OBTAIN OR
RECEIVE ANY ADDITIONAL COLLATERAL OR SURETYSHIP OBLIGATIONS SECURING THE LOAN
DOCUMENTS, AND/OR MODIFY, AMEND, INCREASE, EXTEND, RENEW OR SUPPLEMENT ANY OF
THE GUARANTEED OBLIGATIONS OR THE LOAN DOCUMENTS, ALL WITHOUT NOTICE TO OR
FURTHER CONSENT FROM GUARANTOR.
EXCEPT AS MAY BE EXPRESSLY AGREED TO BY BANK IN
WRITING, NONE OF THE FOREGOING ACTIONS SHALL IN ANY WAY AFFECT OR DIMINISH THE
LIABILITY OF GUARANTOR UNDER THIS SURETY AGREEMENT.
BANK HAS NO OBLIGATION OR
COMMITMENT OF ANY KIND TO INFORM OR ADVISE GUARANTOR OF ANY INFORMATION,
OCCURRENCES OR EVENTS REGARDING BORROWER OR BORROWER'S FINANCIAL CONDITION,
OPERATIONS, LOAN STATUS OR COLLATERAL POSITION, INCLUDING, WITHOUT LIMITATION,
ANY MATERIAL ADVERSE CHANGE IN SUCH FINANCIAL CONDITION, OPERATIONS, LOAN STATUS
OR COLLATERAL POSITION.
GUARANTOR ACKNOWLEDGES THAT GUARANTOR SHALL BE SOLELY
RESPONSIBLE FOR KEEPING INFORMED AS TO ANY OF THE FOREGOING MATTERS.
6.
SUBROGATION.
GUARANTOR HEREBY AGREES THAT:
6.1
SUBORDINATION.
ANY AND ALL RIGHTS OF SUBROGATION THAT GUARANTOR
MAY HAVE AGAINST BORROWER OR AGAINST ANY COLLATERAL OR SECURITY FOR ANY BANK
INDEBTEDNESS, AND ANY AND ALL RIGHTS OF CONTRIBUTION, INDEMNITY AND/OR
SUBSTITUTION THAT GUARANTOR MAY HAVE AGAINST BORROWER OR ANY OTHER GUARANTOR OR
SURETY, SHALL BE JUNIOR AND SUBORDINATE TO ALL BANK INDEBTEDNESS, TO ANY RIGHTS
THAT BANK MAY HAVE AGAINST BORROWER, TO ALL RIGHT, TITLE AND INTEREST THAT BANK
MAY HAVE IN ANY SUCH COLLATERAL OR SECURITY FOR THE BANK INDEBTEDNESS, AND TO
ANY RIGHT BANK MAY HAVE AGAINST SUCH OTHER GUARANTOR OR SURETY.
BANK MAY USE,
SELL OR DISPOSE OF ANY ITEM OF COLLATERAL OR SECURITY FOR THE BANK INDEBTEDNESS
AS IT SEES FIT WITHOUT REGARD TO ANY SUBROGATION RIGHTS GUARANTOR MAY HAVE, AND
UPON ANY SUCH DISPOSITION OR SALE OF SUCH COLLATERAL OR SECURITY ANY RIGHTS OF
SUBROGATION THAT GUARANTOR MAY HAVE WITH RESPECT TO SUCH COLLATERAL OR SECURITY
SHALL TERMINATE.
6.2
LIMITATIONS.
UNTIL THE GUARANTEED OBLIGATIONS SHALL HAVE BEEN
INDEFEASIBLY PAID IN FULL, GUARANTOR SHALL NOT TAKE, OR PERMIT TO BE TAKEN, ANY
ACTION TO EXERCISE (A) ANY RIGHT OF SUBROGATION ARISING IN RESPECT OF THE
GUARANTEED OBLIGATIONS, (B) ANY RIGHT OF CONTRIBUTION ARISING IN RESPECT OF THE
GUARANTEED OBLIGATIONS THAT GUARANTOR MAY HAVE AGAINST ANY OTHER GUARANTOR OR
SURETY OF THE GUARANTEED OBLIGATIONS, (C) ANY RIGHT TO ENFORCE ANY REMEDY WHICH
BANK NOW HAS OR MAY HEREAFTER HAVE AGAINST BORROWER OR (D) ANY BENEFIT OF, AND
ANY RIGHT TO PARTICIPATE IN, ANY SECURITY NOW OR HEREAFTER HELD BY BANK.
IF ANY
AMOUNT SHALL BE PAID TO GUARANTOR ON ACCOUNT OF SUCH SUBROGATION OR CONTRIBUTION
RIGHTS AT ANY TIME WHEN ALL GUARANTEED OBLIGATIONS SHALL NOT HAVE BEEN PAID IN
FULL, SUCH AMOUNT SHALL BE HELD IN TRUST FOR BANK AND SHALL FORTHWITH BE PAID
OVER TO BANK TO BE CREDITED AND APPLIED AGAINST THE GUARANTEED OBLIGATIONS,
WHETHER MATURED OR UNMATURED, IN ACCORDANCE WITH THE TERMS OF THE LOAN
DOCUMENTS.
7.
SUBORDINATION OF OTHER OBLIGATIONS.
THE ADVANCE OF ANY SUMS TO
BORROWER BY GUARANTOR, TOGETHER WITH ALL INDEBTEDNESS OF BORROWER, NOW OWED OR
HEREAFTER INCURRED, TO GUARANTOR SHALL BE AND HEREBY ARE