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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 acconm10dation
<br />heretofore or hereafter at any time made to Cal Tex Partners, LTD (the "Debtor") by the City of San
<br />Marcos (hereafter, together with its successors and assigns, cal1ed the "City"), the undersigned (the
<br />Guarantor") hereby unconditionally guarantees the full and prompt payment when due, whether by
<br />acceleration or otherwise, and at al1 times thereafter, of al1 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 (al1 such obligations being hereinafter col1ectively cal1ed the
<br />"Liabilities"), and the Guarantor fì.uiher agrees to pay al1 expenses (including attorneys' fees and legal
<br />expenses) paid or incurred by the City in endeavoring to collect the Liabilities, or any part thereof, and in
<br />enforcing this guaranty. Debtor specifical1y promises to pay to the order of the City, in Jawfulmoney of
<br />the United States of America, the sum of $250,000.00, pursuant to the terms of those certain agreements
<br />(the "Agreements") styled CITY OF SAN MARCOS REVOLVING LOAN FUND CONTRACT and
<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 aU reasonable expenses of enforcing this guaranty.
<br />Guarantor 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 />Guarantor, or the inability of the Debtor or the Guarantor to pay debts as they mature, or an assignment by
<br />the Debtor or the Guarantor for the benefit of creditors, or the institution of any proceeding by or against
<br />the Debtor or the Guarantor alleging that the Debtor or the Guarantor is insolvent or unable to pay debts as
<br />they matUl'e, and if such event shall OCCUl' at a time when any of the Liabilities may not then be due and
<br />payable, the Guarantor will upon demand by the City pay to the City fOl1hwith the flJll amount which
<br />would be payable hereunder by the Guarantor if all Liabi]ities were then due and payable.
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<br />The Guarantor fUJiher agrees that this guaranty shal1 continue to be effective or be reinstated, as
<br />the case may be, if at any time payment of the Liabilities, or any pari 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, al1 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 any time when any amount shall be due
<br />and payable hereunder by the Guarantor, appropriate and apply toward the payment of such aruount, 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 control of the City for any pmpose.
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<br />This guaranty shall be a continuing, absolute and unconditional guar'anty and shall remain in full
<br />force and effect as to the Guarantor thJOughout the term ofar1Y of the Liabilities.
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<br />The City may, from time to time, without notice to the Guarantor, take all or ar1Y of the following
<br />actions: (a) retain or obtain a secmity interest in any propeliy to secme ar1Y of the Liabilities or ar1Y
<br />obligations hereunder, (b) retain or obtain the primary or secondary liability of any party or parties, in
<br />addition to the Guarantor, 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 />compJOmise ar1Y liability of any Guarantor hereunder or any liability of any nature of any other party or
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