New Customer Registraion - LAC WHOLESALE LLC

  • Personal Guarantee: For good and valuable consideration, Guarantor absolutely and unconditionally guarantees full and punctual payment and satisfaction of the indebtedness of Purchaser to Seller, and the performance and discharge of all Purchaser's obligations under all of Seller's invoices evidencing Purchaser's purchase obligations in favor of Seller. This is a guarantee of payment and performance and not of collection, so Seller can enforce this guaranty against Guarantor even when Seller has not exhausted Seller's remedies against anyone else obligated to pay the Purchaser's indebtedness. Guarantor will make any payments to Seller or its order, on demand, in same-day funds, without set-off or deduction or counterclaim, and will otherwise perform Purchaser's obligations under said notes. Under this guaranty Guarantor's liability is unlimited and Guarantor's obligations are continuing.nThe words "indebtedness of Purchaser" as used in this guaranty mean all of the principal amount outstanding, accrued unpaid interest thereon, and all service charges, collection costs and legal expenses related thereto permitted by law of LA and TX state, and reasonable attorney's fees, arising from all liabilities that Purchaser owes in favor of Seller.nGuarantor's obligations and liability under this guaranty shall be on a "solidary" or "joint and several" basis along with Purchaser and along with all other guarantors of the indebtedness of Purchaser, to the same degree and extent as if Guarantor and all other such guarantors had been co-makers and co-obligors of the indebtedness of Purchaser. Guarantor hereby expressly agrees that recourse may be had against both Guarantor's separate property and Guarantor' s community property for all Guarantor's obligations under this guaranty.nGuarantor hereby waives:na) notice of Seller's acceptance of this guaranty;nb) presentment for payment of indebtedness of Purchaser, notice of dishonor and of nonpayment, notice of intention to accelerate, notice of acceleration, protest and notice of protest, collection or institution of any suit or other action by Seller in collection thereof, including any notice of default in payment thereof, or other notice to, or demand for payment thereof, on any party; and c) any election of remedies by Seller that may destroy or impairGuarantor's subrogation rights or Guarantor's right to proceed for reimbursement against Purchaser or any other guarantor of the indebtedness of Purchaser, including without limitation , any loss of rights Guarantor maysufferby reason of any law limiting, qualifying or discharging Purchaser's indebtedness.nGuarantor warrants and agrees that each of the waivers set forth above is made with Guarantor's full knowledge of its significance and consequences, and that, under the circumstances, such waivers are reasonable and not contrary to public policy or law.nIf Guarantor should advance or lend monies to Purchaser, or make any payments to Seller or others for or on Purchaser's behalf, or if any of Guarantor's property is used to pay or satisfy any of the indebtedness of Purchaser, Guarantor hereby agrees that any and all rights that Guarantor may have to collect from orto be reim bursed by Purchaser (orfrom any other guarantor of the indebtedness of Purchaser), whether Guarantor's rights of collection or reimbursement arise by way of subrogation to the rights of Seller or otherwise, shall in all respects, whether or not Purchaser is presently or subsequently becomes insolvent, be subordinate, inferior and junior to the rights of Seller to collect and enforce payment, performance and satisfaction of any indebtedness of Purchaser that then remains, until the indebtedness of Purchaser is fully paid and satisfied. In the event of Purchaser's insolvency or consequent liquidation of Purchaser's assets, the assets of Purchaser applicable to the payments of claims of both Seller and Guarantor shall be paid to Seller and shall be first applied by Seller to the indebtedness of Purchaser that then remains. Guarantor hereby assigns to Sel ler all claims which it may have or acquire against Purchaser or any assignee or trustee of Purchaser in bankruptcy, provided that such assignment shall be effective only for the purpose of assuring to Seller full payment of the indebtedness of Purchaser guaranteed under this guaranty.nNo course of dealing between Seller and Purchaser or any other guarantor of the indebtedness of Purchaser, nor any failure or delay on the part of Seller to exercise any of Seller's rights and rem edies under this guaranty or any other agreement by and between Seller and Purchaser or any other guarantor shall have the effect of impairing or releasing Guarantor's obligations and liabilities to Seller, or of waiving any of Seller's rights and remedies under this guaranty or otherwise. No partial exercise of any rights and remedies granted to Seller shall constitute a waiver of any of Seller's other rights or remedies; it being Guarantor' s intent and agreement that Seller's rights and remedies shall be cumulative in nature. Guarantorfurther agrees that any wa iver or forbearance on the part ofSellerto pursue Seller' s available rights and remedies shall be binding upon Seller only to the extent that Seller specifically agrees to such waiver or forbearance in writing.nGuarantor's obligations and liabilities under this guaranty shall not be released, impaired, reduced, or otherwise affected by, and shall continue in full force and effect not withstanding the occurrence of any event, including without limitation 1 )the insolvency, bankruptcy, liquidation or dissolution of Purchaser or of any other guarantor of the indebtedness of Purchaser, and 2) any payment by Purchaser or any other party to Seller that is held to constitute a preferential transfer or a fraudulent conveyance or which Seller is required to refund or repay.nGuarantor represents and warrants: a) that this guaranty and Guarantor's execution, delivery and performance of this guaranty are not in violation of any laws, b) that Guarantor has agreed and consented to execute this guaranty and to guarantee the indebtedness of Purchaser in favor of Seller at Purchaser's request and notat the request of Seller, c) that Guarantor will receive a material benefit from the transaction arising out of the indebtedness of Purchaser, d) that this guaranty, when executed and delivered to Seller, will constitute a valid, legal and binding obligation of Guarantor, enforceable in accordance with its terms, and e) that Seller has made no representations to Guarantor as to the creditworthiness ofnGuarantor agrees to pay upon demand all of Seller' s costs and expenses, including Seller's reasonable attorney' s fees in an amount not exceeding twenty five percent (25%) of the amount due under this guaranty and Seller's legal expenses, incurred in connection with the enforcement of this guaranty. This guaranty agreement supercedes and replaces any previous or contemporaneous oral agreements between Guarantor and Seller. This guaranty will be governed by Louisiana law. Guarantor submits to the jurisdiction of the state courts located in Caddo Parish, Louisiana, and agrees that venue for any dispute regarding this guaranty shall be in Caddo Parish, Louisiana. Guarantor hereby irrevocably and unconditionally waives any right Guarantor may have to a trial by jury in respect of any litigation directly or indirectly arising out of this guaranty.nGuarantor's obligations and liabilities under this guaranty shall be binding upon Guarantor's successors, heirs, legatees, devisees , administrators, executors and assigns. This guaran ty shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared primarily by one of the parties, it being recognized that both Guarantor and Seller have contributed substantially and materially to the preparation of this Guaranty. By signing below, you are acknowledging that we are authorized to run the credit background.