IF GUARANTOR FAILS TO PAY ANY OF ITS OBLIGATIONS
HEREUNDER WHEN DUE AND PAYABLE OR PROPERLY DECLARED DUE AND PAYABLE; (B) IF A
PETITION UNDER THE FEDERAL BANKRUPTCY CODE SHALL BE FILED BY GUARANTOR, OR IF
GUARANTOR SHALL MAKE AN ASSIGNMENT FOR THE BENEFIT OF ITS CREDITORS OR IF ANY
CASE OR PROCEEDING IS FILED BY GUARANTOR FOR ITS DISSOLUTION OR LIQUIDATION; OR
(C) IF A PETITION UNDER THE
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FEDERAL BANKRUPTCY CODE SHALL BE FILED AGAINST GUARANTOR, OR IF A CASE OR
PROCEEDING IS FILED AGAINST GUARANTOR FOR ITS DISSOLUTION OR LIQUIDATION, AND IN
EITHER CASE SUCH PETITION, CASE OR PROCEEDING IS NOT DISMISSED WITHIN SIXTY (60)
DAYS.
UPON THE OCCURRENCE OF A DEFAULT, GUARANTEED PARTIES MAY EXERCISE ANY ONE
OR MORE OF THE RIGHTS AND REMEDIES ACCRUING TO GUARANTEED PARTIES UNDER THE
AGREEMENT AND ANY OTHER APPLICABLE LAW UPON DEFAULT ALL OF WHICH ARE CUMULATIVE
AND NON-EXCLUSIVE.
7.
NOTICES.
ANY NOTICE OR OTHER COMMUNICATIONS REQUIRED OR
PERMITTED TO BE GIVEN UNDER THIS GUARANTY SHALL BE IN WRITING, AND SHALL BE
EFFECTIVELY GIVEN IF DELIVERED PURSUANT TO ARTICLE XVIII OF THE AGREEMENT.
NOTICE SHALL BE FORWARDED AS SET FORTH IN THE AGREEMENT AND GUARANTOR'S ADDRESS
SHALL BE THAT SET FORTH BELOW:
U-Store-It Trust
U-Store-It L.P.
460 East Swedesford Road
Suite 3000
Wayne, Pennsylvania 19087
Attn:
Chief Legal Officer
Email:

With a copy to:
Morgan, Lewis & Bockius
1701 Market Street
Philadelphia, PA 19103
Attn:
Jeannine Thomson Bishop
Email:

8.
ACKNOWLEDGMENT AND UNDERSTANDING.
GUARANTOR REPRESENTS AND
WARRANTS TO INVESTOR LP AND THE PARTNERSHIP THAT GUARANTOR HAS READ THIS
GUARANTY AND UNDERSTANDS THE CONTENT HEREOF AND THAT THIS GUARANTY IS
ENFORCEABLE AGAINST GUARANTOR IN ACCORDANCE WITH ITS TERMS.
FURTHER, GUARANTOR
ACKNOWLEDGES THAT IT HAS HAD AN OPPORTUNITY TO CONSULT WITH LEGAL COUNSEL
CONCERNING THIS GUARANTY.
9.
MISCELLANEOUS.
NO PROVISION OF THIS GUARANTY MAY BE MODIFIED OR
LIMITED, EXCEPT BY WRITTEN AGREEMENT EXPRESSLY REFERRING HERETO AND TO THE
PROVISIONS SO MODIFIED OR LIMITED, AND SIGNED BY THE PARTY OR PARTIES INTENDING
TO BE BOUND BY SUCH MODIFICATION.
IF ANY ONE OR MORE OF
THE PROVISIONS
CONTAINED IN THIS GUARANTY SHALL FOR ANY REASON BE HELD INVALID, ILLEGAL OR
UNENFORCEABLE IN ANY RESPECT, SUCH INVALIDITY, ILLEGALITY OR UNENFORCEABILITY
SHALL NOT AFFECT ANY OTHER PROVISION HEREOF, AND THIS GUARANTY SHALL BE
CONSTRUED AS IF SUCH INVALID, ILLEGAL OR UNENFORCEABLE PROVISION HAD NEVER BEEN
CONTAINED HEREIN. THE LIABILITY OF YSI, YSI LP AND OPERATOR LP FOR THE
GUARANTEED OBLIGATIONS SHALL BE JOINT AND SEVERAL.
THIS GUARANTY SHALL BE
DEEMED TO HAVE BEEN DELIVERED IN AND IT SHALL BE INTERPRETED, SUCH THAT THE
RIGHTS AND LIABILITIES OF THE PARTIES HERETO ARE TO BE DETERMINED IN ACCORDANCE
WITH THE LAWS OF THE STATE OF DELAWARE.
THE RECITALS TO THIS GUARANTY ARE
HEREBY INCORPORATED HEREIN BY REFERENCE.
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10.
GUARANTOR DELIVERIES.
WITHIN 30 DAYS FOLLOWING THE END OF EACH
CALENDAR QUARTER AND WITHIN 90 DAYS FOLLOWING THE END OF EACH CALENDAR YEAR,
GUARANTOR AGREES TO DELIVER TO INVESTOR LP AUDITED FINANCIAL STATEMENTS IN A