deed, for the uses and purposes therein
mentioned.

Given under my hand and official seal this _________ day of______________, 20



By___________________________________ Residing at___________________________My

                                                 commission expires_____________



Notary Public In and for the State of______________________________