In consideration of and in order to induce ________________ to enter into that certain Consulting Agreement, a copy of which is attached hereto and made a part hereof for all purposes, (the “Agreement”), of even date herewith executed by and between________________________________(“Employer”) and (the “Consultant”), the undersigned (the “Guarantor“) hereby:
1. Unconditionally and absolutely guarantees to Consultant, the full and prompt payment and performance by Employer of all of its obligations under and pursuant to the Agreement, together with the full and prompt payment of any and all costs and expenses of and incidental to the enforcement of this Guaranty, including, without limitation, reasonable attorneys’ fees.
2. Agrees that Consultant, may from time to time, without notice to Guarantor, which notice is hereby waived by Guarantor, extend, waive, renew or compromise the Agreement, in whole or in part, without releasing, extinguishing or affecting in any manner whatsoever the liability of Guarantor hereunder, the foregoing acts being hereby consented to by Guarantor.
3. Agrees that this Guaranty shall remain in full force and effect and be binding upon Guarantor until the Agreement is paid and performed in full.
4. Agrees that so long as any portion of the Agreement is due and owing or to become due and owing by Employer to Consultant, the Guarantor shall not, without the prior written consent of Consultant, collect or seek to collect from Employer the claim, if any, by subrogation or otherwise, acquired by the Guarantor or through payment of any part or all of the Agreement.
5. Agrees that the possession of this instrument of guaranty by Consultant shall be conclusive evidence of due execution and delivery hereof by Guarantor.
6. Agrees that this Guaranty shall be binding upon the legal representatives, successors and assigns of Guarantor, and shall inure to the benefit of Consultant and his successors, assigns and legal representatives.
7. Agrees that Guarantor may be joined in any action or proceeding commenced against Employer in connection with or based upon the Agreement and recovery may be had against Guarantor in any such action or proceeding or in any independent action or proceeding against Guarantor should Employer fail to duly and punctually pay and perform any of the obligations of the Agreement without any requirement that Consultant first assert, prosecute or exhaust any remedy or claim against Company.
- Agrees that this Guaranty shall be deemed a contract made under and pursuant to the laws of the State of _____________________ and shall be governed by and construed under the laws of such state; and that, wherever possible, each provision of this Guaranty shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Guaranty shall be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity without invalidating the remainder of such provision or the remaining provisions of the Guaranty.
9. Agrees that no failure on the part of Consultant to exercise, and no delay in exercising, any right or remedy hereunder shall operate as or constitute a waiver thereof; nor shall any single or partial exercise of any right or remedy hereunder preclude any other or further exercise thereof or the exercise of any other right or remedy granted hereby or by any related document or by law.
10. The Guarantor agrees that (i) the Guarantor has received legal and adequate consideration for the execution of this Guaranty and has executed and delivered this Guaranty to Consultant in good faith in exchange for reasonably equivalent value; (ii) the Guarantor is not presently insolvent and will not be rendered insolvent by virtue of the execution and delivery of this Guaranty; (iii) the Guarantor has not executed or delivered this Guaranty with actual intent to hinder, delay or defraud the Guarantor’s creditors; and (vi) that Consultant has entered into the Agreement in reliance upon this Guaranty.
Dated as of this ________________________day of ___________________ , 20 ____.
The foregoing instrument was acknowledged before me, this the ___________________day of _______________ ,
20___ , by _______________________.
NOTARY PUBLIC ______________________
MY COMMISSION EXPIRES:______________________
State Specific Guaranty Forms
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