General Continuing Guaranty of Guarantors - Guaranty Business Credit Corp. d/b/a Fidelity Funding, Rentrak Corp., 3PF.com Inc., ForMovies.com, LRC Inc., Mortco Inc., PDF Inc., Streamlined Solutions Inc. and Transition Sports Inc.
GENERAL CONTINUING GUARANTY
OF
GUARANTORS
In order to induce Guaranty Business Credit Corporation
d/b/a Fidelity Funding ("GBCC"), a Delaware corporation, to
extend and/or to continue to extend financial accommodations to
Rentrak Corporation, an Oregon corporation, and 3PF.Com, Inc., a
Delaware corporation (individually, a "Company" and collectively,
the "Companies") pursuant to the terms and conditions of that
certain Loan and Security Agreement (as the same may be amended,
restated, extended, supplemented, or otherwise modified from time
to time, the "Agreement"), of even date herewith, among GBCC and
the Companies or pursuant to any other present or future
agreement between GBCC and the Companies or either of them, and
in consideration of any loans, advances, or financial
accommodations heretofore or hereafter granted by GBCC to or for
the account of the Companies or either of them, whether pursuant
to the Agreement or otherwise, each of the undersigned Guarantors
("Guarantor"), hereby jointly and severally guarantees, promises
and undertakes as follows:
1. Guaranty of Obligations. Each Guarantor jointly
and severally, unconditionally, absolutely and
irrevocably guarantees and promises to pay to GBCC, on
order or demand, in lawful money of the United States,
any and all indebtedness, liabilities and obligations
of the Companies or either of them to GBCC whether
under the Agreement or otherwise (collectively, the
"Obligations"). Without limiting the generality of the
foregoing, each Guarantor further agrees to pay to GBCC
all post-petition interest, expenses and other duties
and liabilities of the Companies or either of them
which would be owed by the Companies or either of them
but for the fact that they are unenforceable or not
allowable due to the existence of a bankruptcy,
reorganization or similar proceeding involving the
Companies. The Obligations shall include any and all
advances, debts, obligations and liabilities of the
Companies, heretofore, now, or hereafter made, incurred
or created, whether voluntarily or involuntarily,
however arising (including, without limitation,
indebtedness owing by the Companies to GBCC under the
Agreement, indebtedness owing by the Companies to third
parties who have granted GBCC a security interest in
the accounts, chattel paper and general intangibles of
said third party, and any and all attorneys' fees,
expenses, costs, premiums, charges and interest owed by
the Companies to GBCC, whether under the Agreement, or
otherwise), whether due or not due, absolute or
contingent, liquidated or unliquidated, determined or
undetermined, whether the Companies may be liable
individually, jointly and severally, or jointly with
others, whether recovery upon such indebtedness may be
or hereafter becomes barred by any statute of
limitations or whether such indebtedness may be or
hereafter becomes otherwise unenforceable, and also
shall include the Companies' prompt, full and faithful
performance, observance and discharge of each and every
term, condition, agreement, representation, warranty
undertaking and provision to be performed by the
Companies under the Agreement. Notwithstanding the
foregoing or any other provision of this Guaranty, it
is agreed and understood that no Guarantor shall be
required to pay hereunder at any time more than the
Maximum Guaranteed Amount. As used herein, the term
"Maximum Guaranteed Amount" means as of the date of
determination, the lesser of (a) the amount of the
Obligations outstanding on such date and (b) the
maximum amount which would not result in such
Guarantor's liability under this Guaranty constituting
a fraudulent transfer or fraudulent conveyance under
applicable state or federal law as determined by a
court of competent jurisdiction.
2. Continuing Guaranty. This guaranty (the
"Guaranty") is a continuing guaranty and shall remain
effective until it has been expressly terminated
pursuant to Section 14, provided, however, that, by
sending written notice (by certified mail, return
receipt requested) to GBCC, any Guarantor may terminate
this Guaranty as to (and only as to) Obligations of the
Companies under transactions having their inception
after the effective date (the "Effective Termination
Date") specified in such written notice, which shall be
at least 90 days after GBCC's receipt of such written
notice. No such termination shall affect any rights or
obligations arising out of transactions having their
inception prior to the Effective Termination Date,
including, without limitation, any loans or advances
made, or any credit granted, to the Companies after
GBCC's receipt thereof pursuant to any agreement,
commitment or obligation, including, without
limitation, the Agreement, made or entered into by GBCC
prior to the Effective Termination Date.
3. Rights are Independent. Each Guarantor agrees
that it is directly and primarily liable to GBCC, that
the obligations of each Guarantor hereunder are
independent of the obligations of the Companies and
that a separate action or actions may be brought and
prosecuted against any Guarantor, whether action is
brought against the Companies or whether the Companies
are joined in any such action or actions. Each
Guarantor agrees that any releases which may be given
by GBCC to the Company or any other Guarantor or any
other guarantor or endorser of all or any part of the
Obligations shall not release it from this Guaranty.
4. Default. In the event that any bankruptcy,
insolvency, receivership or similar proceeding is
instituted by or against any Guarantor and/or either
Company or in the event that any Guarantor or either
Company becomes insolvent, makes an assignment for the
benefit of creditors or attempts to effect a
composition with creditors, or if there be any default
under the Agreement (whether declared or not), then, at
GBCC's election, without notice or demand, the
obligations of each Guarantor created hereunder shall
become due, payable and enforceable against each
Guarantor whether or not the Obligations are then due
and payable and whether or not the Obligations are
enforceable against the Companies.
5. Indemnification. Each Guarantor agrees to jointly
and severally indemnify, defend and hold GBCC harmless
from and against any and all obligations, demands and
liabilities, by whomsoever asserted and against all
losses in any way suffered, incurred or paid by GBCC as
a result of or in any way arising out of, following or
consequential to transactions with the Companies,
whether under the Agreement or otherwise, and also
agrees that this indemnification shall not be impaired
by any modification, supplement, extension or amendment
of any contract or agreement to which GBCC and the
Companies may hereafter agree, or by any agreements or
arrangements whatever with the Company or anyone else.
THE FOREGOING INDEMNIFICATION SHALL APPLY WHETHER OR
NOT SUCH LIABILITIES AND COSTS ARE IN ANY WAY OR TO ANY
EXTENT OWED, IN WHOLE OR IN PART, UNDER ANY CLAIM OR
THEORY OF STRICT LIABILITY, OR ARE CAUSED, IN WHOLE OR
IN PART, BY ANY NEGLIGENT ACT OR OMISSION OF ANY KIND
BY GBCC, provided only that GBCC shall not be entitled
under this section to receive indemnification for that
portion, if any, of any liabilities and costs
proximately caused by its own individual gross
negligence or willful misconduct.
6. Consent to Modifications. Each Guarantor hereby
authorizes GBCC, without notice or demand and without
affecting its liability hereunder, from time to time
to: (a) renew, compromise, forbear, extend, accelerate
or otherwise change the time for payment or the terms
of any of the Obligations, or any part thereof,
including, without limitation, increasing or decreasing
the rate of interest thereof or the amount of
indebtedness thereunder; (b) take and hold security,
guaranties, or other assurances of payment for the
payment of the Obligations guaranteed hereby, and
exchange, enforce, waive and release any such security;
(c) apply such security and direct the order or manner
of sale thereof as GBCC in its discretion may
determine; (d) release or substitute any one or more
endorsers or guarantors of all or any part of the
Obligations; and (e) assign, without notice, this
Guaranty in whole or in part and GBCC's rights
hereunder to anyone at any time.
Each Guarantor agrees that GBCC may do any or all of
the foregoing in such manner, upon such terms, and at
such times as GBCC, in its discretion, deems advisable,
without, in any way or respect, impairing, effecting,
reducing or releasing any Guarantor from its
undertakings hereunder, and each Guarantor hereby
consents to each and all of the foregoing acts, events
and occurrences.
7. No Duty to Pursue Others. It shall not be
necessary for GBCC (and each Guarantor hereby waives
any rights which such Guarantor may have to require
GBCC), in order to enforce such payment to any
Guarantor, first to (i) institute suit or exhaust its
remedies against the Companies or others liable on the
Obligations or any other person, (ii) enforce GBCC's
rights against any security which shall ever have been
given to secure the Obligations, (iii) enforce GBCC's
rights against any Guarantors or any other guarantors
of the Obligations, (iv) join the Companies or any
others liable on the Obligations in any action seeking
to enforce this Guaranty, (v) exhaust any remedies
available to GBCC against any security which shall ever
have been given to secure the Obligations, or (vi)
resort to any other means of obtaining payment of the
Obligations. GBCC shall not be required to mitigate
damages or take any other action to reduce, collect or
enforce the Obligations.
8. Waiver of Notices, etc. Each Guarantor agrees to
the provisions of the Agreement, and hereby waives
notice of (i) any loans or advances made by GBCC to the
Companies, (ii) acceptance of this Guaranty, (iii) any
amendment or extension of the Agreement or of any other
Obligations, (iv) the execution and delivery by the
Companies and GBCC of any other loan or credit
agreement or of the Companies' execution and delivery
of any promissory notes or other documents in
connection therewith, (v) the occurrence of any breach
by the Companies or Event of Default (as defined in the
Agreement and collateral documents thereto), (vi)
GBCC's transfer or disposition of the Obligations, or
any part thereof, (vii) sale or foreclosure (or posting
or advertising for sale or foreclosure) of any
collateral for the Obligations, (viii) protest, proof
of non-payment or default by the Companies, or (ix) any
other action at any time taken or omitted by GBCC, and,
generally, all demands and notices of every kind in
connection with this Guaranty, the Agreement, any
documents or agreements evidencing, securing or
relating to any of the Obligations and the obligations
hereby guaranteed.
9. Continuation of Guaranty. Each Guarantor hereby
consents and agrees to each of the following, and
agrees that each Guarantor's obligations under this
Guaranty shall not be released, diminished, impaired,
reduced or adversely affected by any of the following,
and waives any common law, equitable, statutory or
other rights (including without limitation rights to
notice) which each Guarantor might otherwise have as a
result of or in connection with any of the following:
1. the invalidity, illegality or unenforceability of
all or any part of the Obligations, or any document or
agreement executed in connection with the Obligations,
for any reason whatsoever, including without limitation
the fact that (i) the Obligations, or any part thereof,
exceeds the amount permitted by law, (ii) the act of
creating the Obligations or any part thereof is ultra
vires, (iii) the officers or representatives executing
the Agreement or other documents or otherwise creating
the Obligations acted in excess of their authority,
(iv) the Obligations violates applicable usury laws,
(v) either Company has valid defenses, claims or
offsets (whether at law, in equity or by agreement)
which render the Obligations wholly or partially
uncollectible from either Company, (vi) the creation,
performance or repayment of the Obligations (or the
execution, delivery and performance of any document or
instrument representing part of the Obligations or
executed in connection with the Obligations, or given
to secure the repayment of the Obligations) is illegal,
uncollectible or unenforceable, or (vii) the Agreement
or other documents or instruments pertaining to the
Obligations have been forged or otherwise are irregular
or not genuine or authentic;
2. any release, surrender, exchange, subordination,
deterioration, waste, loss or impairment (including
without limitation negligent, willful, unreasonable or
unjustifiable impairment) of any collateral, property
or security, at any time existing in connection with,
or assuring or securing payment of, all or any part of
the Obligations;
3. the failure of GBCC or any other party to exercise
diligence or reasonable care in the preservation,
protection, enforcement, sale or other handling or
treatment of all or any part of such collateral,
property or security;
4. the fact that any collateral, security, security
interest or lien contemplated or intended to be given,
created or granted as security for the repayment of the
Obligations shall not be properly perfected or created,
or shall prove to be unenforceable or subordinate to
any other security interest or lien, it being
recognized and agreed by each Guarantor that such
Guarantor is not entering into this Guaranty in
reliance on, or in contemplation of the benefits of,
the validity, enforceability, collectibility or value
of any of the collateral for the Obligations;
5. (i) the insolvency, bankruptcy, arrangement,
adjustment, composition, liquidation, disability,
dissolution or lack of power of either Company or any
other party at any time liable for the payment of all
or part of the Obligations; (ii) any dissolution of
either Company, or any sale, lease or transfer of any
or all of the assets of either Company or any
Guarantor, or any change in the shareholders, partners
or members of either Company, or (iii) any
reorganization, merger or consolidation of either
Company into or with any other corporation or entity;
6. any payment by either Company to GBCC is held to
constitute a preference under bankruptcy laws, or for
any reason GBCC is required to refund such payment or
pay such amount to either Company or someone else; or
7. any other action taken or omitted to be taken with
respect to the Agreement, the Obligations, or the
security and collateral therefore, whether or not such
action or omission prejudices any Guarantor or
increases the likelihood that any Guarantor will be
required to pay the Obligations pursuant to the terms
hereof; it is the unambiguous and unequivocal intention
of each Guarantor that each Guarantor shall be
obligated to pay the Obligations when due,
notwithstanding any occurrence, circumstance, event,
action or omission whatsoever, whether contemplated or
uncontemplated, and whether or not otherwise or
particularly described herein, except for the full and
final payment and satisfaction of the Obligations.
10. Waiver of Defenses. Each Guarantor hereby waives
any right to assert against GBCC as a defense,
counterclaim, set-off or cross-claim, any defense
(legal or equitable), set-off, counterclaim or
cross-claim which any Guarantor may now or any time
hereafter have against the Companies and any other
party liable to GBCC in any way or manner. Each
Guarantor hereby waives all defenses, counterclaims and
off-sets of any kind or nature, arising directly or
indirectly from the present or future lack of
perfection, sufficiency, validity or enforceability of
the Agreement or any security interest thereunder or
any Transaction Document (as defined in the Agreement).
Each Guarantor hereby waives any defense arising by
reason of any claim or defense based upon an election
of remedies by GBCC, which, in any manner impairs,
affects, reduces, releases, destroys or extinguishes
any Guarantor's subrogation rights, rights to proceed
against either Company for reimbursement, or any other
rights of any Guarantor to proceed against the
Companies or against any other rights of any Guarantor
or against any other person or security. Each
Guarantor waives all presentments, demands for
performance, notices of non-performance, protests,
notices of protests, notices of dishonor, notices of
default, notice of acceptance of this Guaranty, and
notices of the existence, creating or incurring of new
or additional indebtedness, and all other notices or
formalities to which Guarantor may be entitled.
As a condition to payment or performance by any
Guarantor under this Guaranty, GBCC shall not be
required to, and each Guarantor hereby waives any and
all rights to require GBCC to prosecute or seek to
enforce any remedies against the Companies or any other
party liable to GBCC on account of the Obligations or
to require GBCC to seek to enforce or resort to any
remedies with respect to any security interests, liens
or encumbrances granted to GBCC by the Company or any
other party on account of the Obligations.
All monies or other property of any Guarantor at any
time in GBCC's possession may be held by GBCC as
security for any and all obligations of any Guarantor
to GBCC no matter now existing or hereafter arising,
whether absolute or contingent, whether due or to
become due, and whether under this Guaranty or
otherwise, each Guarantor also agrees that GBCC's books
and records showing the account between GBCC and the
Companies shall be admissible in any action or
proceeding and shall be binding upon each Guarantor for
the purpose of establishing the terms set forth therein
and shall constitute prima facie proof thereof.
11. No Subrogation. Insofar as each Guarantor and
Companies are concerned, any payment hereunder by any
Guarantor shall be deemed a contribution to the capital
of Companies, and each Guarantor shall have no right of
subrogation with respect hereto (including without
limitation any right of subrogation under 34.04 of the
Texas Business and Commerce Code). Each Guarantor
hereby waives any rights to enforce any rights of
subrogation, contribution, reimbursement,
indemnification, exoneration and any other remedy which
any Guarantor may have against either Company or any
other person with respect to this Guaranty, the
Obligations, or applicable law. Each Guarantor hereby
irrevocably agrees, to the fullest extent permitted by
law, that it will not exercise (and herein waives) any
rights against either Company or any other person which
it may acquire by way of subrogation, contribution,
reimbursement, indemnification or exoneration under or
with respect to this Guaranty, the Obligations or
applicable law, by any payment made hereunder or
otherwise. If the foregoing waivers are adjudicated
unenforceable by a court of competent jurisdiction,
then each Guarantor agrees that no liability or
obligation of either Company that shall accrue by
virtue of any right to subrogation, contribution,
indemnity, reimbursement or exoneration shall be paid,
nor shall any such liability or obligation be deemed
owed, until all of the Obligations shall have been paid
in full.
12. Subordination. Each Guarantor hereby subordinates
any and all indebtedness of the Companies or either of
them to each Guarantor to the full and prompt payment
and performance of all of the Obligations. Each
Guarantor agrees that GBCC shall be entitled to receive
payment of all Obligations prior to any Guarantor's
receipt of payment of any amount of any indebtedness of
the Companies to any Guarantor. Any payments on such
indebtedness to any Guarantor, if GBCC so requests,
shall be collected, enforced and received by each
Guarantor, in trust, as trustee for GBCC and shall be
paid over to GBCC on account of the Obligations, but
without reducing or affecting in any manner the
liability of any Guarantor under the other provisions
of this Guaranty. GBCC is authorized and empowered,
but not obligated, in its discretion, (a) in the name
of each Guarantor, to collect and enforce, and to
submit claims in respect of, any indebtedness of the
Companies to any Guarantor and to apply any amounts
received thereon to the Obligations, and (b) to require
each Guarantor (i) to collect and enforce, and to
submit claims in respect of, any indebtedness of
Companies to each Guarantor and (ii) to pay any amounts
received on such indebtedness to GBCC for application
to the Obligations.
13. Financial Condition of the Company. Each
Guarantor is presently informed of the financial
condition of the Companies and of all other
circumstances which a diligent inquiry would reveal and
which bear upon the risk of nonpayment of the
Obligations. Each Guarantor hereby covenants that it
will continue to keep itself informed of the Companies'
financial condition and of all other circumstances
which bear upon the risk of nonpayment. Each Guarantor
hereby waives its right, if any, to require GBCC to
disclose to each Guarantor, and GBCC is relieved of any
obligation or duty to disclose to each Guarantor, any
information which GBCC may now or hereafter acquire
concerning such condition or circumstances.
14. Termination. Each Guarantor's obligation under
this Guaranty shall continue in full force and effect
until the Companies' Obligations are fully paid,
performed and discharged and GBCC gives each Guarantor
written notice of that fact. The Companies'
Obligations shall not be considered fully paid,
performed and discharged unless and until all payments
by the Companies to GBCC are no longer subject to any
right on the part of any person whomsoever, including
but not limited to, either Company, either Company as a
debtor-in-possession, or any trustee or receiver in
bankruptcy, to set aside such payments or seek to
recoup the amount of such payments, or any part
thereof. The foregoing shall include, by way of
example and not by way of limitation, all rights to
recover preferences voidable under Title 11 of the
United States Code. In the event that any such
payments by either Company to GBCC are set aside after
the making thereof, in whole or in part, or settled
without litigation, to the extent of such settlement,
all of which is within GBCC's discretion, each
Guarantor shall be liable for the full amount GBCC is
required to repay plus costs, interest, attorneys' fees
and any and all expenses which GBCC paid or incurred in
connection therewith.
15. Successors and Assigns. This Guaranty shall be
binding upon the heirs, executors, legal
representatives, successors and assigns of each
Guarantor and shall inure to the benefit of GBCC's
successors and assigns, provided that this provision
shall not be construed to permit any Guarantor to
assign this Guaranty or any obligations hereunder to
any person or entity. The death of any Guarantor shall
not terminate this Guaranty.
16. Modifications. This Guaranty cannot be modified
orally. No modification of this Guaranty shall be
effective for any purpose unless it is in writing and
executed by an officer of GBCC authorized to do so.
All prior agreements, understandings, representations
and negotiations, if any, are merged into this
Guaranty.
17. Attorneys' Fees. Each Guarantor jointly and
severally agrees to pay all reasonable attorneys' fees,
post-judgment interest and all other costs and
out-of-pocket expenses which may be incurred by GBCC in
the enforcement of this Guaranty or in any way arising
out of, following, or consequential to the enforcement
of either Company's Obligations, whether under this
Guaranty, the Agreement, or otherwise.
18. Limitation on Interest. GBCC and each Guarantor
intend to contract in strict compliance with applicable
usury law from time to time in effect, and the
provisions of the Agreement limiting the interest for
which each Guarantor is obligated are expressly
incorporated herein by reference.
19. GOVERNING LAW. ALL ACTS AND TRANSACTIONS
HEREUNDER AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES
HERETO SHALL BE GOVERNED, CONSTRUED AND INTERPRETED IN
ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, WITHOUT
REFERENCE TO THE RULES THEREOF RELATING TO CONFLICTS OF
LAW. EACH GUARANTOR HEREBY IRREVOCABLY SUBMITS TO THE
EXCLUSIVE JURISDICTION OF THE STATE AND FEDERAL COURTS
LOCATED IN DALLAS COUNTY, TEXAS, AND AGREES AND
CONSENTS THAT SERVICE OF PROCESS MAY BE MADE UPON EACH
GUARANTOR IN ANY LEGAL PROCEEDING RELATING TO THIS
GUARANTY OR ANY OTHER RELATIONSHIP BETWEEN GBCC AND ANY
GUARANTOR BY ANY MEANS ALLOWED UNDER STATE OR FEDERAL
LAW. ANY LEGAL PROCEEDING ARISING OUT OF OR IN ANY WAY
RELATED TO THIS GUARANTY OR ANY OTHER RELATIONSHIP
BETWEEN GBCC AND ANY GUARANTOR SHALL BE BROUGHT AND
LITIGATED EXCLUSIVELY IN ANY ONE OF THE STATE OR
FEDERAL COURTS LOCATED IN DALLAS COUNTY, TEXAS, HAVING
JURISDICTION. EACH GUARANTOR HEREBY WAIVES AND AGREES
NOT TO ASSERT, BY WAY OF MOTION, AS A DEFENSE OR
OTHERWISE, THAT ANY SUCH PROCEEDING IS BROUGHT IN AN
INCONVENIENT FORUM OR THAT THE VENUE THEREOF IS
IMPROPER.
20. Section Numbers and Headings. Section numbers and
section titles have been set forth herein for
convenience only; they shall not be construed to limit
or extend the meaning of any part of this Guaranty.
21. Benefit. Each Guarantor will directly benefit
from GBCC's making loans to the Companies, and such
benefit has a value reasonably equivalent to the
obligations and liabilities incurred hereunder. The
Board of Directors of each Guarantor, acting pursuant
to a duly called and constituted meeting, after proper
notice, or pursuant to a valid unanimous consent, has
determined that this Guaranty directly or indirectly
benefits each Guarantor and is in the interests of each
Guarantor.
22. Legality. The execution, delivery and performance
by each Guarantor of this Guaranty and the consummation
of the transactions contemplated hereunder (i) have
been duly authorized by all necessary corporate and
stockholder action of each Guarantor, and (ii) do not,
and will not, contravene or conflict with any law,
statute or regulation whatsoever to which any Guarantor
is subject or constitute a default (or an event which
with notice or lapse of time or both would constitute a
default) under, or result in the breach of, any
indenture, mortgage, deed of trust, charge, lien, or
any contract, agreement or other instrument to which
any Guarantor is a party or which may be applicable to
any Guarantor or any of its assets, or violate any
provisions of its Certificate of Incorporation, Bylaws
or any other organizational document of any Guarantor;
this Guaranty is a legal and binding obligation of each
Guarantor and is enforceable in accordance with its
terms, except as limited by bankruptcy, insolvency or
other laws of general application relating to the
enforcement of creditors' rights.
23. Organization and Good Standing. Each Guarantor
(i) is, and will continue to be, a corporation duly
organized and validly existing in good standing under
the laws of the state of its organization as reflected
in its signature block below, and (ii) possesses all
requisite authority, power, licenses, permits and
franchises necessary to own its assets, to conduct its
business and to execute and deliver and comply with the
terms of this Guaranty.
24. Guarantor's Financial Condition. As of the date
hereof, and after giving effect to this Guaranty and
the contingent obligation evidenced hereby, each
Guarantor is, and will be, solvent, and has and will
have assets which, fairly valued, exceed its
obligations, liabilities and debts, and has and will
have property and assets in the State of Texas
sufficient to satisfy and repay its obligations and
liabilities.
This Agreement represents the final agreement between
the parties and may not be contradicted by evidence of
prior, contemporaneous, or subsequent oral agreements
of the parties. There are no unwritten oral agreements
between the parties.
EXECUTED AND AGREED as of May __, 2000:
"GUARANTORS": FORMOVIES.COM,
a _______________ corporation
By:
Name:
Title:
Guarantor Address:
Guarantor Telephone Number:
Guarantor Tax ID Number:
LRC, INC.,
a ________________ corporation
By:
Name:
Title:
Guarantor Address:
Guarantor Telephone Number:
Guarantor Tax ID Number:
MORTCO, INC.,
a ________________ corporation
By:
Name:
Title:
Guarantor Address:
Guarantor Telephone Number:
Guarantor Tax ID Number:
PDF, INC.,
a ____________________ corporation
By:
Name:
Title:
Guarantor Address:
Guarantor Telephone Number:
Guarantor Tax ID Number:
STREAMLINED SOLUTIONS, INC.,
a _______________ corporation
By:
Name:
Title:
Guarantor Address:
Guarantor Telephone Number:
Guarantor Tax ID Number:
TRANSITION SPORTS, INC.,
a ___________________ corporation
By:
Name:
Title:
Guarantor Address:
Guarantor Telephone Number:
Guarantor Tax ID Number:
DAL 3284768.5
112:21676-23