ORAL PROMISES NOT
CONTAINED IN THIS WRITTEN CONTRACT MAY BE LEGALLY ENFORCED. THE TERMS OF THIS
AGREEMENT MAY ONLY BE CHANGED BY ANOTHER WRITTEN AGREEMENT. THIS NOTICE SHALL
ALSO BE EFFECTIVE WITH RESPECT TO ALL OTHER CREDIT AGREEMENTS NOW IN EFFECT
BETWEEN GUARANTOR AND THE RANK. A MODIFICATION OF ANY OTHER CREDIT AGREEMENTS
NOW IN EFFECT BETWEEN GUARANTOR AND THE BANK, WHICH OCCURS AFTER RECEIPT BY
GUARANTOR OF THIS NOTICE, MAY BE MADE ONLY BY ANOTHER WRITTEN INSTRUMENT. ORAL
OR IMPLIED MODIFICATIONS TO SUCH CREDIT AGREEMENTS ARE NOT ENFORCEABLE AND
SHOULD NOT BE RELIED UPON.
11.
Governing Law; Jurisdiction. This Guaranty shall be governed by the
internal laws of the State of Nevada, except to the extent superseded by Federal
law. THE GUARANTOR HEREBY CONSENTS TO THE EXCLUSIVE JURISDICTION OF ANY STATE OR
FEDERAL COURT SITUATED IN THE COUNTY OR FEDERAL JURISDICTION OF THE BANK'S
BRANCH WHERE THE LOAN WAS ORIGINATED, AND WAIVES ANY OBJECTION BASED ON FORUM
NON CONVENIENS, WITH REGARD TO ANY ACTIONS, CLAIMS, DISPUTES OR PROCEEDINGS
RELATING TO THIS GUARANTY, THE COLLATERAL, ANY RELATED DOCUMENT, OR ANY
TRANSACTIONS ARISING THEREFROM, OR ENFORCEMENT AND/OR INTERPRETATION OF ANY OF
THE FOREGOING. Nothing herein shall affect the Bank's right to serve process in
any manner permitted by law, or limit the Bank's right to bring proceedings
against the Guarantor in the competent courts of any other jurisdiction or
jurisdictions.
12.
Waiver of July Trial. TO THE EXTENT PERMITTED BY LAW, THE GUARANTOR AND
THE BANK HEREBY JOINTLY AND SEVERALLY WAIVE ANY AND ALL RIGHT TO TRIAL BY JURY
IN ANY ACTION OR PROCEEDING RELATING TO THIS GUARANTY, ALL DOCUMENTS RELATING TO
THIS GUARANTY, THE OBLIGATIONS HEREUNDER OR ANY TRANSACTION ARISING HEREPROM OR
CONNECTED HERETO. THE GUARANTOR AND THE BANK EACH REPRESENTS TO THE OTHER THAT
THIS WAIVER IS KNOWINGLY, WILLINGLY AND VOLUNTARILY GIVEN.
Dated:
APRIL 17, 2008
N/A
Guarantor Name (Organization)
(Individual Guarantor)
a
/s/ Victor A. Salerno
By
Guarantor Name
Victor A. Salerno
Name and Title
N/A
/s/ Terina M. Salerno
By
Guarantor Name
Terina M. Salerno
Name and Title
N/A
PURPOSE AND CONSENT. each Guarantor who is married represents that this
obligation is incurred In the Interest of his of her marriage or family. The
spouse of each Guarantor who has not signed above as a Guarantor consents to the
Guarantor entering into this Guaranty, but said spouse of each Guarantor is not
a party to this Guaranty.
N/A
Date:
Guarantor
N/A
Date:
Guarantor's Spouse
ADDENDUM TO CONTINUING GUARANTY (UNLIMITED)
This Addendum is made part of the Continuing Guaranty (Unlimited) (the
"Agreement") made and entered into by and between the undersigned guarantor (the
"Guarantor") and the undersigned bank (the "Bank") as of the date identified
below. The warranties, covenants and other terms described below are hereby
added to the Agreement.
Financial Information and Reporting. Financial terms used herein which are not
specifically defined herein shall have the meanings ascribed to them under
generally accepted accounting principles. For any Guarantor who does not have a
separate fiscal year