WAS ON BEHALF OF OR FOR THE BENEFIT OF GUARANTOR AND THAT SUCH PAYMENT IS
RECOVERABLE BY TENANT, A CREDITOR OR TRUSTEE IN BANKRUPTCY OF TENANT AS A
PREFERENTIAL PAYMENT, FRAUDULENT CONVEYANCE, PAYMENT OF AN INSIDER OR ANY OTHER
CLASSIFICATION OF PAYMENT WHICH MAY OTHERWISE BE RECOVERABLE FROM LANDLORD; AND
(3) UNLESS AND UNTIL TENANT'S GUARANTEED OBLIGATIONS AND GUARANTOR'S OBLIGATIONS
UNDER THIS
GUARANTY HAVE BEEN INDEFEASIBLY PAID AND PERFORMED IN FULL, GUARANTOR WILL NOT
ASSIGN OR OTHERWISE TRANSFER ANY SUCH CLAIM TO ANY OTHER PERSON OR ENTITY.
(C)
LANDLORD, IN ITS SOLE DISCRETION, MAY AT
ANY TIME ENTER INTO AGREEMENTS WITH TENANT TO AMEND AND MODIFY THE LEASE, AND
MAY WAIVE OR RELEASE ANY PROVISION OR PROVISIONS THEREOF AND, WITH REFERENCE
THERETO, MAY MAKE AND ENTER INTO ANY SUCH AGREEMENT OR AGREEMENTS AS LANDLORD OR
TENANT MAY DEEM PROPER OR DESIRABLE, WITHOUT ANY NOTICE TO OR FURTHER ASSENT
FROM GUARANTOR AND WITHOUT IN ANY MANNER IMPAIRING OR AFFECTING THIS GUARANTY OR
ANY OF LANDLORD'S RIGHTS HEREUNDER;
(D)
LANDLORD MAY ENFORCE THIS GUARANTY WITHOUT
THE NECESSITY AT ANY TIME OF RESORTING TO OR EXHAUSTING ANY OTHER REMEDY OR ANY
OTHER SECURITY OR COLLATERAL AND WITHOUT THE NECESSITY OF PROCEEDING AGAINST
TENANT;
(E)
NOTHING CONTAINED HEREIN OR OTHERWISE SHALL
PREVENT LANDLORD FROM PURSUING CONCURRENTLY OR SUCCESSIVELY ALL RIGHTS AND
REMEDIES AVAILABLE TO LANDLORD PURSUANT TO ANY DOCUMENT OR AGREEMENT IN LAW OR
IN EQUITY AND AGAINST ANY PERSONS, FIRMS OR ENTITIES WHATSOEVER (AND
PARTICULARLY, BUT NOT BY WAY OF LIMITATION, LANDLORD MAY EXERCISE ANY RIGHTS
AVAILABLE TO LANDLORD UNDER THE LEASE), AND THE EXERCISE OF ANY OF LANDLORD'S
RIGHTS OR THE COMPLETION OF ANY OF LANDLORD'S REMEDIES SHALL NOT CONSTITUTE A
DISCHARGE OF ANY OBLIGATION OF GUARANTOR HEREUNDER, IT BEING THE PURPOSE AND
INTENT OF GUARANTOR THAT GUARANTOR'S OBLIGATIONS SHALL BE ABSOLUTE, INDEPENDENT
AND UNCONDITIONAL UNDER ANY AND ALL CIRCUMSTANCES WHATSOEVER;
(F)
THE LIABILITY OF GUARANTOR HEREUNDER OR
ANY REMEDY FOR THE ENFORCEMENT THEREOF SHALL IN NO WAY BE AFFECTED BY (I) THE
RELEASE OR DISCHARGE OF TENANT IN ANY CREDITORS' RECEIVERSHIP, BANKRUPTCY OR
OTHER SIMILAR PROCEEDINGS, (II) THE IMPAIRMENT, LIMITATION, MODIFICATION OR
TERMINATION OF THE LIABILITIES OF TENANT TO LANDLORD OR THE ESTATE OF TENANT IN
BANKRUPTCY, OR OF ANY LIEN OR SECURITY INTEREST SECURING SAID LIABILITIES, OR
ANY REMEDY FOR THE ENFORCEMENT OF TENANT'S SAID LIABILITY UNDER THE LEASE,
RESULTING FROM THE OPERATION OF ANY PRESENT OR FUTURE PROVISION OF TITLE 11 OF
THE UNITED STATES CODE OR OTHER SIMILAR STATUTE OR FROM THE DECISION IN ANY
COURT ARISING FROM, (III) THE REJECTION OR DISAFFIRMANCE OF THE LEASE IN ANY
SUCH PROCEEDINGS, (IV) ANY DISABILITY OR OTHER DEFENSE OF TENANT, (V) THE
CESSATION FROM ANY CAUSE WHATSOEVER OF THE LIABILITY OF THE TENANT TO LANDLORD,
OR (VI) ANY DEFENSE, CURRENT OR FUTURE, OF GUARANTOR TO ANY ACTION, SUIT OR
PROCEEDING AT LAW OR OTHERWISE, THAT MAY BE INSTITUTED ON THIS GUARANTY;
(G)
THIS GUARANTY SHALL CONTINUE TO BE EFFECTIVE
AND BE DEEMED TO HAVE CONTINUED IN EXISTENCE OR BE