SECTION 5. Information Regarding Company; Waiver of Notices, Ete. The Guarantor
assumes responsibility for keeping fully infonned of the financial condition of the Company, its liability
hereunder and ali other circumstances affecting the Company's ability to pay and perform the Guaranteed
Obligations, The Guarantor agrees that CoBank shal! have no duty to report to or notify the Guarantor of:
(i) any information which CoBank shall receive about the financia! condition of the Company (including
adverse matters); (ti) the Company's performance under the Loan Documents (including nonpayment or the
occurrence of any other default}, (i!) any circumstances bearing on the Company's ability to perfornn the
Guaranteed Obfigations; (iv) any increases in the amount of the Guaranteed Obligations or any renewals,
extenstons or refinancing(s} of any Guaranteed Obligation, (v) any actions taken by CoBank or the
Company under any Loan Document, (vi) any matters relating to another guarantor; (vil) any matter set
forth in Seetina 2 hereof, or {viit} any other matter relating te the Cruaranteed Obligations; and the
Guarantor hereby expressly and unconditionally waives any defense or claim of discharge based on the
failure of CoBank to report to or notify the Guarantor of any such information. [n addition, the Guarantor
hereby acknowledges that it has entered into this Guaranty based upon its own independent knowledge of or
investigation into the affairs of the Cumpany and any other guarantor (whether a party hereto er to a
separaie guarantee) and has not reaed in any respect on CyBank or any officers. employees, or agents
thereof.
SECTION 6. Representations and Warranties. The Guarantor hereby represents and warrants
as follows:
(A) Organization; Power; Etc. The Guarantor. (i) is duly organized, validiy eaisting,
and in good standing under the laws of its state of incorporation or formation; (ii) is duly qualified to do
business and js in good standing in each jurisdiction in which the transaction of igs business makes such
qualification necessary; (it!) has afl requisite corporate and legal power to own and operate Its assets and ©
carry on its business and to enter into and perform this Guarancy; and Civ} has duly and lawfully obtained
and maintained alf liconses, certificates, permits, authorizations, approvals, and the like which are material
to the conduct of its business or which may be otherwise required by law, rule, regulation, ordinance, cade.
order or the like (collectively, “Laws” ).
(B) Due Authorization; No Violation; Etc. The execution and delivery by the
Guarantor of, and the performance by the Guarantor of its obligations under, tms Guaranty and all
instruments and documents executed in connection herewnth have been duly authorized by all requisite
corporate or other aetion on the part of the Guarantor aad do not and will not: (i conflict with, or constitute
(with or without the giving of notice and/or the passage of time and/er the occurrence of any other
condition) a default under, any other agreement to which the Guarantor fs a party or oy which it or any of ils
property may be bound or affected, or with any provision of its articles of incorporation, bylaws or other
organizational documents; (ii) requtre the consent, permission, authorization, order or license of any
governmental authority or af any party to any} agreement to which the Guarantor is a party or by which it or
any of its property may be bound or affected, except as has been obtained and are in full force and effect;
(iii) violate any provision of any jaw, ate, regulation, order, writ, judgment, injunction, decree,
determination or award presently in effect applicable to it; or (iv}resuit in, or require, the creation or
imposition of any lien, security interest or other charge or encumbrance upon or with respect to any of its
properties now owned or hereafter acquired.
(C) Binding Agreement. This Guaranty and each instrument and document executed
in connection herewith is, or when executed and delivered will be, the leeal, valid, and binding obligation of
the Guarantor, enforceable in accordance with its terms, subject only ta limitations on enforceability
imposed by applicable bankruptcy, insoivency, reorganization, moraterium, or similar Laws affecting
creditors’ rights generally.
