OTHER EVENT OR OCCURRENCE AFFECTING, THE GUARANTEED
OBLIGATIONS;
(E)
ANY AMENDMENT TO, RESCISSION, WAIVER, OR OTHER MODIFICATION OF, OR
ANY CONSENT TO A DEPARTURE FROM, ANY OF THE TERMS OF THE LOAN DOCUMENTS;
(F)
ANY ADDITION, EXCHANGE, RELEASE, SURRENDER OR NONPERFECTION OF
ANY COLLATERAL, OR ANY AMENDMENT TO OR WAIVER OR RELEASE OR ADDITION OF, OR
CONSENT TO A DEPARTURE FROM, ANY OTHER GUARANTY, PROVIDED IN FAVOR OF BANK IN
CONNECTION WITH THE GUARANTEED OBLIGATIONS; OR
7
(G)
ANY OTHER CIRCUMSTANCE WHICH MIGHT OTHERWISE CONSTITUTE A DEFENSE
AVAILABLE TO, OR A LEGAL OR EQUITABLE DISCHARGE OF, GUARANTOR, ANY SURETY OR ANY
GUARANTOR.
2.4
REINSTATEMENT, ETC.
GUARANTOR AGREES THAT THIS GUARANTY SHALL
CONTINUE TO BE EFFECTIVE OR BE REINSTATED, AS THE CASE MAY BE, IF AT ANY TIME
ANY PAYMENT (IN WHOLE OR IN PART) OF ANY OF THE GUARANTEED OBLIGATIONS IS
RESCINDED OR MUST OTHERWISE BE RESTORED BY BANK, UPON THE INSOLVENCY, BANKRUPTCY
OR REORGANIZATION OF GUARANTOR, BORROWER OR OTHERWISE, AS THOUGH SUCH PAYMENT
HAD NOT BEEN MADE.
2.5
RIGHTS AND REMEDIES.
GUARANTOR WAIVES ANY AND ALL RIGHTS UNDER
SECTION 2845 OF THE CALIFORNIA CIVIL CODE OR ANY OTHER PROVISION OF ANY OTHER
APPLICABLE LAW TO REQUIRE BANK TO (A) PROCEED AGAINST BORROWER; (B) PROCEED
AGAINST OR EXHAUST ANY SECURITY HELD FROM BORROWER; OR (C) PURSUE ANY OTHER
REMEDY IN BANK'S POWER WHATSOEVER.
BANK MAY, AT ITS ELECTION, EXERCISE ANY
RIGHT OR REMEDY IT MAY HAVE AGAINST GUARANTOR OR ANY SECURITY NOW OR HEREAFTER
HELD BY OR FOR THE BENEFIT OF BANK INCLUDING, WITHOUT LIMITATION, THE RIGHT TO
FORECLOSE UPON ANY SUCH SECURITY BY JUDICIAL OR NONJUDICIAL SALE, WITHOUT
AFFECTING OR IMPAIRING IN ANY WAY THE LIABILITY OF GUARANTOR HEREUNDER EXCEPT TO
THE EXTENT THE GUARANTEED OBLIGATIONS MAY THEREBY BE PAID, EVEN THOUGH ANY
RIGHTS WHICH GUARANTOR MAY HAVE OR OTHERWISE MIGHT OBTAIN BY SUBROGATION AGAINST
OTHERS MIGHT BE DIMINISHED OR DESTROYED.
GUARANTOR WAIVES ALL RIGHTS AND
DEFENSES ARISING OUT OF AN ELECTION OR NON-ELECTION OF REMEDIES BY BANK, EVEN
THOUGH THAT ELECTION OR NON-ELECTION OF REMEDIES, SUCH AS A NONJUDICIAL
FORECLOSURE WITH RESPECT TO SECURITY FOR A GUARANTEED OBLIGATION, HAS DESTROYED
GUARANTOR'S RIGHTS OF SUBROGATION AND REIMBURSEMENT AGAINST THE PRINCIPAL BY THE
OPERATION OF SECTION 580D OF THE CALIFORNIA CODE OF CIVIL PROCEDURE.
GUARANTOR
ACKNOWLEDGES THAT ANY SUCH EXERCISE OR NON-EXERCISE OF A RIGHT OR REMEDY WITH
RESPECT TO ANY COLLATERAL SECURITY FOR THE GUARANTEED OBLIGATIONS MAY RESULT IN
A LOSS, IN PART OR WHOLE, OF BANK'S RIGHT TO COLLECT FROM BORROWER ANY
DEFICIENCY THAT MAY REMAIN AFTER ANY SUCH EXERCISE OF SUCH A RIGHT OR REMEDY AND
THAT, WHERE SUCH A LOSS OCCURS, GUARANTOR WILL ALSO SUFFER A LOSS OF ANY RIGHTS
AND REMEDIES, ARISING IN LAW OR EQUITY, WHICH GUARANTOR MAY HAVE TO COLLECT ANY
AMOUNT FROM BORROWER; AND GUARANTOR AGREES TO REMAIN BOUND NOTWITHSTANDING ANY
SUCH LOSS.
ONLY THE NET PROCEEDS FROM ANY SUCH FORECLOSURE, AFTER DEDUCTION OF
ALL COSTS AND EXPENSES AUTHORIZED TO BE DEDUCTED PURSUANT TO THE DOCUMENTS UNDER
WHICH SUCH SECURITY IS