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<br />Exhibit F
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<br />BLANKET GUARANTY
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<br />FOR VALUE RECEIVED and in consideration of any loan or other financial accommodation
<br />heretofore or hereafter at any time made to Cal Tex PWiners, LTD (the "Debtor") by the City of San
<br />Marcos (hereafier, together with its successors and assigns, called the "City"), the undersigned (the
<br />Guarantor") hereby unconditionally gua¡-antees the f"ull w1d prompt payment when due, whether by
<br />acceleration or otherwise, and at all times thereafter, of all obligations of the Debtor to the City,
<br />howsoever created, arising or evidenced, whether direct or indirect, absolute or contingent, or now or
<br />hereafter existing, or due or to become due (all such obligations being hereinafter colJectively calJed the
<br />"Liabilities"), and the Guarantor fu¡iher agrees to pay all expenses (including attorneys' fees w1d legal
<br />expenses) paid or incUlTed by the City in endeavoring to collect the Liabilities, or any part thereof, and in
<br />enforcing this gua¡-anty. Debtor specifically promises to pay to the order of the City, in lawful money of
<br />the United States of America, the sum of $250,000.00, pursuant to the terms of those certain agreements
<br />(the "Agreements") styJed CITY OF SAN MARCOS REVOLVING LOAN FUND CONTRACT w1d
<br />CITY OF SAN MARCOS LEASE OF REAL PROPERTY FOR REAL ESTATE DEVELOPMENT
<br />PROJECT, dated , 2003. The right of recovery against the Guarantor is
<br />however, limited to the amount of $250,000, plus all reasonable expenses of enforcing this guaranty.
<br />GUw'w1tor also specifically promises performance of Debtor pursuant to the terms of the Agreements.
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<br />The Guarantor agrees that, in the event of the dissolution or insolvency of the Debtor or the
<br />GUw'w1tor, or the inability of the Debtor or the Guarantor to pay debts as they mature, or an assigm11ent by
<br />:he Debtor or the Guw'antor for the benefit of creditors, or the institution of W1Y proceeding by or against
<br />¡he Debtor or the Guarantor alleging that the Debtor or the Gua¡-antor is insolvent or unable to pay debts as
<br />they mature, and if such event shall occur at a time when any of the Liabilities may not then be due and
<br />payable, the Guarantor will upon demw1d by the City pay to the City forthwith the full amount which
<br />would be payable hereunder by the Guarw1tor if a]] LiabiJjties were then due and payable.
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<br />The Guarantor fUliher agrees that this guaranty shall continue to be effective or be reinstated, as
<br />the case may be, if at any time payment of the Liabililjes, or any part thereof, to the City is rescinded or
<br />must otherwise be returned by the City upon the insolvency, bankruptcy or reorganization of the Debtor or
<br />otherwise, all as though such payment to the City had not been made.
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<br />The City may, without demand or notice of any kind, at W1Y time when any amount shall be due
<br />and payable hereunder by the Guarw1tor, appropriate and apply toward the payment of such wnount, and
<br />in such order or application as the City may from time to time elect, any property, balances, credits,
<br />deposits, accounts or moneys of the Guarantor in the possession or controJ of the City for any purpose.
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<br />This guw'anty shall be a continuing, absolute w1d unconditional gua¡-anty w1d shall remain in full
<br />force and effect as to the Guarantor throughout the term of W1Y of the Liabilities.
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<br />The City may, from time to time, without notice to the Guarantor, take a]] or any of the following
<br />actions: (a) retain or obtain a security interest in W1Y property to secure any of the Liabilities or any
<br />obligations hereunder, (b) retain or obtain the primary or secondary liability of any party or parties, in
<br />addition to the Guw'antor, with respect to any of the Liabilities, (c) extend or renew for any period
<br />(whether or not longer than the original period), alter or exchange any of the Liabilities, (d) release or
<br />compromise any liabiJity of any Gua¡-w1tor herew1der or any liability of ww nature of any other paJiy or
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