Reso 2024-3761 - Laserfiche WebLink

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or other change of the time for payment of any amounts payable under the Lease or modification of the liability of Tenant or any other parry liable under the Lease or any other guaranty of the Lease, (iv) any dissolution or liquidation of Tenant or change in the composition of the partners of Tenant, (v) any release of Tenant and substitution of any one or more parties as Tenants or sublessees under the Lease; (vi) any waiver or failure to take action with respect to any default by Tenant under the Lease; and (vii) any waiver or failure to take action with respect to any remedy under the Lease (each of the items set forth in the foregoing subsections (i) through (vi), a "Lease Change"). No such Lease Change (with or without notice to or knowledge of Guarantor) shall in any manner release or discharge Guarantor; and Guarantor does hereby consent to any such Lease Change. This Guaranty shall in all respects be a continuing, absolute and unconditional guaranty, and shall remain in full force and effect notwithstanding, without limitation, the death or incompetency of Guarantor. 3. Unchanged by Bankruptcy - This Guaranty will continue unchanged notwithstanding any bankruptcy, reorganization, or insolvency of Tenant or any successor or assignee thereof, any discharge of Tenant or any successor or assignee pursuant thereto or by any disaffirmance or abandonment by a trustee or Tenant. If any payment by Tenant is held to constitute a preference under any applicable bankruptcy or similar law or for any reason Landlord is required to refund any sums to Tenant, Guarantor shall remain liable for the amounts refunded by Landlord to Tenant. 4. Transfer or Assignment - Landlord may without notice, assign or transfer this Guaranty in whole or in part and no such assignment or transfer of the Lease shall operate to extinguish or diminish the liability of Guarantor hereunder. 5. Primarily Liable - This Guaranty is a guaranty of payment and not of collection. The liability of Guarantor under this Guaranty shall be primary and direct and in any right of action which shall accrue to Landlord under the Lease, Landlord may, at its option, proceed against Guarantor without having commenced any action, or having obtained any judgment, against Tenant or any other party liable under the Lease or any other guaranty of the Lease. This provision shall only take effect in the event of a default by Tenant, and after Tenant has been provided a reasonable period of time to cure such default. 6. Default - In the event of a default by Tenant under the Lease, Landlord shall have the right to enforce its rights, powers and remedies under the Lease, any other guaranty of the Lease, and under this Guaranty and all rights, powers and remedies available to Landlord shall be non-exclusive and cumulative of all other rights, powers and remedies under the Lease, any other guaranty of the Lease or under this Guaranty or by law or in equity. The obligations of Guarantor hereunder are independent of the obligations of Tenant or any other guarantor, and Landlord may proceed directly to enforce all rights under this Guaranty without proceeding against or joining Tenant, any other guarantor or any other person or entity following reasonable notice to Tenant and Guarantor. Guarantor hereby authorizes and empowers Landlord upon a default by Tenant under the Lease, at its sole discretion and without notice to Guarantor, to exercise any right or remedy which Landlord may have under the Lease and Guarantor shall be liable to Landlord for any deficiency resulting from the exercise by it of any such remedy, even though any right which Guarantor may have against Tenant or others may be lost or diminished by exercise of any such GUARANTY — IOANNIS SOTIROPOULOS Page 2 of 5