General Continuing Guaranty

COMPANY LETTERHEAD

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

GENERAL CONTINUING GUARANTY

THIS GENERAL CONTINUING GUARANTY (the “Guaranty”) is made and entered into this {{date}} day of {{month}}, {{year}}, by the undersigned guarantor(s) (hereinafter referred to as the “Guarantor”), in favour of {{creditor_name}} (hereinafter referred to as the “Creditor”), a company duly incorporated in accordance with the laws of {{jurisdiction}}, with its principal place of business at {{creditor_address}}.

RECITALS

WHEREAS, {{debtor_name}} (hereinafter referred to as the “Debtor”), a company duly incorporated in accordance with the laws of {{jurisdiction}}, with its principal place of business at {{debtor_address}}, has or will incur certain indebtedness, obligations, and liabilities to the Creditor (hereinafter referred to as the “Obligations”).

WHEREAS, the Creditor is unwilling to extend or continue credit to the Debtor without the unconditional and continuing guaranty of the Guarantor as set forth herein.

NOW, THEREFORE, in consideration of the premises and the Creditor extending or continuing credit to the Debtor, the Guarantor hereby agrees as follows:

GUARANTY

The Guarantor hereby unconditionally and irrevocably guarantees to the Creditor the prompt and punctual payment and performance when due (whether at stated maturity, by acceleration, or otherwise) of all existing and future Obligations of the Debtor to the Creditor, of every kind and nature whatsoever, whether now existing or hereafter arising, whether direct or indirect, absolute or contingent, primary or secondary, liquidated or unliquidated, matured or unmatured, joint or several, including, without limitation: (i) all principal, interest, fees, charges, expenses, and other amounts payable under any loan agreements, promissory notes, overdraft facilities, or any other agreements or instruments evidencing such Obligations; and (ii) any and all expenses, including legal fees on an attorney and own client scale, incurred by the Creditor in enforcing this Guaranty or any of the Obligations.

CONTINUING NATURE OF GUARANTY

This Guaranty is a continuing guaranty and shall remain in full force and effect until all the Obligations have been paid and performed in full, notwithstanding any intermediate payment or settlement of any portion of such Obligations. This Guaranty shall cover all successive transactions which shall either constitute new Obligations or continue the Obligations existing at the time of execution of this Guaranty. No termination of this Guaranty or revocation by the Guarantor shall be effective until all Obligations incurred prior to the Creditor's actual receipt of written notice of such termination or revocation have been paid and performed in full.

WAIVERS AND AGREEMENTS OF GUARANTOR

The Guarantor hereby waives notice of acceptance of this Guaranty, notice of the incurring of any Obligations, and all other notices or demands of every kind. The Guarantor agrees that the Creditor may, without affecting the Guarantor’s liability hereunder, from time to time, without notice to the Guarantor: (a) renew, extend, modify, or compromise any of the Obligations; (b) waive or release any of the Debtor's rights or remedies; (c) take or release any security for the payment of the Obligations; (d) grant the Debtor any indulgence or concession; or (e) deal with any other guarantor or surety as the Creditor deems fit. The Guarantor specifically waives any right to require the Creditor to proceed against the Debtor or any other person, or to proceed against or exhaust any security held by the Creditor for the Obligations, before proceeding against the Guarantor.

REPRESENTATIONS AND WARRANTIES

The Guarantor represents and warrants to the Creditor that: (i) the Guarantor has full power and authority to enter into and perform this Guaranty; (ii) this Guaranty constitutes a legal, valid, and binding obligation of the Guarantor, enforceable against the Guarantor in accordance with its terms; and (iii) the execution, delivery, and performance of this Guaranty by the Guarantor do not and will not conflict with any agreement or instrument to which the Guarantor is a party or by which the Guarantor is bound.

GOVERNING LAW AND JURISDICTION

This Guaranty shall be governed by and construed in accordance with the laws of {{applicable_law_jurisdiction}}. The Guarantor hereby irrevocably submits to the non-exclusive jurisdiction of the courts of {{court_jurisdiction}} for the purpose of any legal action or proceeding arising out of or relating to this Guaranty.

GENERAL PROVISIONS

This Guaranty shall be binding upon the Guarantor and the Guarantor’s heirs, executors, administrators, successors, and assigns, and shall enure to the benefit of the Creditor and the Creditor’s successors and assigns. If any provision of this Guaranty is held to be invalid or unenforceable, such provision shall be severed from this Guaranty, and the remainder of this Guaranty shall remain in full force and effect. This Guaranty constitutes the entire agreement between the Guarantor and the Creditor with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral.

SIGNATURE BLOCK

IN WITNESS WHEREOF, the Guarantor has executed this General Continuing Guaranty on the date first above written.

_____________________________

Guarantor: {{guarantor_name}}

Identity Number: {{guarantor_id_number}}

Address: {{guarantor_address}}

_____________________________

Witness Name: {{witness_name}}

Witness Signature:

Date: {{date}}