Preview
FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023
EXHIBIT 6
FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023
GUARANTY
(Payment)
This GUARANTY (Payment) (this "Guaranty"), dated as of the 28th day of June, 2017,
is executed by the undersigned Zalmen Biederman, an individual with an address at 134
Middleton Street, Brooklyn, New York 11206 (individually and together/collectively
"Guarantor") to and for the benefit of Santander Bank, N.A. ("Lender").
RECITALS:
A. Pursuant to that certain Multifamily Loan and Security Agreement dated as of the
date hereof, by and between 996 Realty LLC ("Borrower") and Lender (as amended, restated,
replaced, supplemented or otherwise modified from time to time, the "Loan Agreement"),
Lender is making a loan to Borrower in the original principal amount of Three Million and
00/100 Dollars (US $3,000,000.00) (the "Mortgage Loan"), as evidenced by that certain
Multifamily Note dated as of the date hereof, executed by Borrower and made payable to the
order of Lender in the amount of the Mortgage Loan (as amended, restated, replaced,
supplemented or otherwise modified from time to time, the "Note").
B. The Note will be secured by, among other things, a Security Instrument (as
defined in the Loan Agreement) encumbering the real property described in the Security
Instrument (the "Property").
C. Guarantor has an economic interest in Borrower or will otherwise obtain a
material financial benefit from the Mortgage Loan.
D. As a condition to making the Mortgage Loan to Borrower, Lender requires that
Guarantor execute this Guaranty.
NOW, THEREFORE, in order to induce Lender to make the Mortgage Loan to
Borrower, and in consideration thereof, Guarantor agrees as follows:
AGREEMENTS:
1. Recitals.
The recitals set forth above are incorporated herein by reference as if fully set forth in the
body of this Guaranty.
2. Def©med Terms.
Capitalized terms used and not specifically defined herein have the meanings given to
such terms in the Loan Agreement.
Guaranty (Payment) Fannie Mae Form 6020 Page 1
Loan # - 7215030 File # - D17-0073 06-16 © 2016 Fannie Mae
FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023
3. Guaranteed Obligations.
Guarantor hereby absolutely, unconditionally and irrevocably guarantees to Lender the
full and prompt payment and performance when due, whether at maturity or earlier, by reason of
acceleration or otherwise, and at all times thereafter, of:
(a) the entire Indebtedness;
(b) the payment and performance of all indemnity obligations of Borrower described
in Section 3.03 (Personal Liability for Indemnity Obligations) of the Loan Agreement, including
all of Borrower's obligations under the Environmental Indemnity Agreement; and
(c) all costs and expenses, including reasonable fees and out-of-pocket expenses of
attorneys and expert witnesses, incurred by Lender in enforcing its rights under this Guaranty,
4. Survival of Guaranteed Obligations.
The obligations of Guarantor under this Guaranty shall survive any Foreclosure Event,
and any recorded release or reconveyance of the Security Instrument or any release of any other
security for any of the Indebtedness.
5. Guaranty of Payment; Community Property.
Guarantor's obligations under this Guaranty constitute a present and unconditional
guaranty of payment and not merely a guaranty of collection. If Guarantor (or any Guarantor, if
more than one) is a married person, and the state of residence of Guarantor or Guarantor's
spouse is a community property jurisdiction, Guarantor (or each such married Guarantor, if more
than one) agrees that Lender may satisfy Guarantor's obligations under this Guaranty to the
extent of all Guarantor's separate property and Guarantor's interest in any community property.
6. Obligations Unsecured; Cross-Default.
The obligations of Guarantor under this Guaranty shall not be secured by the Security
Instrument or the Loan Agreement. However, a default under this Guaranty shall be an Event of
Default under the Loan Agreement, and a default under this Guaranty shall entitle Lender to be
able to exercise all of its rights and remedies under the Loan Agreement and the other Loan
Documents.
Guaranty (Payment) Fannie Mae Form 6020 Page 2
Loan # - 7215030 File # - D17-0073 06-16 © 2016 Fannie Mae
FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023
7. Continuing Guaranty.
The obligations of Guarantor under this Guaranty shall be unconditional irrespective of
the genuineness, validity, regularity or enforceability of any provision of this Guaranty, the Note,
the Loan Agreement, the Security Instrument or any other Loan Document. Guarantor agrees
that performance of the obligations hereunder shall be a primary obligation, shall not be subject
to any counterclaim, set-off, recoupment, abatement, deferment or defense based upon any claim
that Guarantor may have against Lender, Borrower, any other guarantor of the obligations
hereunder or any other Person, and shall remain in full force and effect without regard to, and
shall not be released, discharged or affected in any way by any circumstance or condition
(whether or not Guarantor shall have any knowledge thereof), including:
(a) any furnishing, exchange, substitution or release of any collateral securing
repayment of the Mortgage Loan, or any failure to perfect any lien in such collateral;
(b) any failure, omission or delay on the part of Böii1…el2, Guarantor, any other
guarantor of the obligations hereunder or Lender to conform or comply with any term of any of
the Loan Documents or failure of Lender to give notice of any Event of Default;
(c) any action or inaction by Lender under or in respect of any of the Loan
Documents, any failure, lack of diligence, omission or delay on the part of Lender to perfect,
enforce, assert or exercise any lien, security interest, right, power or remedy conferred upon it in
any of the Loan Documents, or any other action or inaction on the part of Lender;
(d) any Bartruptcy Event, or any voluntary or involuntary bankruptcy, insolvency,
reorganization, arrangement, readjustment, assignment for the benefit of creditors, composition,
receivership, liquidation, marshaling of assets and liabilities or similar events or proceedings
with respect to Guarantor or any other guarantor of the obligations hereunder, or any of their
respective property or creditors or any action taken by any trustee or receiver or by any court in
such proceeding;
(e) any merger or consolidation of Borrower into or with any entity or any sale, lease
or Transfer of any asset of Borrower, Guarantor or any other guarantor of the obligations
hereunder to any other Person;
(f) any change in the ownership of Borrower or any change in the relationship
between Borrower, Guarantor or any other guarantor of the obligations hereunder, or any
termination of such relationship;
(g) any release or discharge by operation of law of Borrower, Guarantor or any other
guarantor of the obligations hereunder, or any obligation or agreement contained in any of the
Loan Documents; or
(h) any other occurrence, circumstance, happening or event, whether similar or
dissimilar to the foregoing, and whether seen or unforeseen, which otherwise might constitute a
Guaranty (Payment) Fannie Mae Form 6020 Page 3
Loan # - 7215030 File # - D17-0073 06-16 © 2016 Fannie Mac
FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023
legal or equitable defense or discharge of the liabilities of a guarantor or surety or which
otherwise might limit recourse against Borrower or Guarantor to the fullest extent permitted by
law.
8. Guarantor Waivers.
Guarantor hereby waives:
(a) the benefit of all principles or provisions of law, statutory or otherwise, which are
or might be in conflict with the terms of this Guaranty (and agrees that Guarantor's obligations
shall not be affected by any circumstances, whether or not referred to in this Guaranty, which
might otherwise constitute a legal or equitable discharge of a surety or a guarantor);
(b) the benefits of any right of discharge under any and all statutes or other laws
relating to guarantors or sureties and any other rights of sureties and guarantors;
(c) diligence in collecting the Indebtedness, presentment, demand for payment,
protest and all notices with respect to the Loan Documents and this Guaranty which may be
required by statute, rule of law or otherwise to preserve Lender's rights against Guarantor under
this Guaranty, including notice of acceptance, notice of any amendment of the Loan Documents,
notice of the occurrence of any Event of Default, notice of intent to accelerate, notice of
acceleration, notice of dishonor, notice of foreclosure, notice of protest and notice of the
incurring by Borrower of any obligation or indebtedness; and
(d) all rights to require Lender to:
(1) proceed against or exhaust any collateral held by Lender to secure the
repayment of the Indebtedness;
(2) proceed against or pursue any remedy it may now or hereafter have
against Borrower or any guarantor, or, if Borrower or any guarantor is a partnership, any
general partner of Borrower or general partner of any guarantor; or
(3) demand or require collateral security from Borrower, any other guarantor
or any other Person as provided by applicable law or otherwise.
9. No Effect Upon Obligations.
At any time or from time to time and any number of times, without notice to Guarantor
and without releasing, discharging or affecting the liability of Guarantor:
(a) the time for payment of the principal of or interest on the Indebtedness may be
extended or the Indebtedness may be renewed in whole or in part;
Guaranty (Payment) Fannie Mae Form 6020 Page 4
Loan # - 7215030 File # - D17-0073 06-16 © 2016 Fannie Mae
FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023
the rate of interest on or period of amortization of the Mortgage Loan or the
(b)
amount of the Debt Service Payments payable under the Loan Documents may be
Monthly
modified;
the time for Borrower's performance of or compliance with any covenant or
(c)
agreement contained in any Loan Document, whether presently existing or hereinafter entered
into, may be extended or such performance or compliance may be waived;
the of the Indebtedness may be accelerated as provided in the Loan
(d) maturity
Documents;
any or all payments due under the Loan Agreement or any other Loan Document
(e)
may be reduced;
Loan Document may be modified or amended by Lender and isbUr&ver in any
(f) any
respect, including an increase in the principal amount of the Mortgage Loan;
amounts under the Loan Agreement or any other Loan Document may be
(g) any
released;
(h) any security for the Indebtedness may be modified, exchanged, released,
surrendered or otherwise dealt with or additional security may be pledged or mortgaged for the
Indebtedness;
(i) the payment of the Indebtedness or any security for the Indebtedness, or both,
be subordinated to the right to payment or the security, or both, of any other present or
may
future creditor of Borrower;
payments made by Borrower to Lender may be applied to the Indebtedness in
(j) any
such as Lender may determine in its discretion; and
priority
other tenns of the Loan Documents may be modified as required by Lender.
(k) any
10. Joint and Several (or Solidary) Liability.
If more than one Person executes this Guaranty as Guarantor, such Persons shall be liable
for the obligations hereunder on a joint and several (solidary instead for purposes of Louisiana
law) basis. Lender, in its discretion, may:
to the extent permitted by applicable law, bring suit against Guarantor, or any one
(a)
or more of the Persons constituting Guarantor, and any other guarantor, jointly and severally
instead for purposes of Louisiana law), or against any one or more of them;
(solidarily
(b) compromise or settle with any one or more of the Persons constituting Guarantor,
or any other guarantor, for such consideration as Lender may deem proper;
Guaranty (Payment) Fannie Mae Form 6020 Page 5
Loan # - 7215030 File # - D17-0073 06-16 © 2016 Fannie Mae
FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023
(c) discharge or release one or more of the Persons constituting Guarantor, or any
other guarantor, from liability or agree not to sue such Person; and
(d) otherwise deal with Guarantor and any guarantor, or any one or more of them, in
any manner, and no such action shall impair the rights of Lender to collect from Guarantor any
amount guaranteed by Guarantor under this Guaranty.
Nothing contained in this Section 10 shall in any way affect or impair the rights or obligations of
Guarantor with respect to any other guarantor.
11. Subordination of Affiliated Debt.
Any indebtedness of Borrower held by Guarantor now or in the future is and shall be
subordinated to the Indebtedness and any such indebtedness of Borrower shall be collected,
enforced and received by Guarantor, as trustee for Lender, but without reducing or affecting in
any manner the liability of Guarantor under the other provisions of this Guaranty.
12. Subrogation.
Guarantor shall have no right of, and hereby waives any claim for, subrogation or
reimbursement against Borrower or any general partner of Borrower by reason of any payment
by Guarantor under this Guaranty, whether such right or claim arises at law or in equity or under
any contract or statute, until the Indebtedness has been paid in full and there has expired the
maximum possible period thereafter during which any payment made by Borrower to Lender
with respect to the Indebtedness could be deemed a preference under the Insolvency Laws.
13. Voidable Transfer.
If any payment by Borrower is held to constitute a preference under any Insolvency Laws
or similar laws, or if for any other reason Lender is required to refund any sums to Borrower,
such refund shall not constitute a release of any liability of Guarantor under this Guaranty. It is
the intention of Lender and Guarantor that Guarantor's obligations under this Guaranty shall not
be discharged except by Guarantor's performance of such obligations and then only to the extent
of such performance. If any payment by any Guarantor should for any reason subsequently be
creditors'
declared to be void or voidable under any state or federal law relating to rights,
including provisions of the Insolvency Laws relating to a Voidable Transfer, and if Lender is
required to repay or restore, in whole or in part, any such Voidable Transfer, or elects to do so
upon the advice of its counsel, then the obligations guaranteed hereunder shall automatically be
revived, reinstated and restored by the amount of such Voidable Transfer or the amount of such
Voidable Transfer that Lender is required or elects to repay or restore, including all reasonable
costs, expenses and legal fees incurred by Lender in connection therewith, and shall exist as
though such Voidable Transfer had never been made, and any other guarantor, if any, shall
remain liable for such obligations in full.
Guaranty (Payment) Fannie Mae Form 6020 Page 6
Loan # - 7215030 File # - D17-0073 06-16 © 2016 Fannie Mae
FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023
14. Credit Report/Credit Score.
Guarantor acknowledges and agrees that Lender is authorized, no more frequently than
once in any twelve (12) month period, to obtain a credit report (if applicable) on Guarantor, the
cost of which shall be paid for by Guarantor. Guarantor acknowledges and agrees that Lender is
authorized to obtain a Credit Score (if applicable) for Guarantor at any time at Lender's expense.
15. Financial Reporting.
Guarantor shall deliver to Lender such Guarantor financial statements as required by
Section 8.02 (Books and Financial - of the Loan Agreement.
Records; Reporting Covenants)
16. Further Assurances.
Guarantor acknowledges that Lender (including its successors and assigns) may sell or
transfer the Mortgage Loan, or any interest in the Mortgage Loan.
(a) Guarantor shall, subject to Section 16(b) below:
(1) do anything necessary to comply with the reasonable
Preview
FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023 EXHIBIT 6 FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023 GUARANTY (Payment) This GUARANTY (Payment) (this "Guaranty"), dated as of the 28th day of June, 2017, is executed by the undersigned Zalmen Biederman, an individual with an address at 134 Middleton Street, Brooklyn, New York 11206 (individually and together/collectively "Guarantor") to and for the benefit of Santander Bank, N.A. ("Lender"). RECITALS: A. Pursuant to that certain Multifamily Loan and Security Agreement dated as of the date hereof, by and between 996 Realty LLC ("Borrower") and Lender (as amended, restated, replaced, supplemented or otherwise modified from time to time, the "Loan Agreement"), Lender is making a loan to Borrower in the original principal amount of Three Million and 00/100 Dollars (US $3,000,000.00) (the "Mortgage Loan"), as evidenced by that certain Multifamily Note dated as of the date hereof, executed by Borrower and made payable to the order of Lender in the amount of the Mortgage Loan (as amended, restated, replaced, supplemented or otherwise modified from time to time, the "Note"). B. The Note will be secured by, among other things, a Security Instrument (as defined in the Loan Agreement) encumbering the real property described in the Security Instrument (the "Property"). C. Guarantor has an economic interest in Borrower or will otherwise obtain a material financial benefit from the Mortgage Loan. D. As a condition to making the Mortgage Loan to Borrower, Lender requires that Guarantor execute this Guaranty. NOW, THEREFORE, in order to induce Lender to make the Mortgage Loan to Borrower, and in consideration thereof, Guarantor agrees as follows: AGREEMENTS: 1. Recitals. The recitals set forth above are incorporated herein by reference as if fully set forth in the body of this Guaranty. 2. Def©med Terms. Capitalized terms used and not specifically defined herein have the meanings given to such terms in the Loan Agreement. Guaranty (Payment) Fannie Mae Form 6020 Page 1 Loan # - 7215030 File # - D17-0073 06-16 © 2016 Fannie Mae FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023 3. Guaranteed Obligations. Guarantor hereby absolutely, unconditionally and irrevocably guarantees to Lender the full and prompt payment and performance when due, whether at maturity or earlier, by reason of acceleration or otherwise, and at all times thereafter, of: (a) the entire Indebtedness; (b) the payment and performance of all indemnity obligations of Borrower described in Section 3.03 (Personal Liability for Indemnity Obligations) of the Loan Agreement, including all of Borrower's obligations under the Environmental Indemnity Agreement; and (c) all costs and expenses, including reasonable fees and out-of-pocket expenses of attorneys and expert witnesses, incurred by Lender in enforcing its rights under this Guaranty, 4. Survival of Guaranteed Obligations. The obligations of Guarantor under this Guaranty shall survive any Foreclosure Event, and any recorded release or reconveyance of the Security Instrument or any release of any other security for any of the Indebtedness. 5. Guaranty of Payment; Community Property. Guarantor's obligations under this Guaranty constitute a present and unconditional guaranty of payment and not merely a guaranty of collection. If Guarantor (or any Guarantor, if more than one) is a married person, and the state of residence of Guarantor or Guarantor's spouse is a community property jurisdiction, Guarantor (or each such married Guarantor, if more than one) agrees that Lender may satisfy Guarantor's obligations under this Guaranty to the extent of all Guarantor's separate property and Guarantor's interest in any community property. 6. Obligations Unsecured; Cross-Default. The obligations of Guarantor under this Guaranty shall not be secured by the Security Instrument or the Loan Agreement. However, a default under this Guaranty shall be an Event of Default under the Loan Agreement, and a default under this Guaranty shall entitle Lender to be able to exercise all of its rights and remedies under the Loan Agreement and the other Loan Documents. Guaranty (Payment) Fannie Mae Form 6020 Page 2 Loan # - 7215030 File # - D17-0073 06-16 © 2016 Fannie Mae FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023 7. Continuing Guaranty. The obligations of Guarantor under this Guaranty shall be unconditional irrespective of the genuineness, validity, regularity or enforceability of any provision of this Guaranty, the Note, the Loan Agreement, the Security Instrument or any other Loan Document. Guarantor agrees that performance of the obligations hereunder shall be a primary obligation, shall not be subject to any counterclaim, set-off, recoupment, abatement, deferment or defense based upon any claim that Guarantor may have against Lender, Borrower, any other guarantor of the obligations hereunder or any other Person, and shall remain in full force and effect without regard to, and shall not be released, discharged or affected in any way by any circumstance or condition (whether or not Guarantor shall have any knowledge thereof), including: (a) any furnishing, exchange, substitution or release of any collateral securing repayment of the Mortgage Loan, or any failure to perfect any lien in such collateral; (b) any failure, omission or delay on the part of Böii1…el2, Guarantor, any other guarantor of the obligations hereunder or Lender to conform or comply with any term of any of the Loan Documents or failure of Lender to give notice of any Event of Default; (c) any action or inaction by Lender under or in respect of any of the Loan Documents, any failure, lack of diligence, omission or delay on the part of Lender to perfect, enforce, assert or exercise any lien, security interest, right, power or remedy conferred upon it in any of the Loan Documents, or any other action or inaction on the part of Lender; (d) any Bartruptcy Event, or any voluntary or involuntary bankruptcy, insolvency, reorganization, arrangement, readjustment, assignment for the benefit of creditors, composition, receivership, liquidation, marshaling of assets and liabilities or similar events or proceedings with respect to Guarantor or any other guarantor of the obligations hereunder, or any of their respective property or creditors or any action taken by any trustee or receiver or by any court in such proceeding; (e) any merger or consolidation of Borrower into or with any entity or any sale, lease or Transfer of any asset of Borrower, Guarantor or any other guarantor of the obligations hereunder to any other Person; (f) any change in the ownership of Borrower or any change in the relationship between Borrower, Guarantor or any other guarantor of the obligations hereunder, or any termination of such relationship; (g) any release or discharge by operation of law of Borrower, Guarantor or any other guarantor of the obligations hereunder, or any obligation or agreement contained in any of the Loan Documents; or (h) any other occurrence, circumstance, happening or event, whether similar or dissimilar to the foregoing, and whether seen or unforeseen, which otherwise might constitute a Guaranty (Payment) Fannie Mae Form 6020 Page 3 Loan # - 7215030 File # - D17-0073 06-16 © 2016 Fannie Mac FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023 legal or equitable defense or discharge of the liabilities of a guarantor or surety or which otherwise might limit recourse against Borrower or Guarantor to the fullest extent permitted by law. 8. Guarantor Waivers. Guarantor hereby waives: (a) the benefit of all principles or provisions of law, statutory or otherwise, which are or might be in conflict with the terms of this Guaranty (and agrees that Guarantor's obligations shall not be affected by any circumstances, whether or not referred to in this Guaranty, which might otherwise constitute a legal or equitable discharge of a surety or a guarantor); (b) the benefits of any right of discharge under any and all statutes or other laws relating to guarantors or sureties and any other rights of sureties and guarantors; (c) diligence in collecting the Indebtedness, presentment, demand for payment, protest and all notices with respect to the Loan Documents and this Guaranty which may be required by statute, rule of law or otherwise to preserve Lender's rights against Guarantor under this Guaranty, including notice of acceptance, notice of any amendment of the Loan Documents, notice of the occurrence of any Event of Default, notice of intent to accelerate, notice of acceleration, notice of dishonor, notice of foreclosure, notice of protest and notice of the incurring by Borrower of any obligation or indebtedness; and (d) all rights to require Lender to: (1) proceed against or exhaust any collateral held by Lender to secure the repayment of the Indebtedness; (2) proceed against or pursue any remedy it may now or hereafter have against Borrower or any guarantor, or, if Borrower or any guarantor is a partnership, any general partner of Borrower or general partner of any guarantor; or (3) demand or require collateral security from Borrower, any other guarantor or any other Person as provided by applicable law or otherwise. 9. No Effect Upon Obligations. At any time or from time to time and any number of times, without notice to Guarantor and without releasing, discharging or affecting the liability of Guarantor: (a) the time for payment of the principal of or interest on the Indebtedness may be extended or the Indebtedness may be renewed in whole or in part; Guaranty (Payment) Fannie Mae Form 6020 Page 4 Loan # - 7215030 File # - D17-0073 06-16 © 2016 Fannie Mae FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023 the rate of interest on or period of amortization of the Mortgage Loan or the (b) amount of the Debt Service Payments payable under the Loan Documents may be Monthly modified; the time for Borrower's performance of or compliance with any covenant or (c) agreement contained in any Loan Document, whether presently existing or hereinafter entered into, may be extended or such performance or compliance may be waived; the of the Indebtedness may be accelerated as provided in the Loan (d) maturity Documents; any or all payments due under the Loan Agreement or any other Loan Document (e) may be reduced; Loan Document may be modified or amended by Lender and isbUr&ver in any (f) any respect, including an increase in the principal amount of the Mortgage Loan; amounts under the Loan Agreement or any other Loan Document may be (g) any released; (h) any security for the Indebtedness may be modified, exchanged, released, surrendered or otherwise dealt with or additional security may be pledged or mortgaged for the Indebtedness; (i) the payment of the Indebtedness or any security for the Indebtedness, or both, be subordinated to the right to payment or the security, or both, of any other present or may future creditor of Borrower; payments made by Borrower to Lender may be applied to the Indebtedness in (j) any such as Lender may determine in its discretion; and priority other tenns of the Loan Documents may be modified as required by Lender. (k) any 10. Joint and Several (or Solidary) Liability. If more than one Person executes this Guaranty as Guarantor, such Persons shall be liable for the obligations hereunder on a joint and several (solidary instead for purposes of Louisiana law) basis. Lender, in its discretion, may: to the extent permitted by applicable law, bring suit against Guarantor, or any one (a) or more of the Persons constituting Guarantor, and any other guarantor, jointly and severally instead for purposes of Louisiana law), or against any one or more of them; (solidarily (b) compromise or settle with any one or more of the Persons constituting Guarantor, or any other guarantor, for such consideration as Lender may deem proper; Guaranty (Payment) Fannie Mae Form 6020 Page 5 Loan # - 7215030 File # - D17-0073 06-16 © 2016 Fannie Mae FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023 (c) discharge or release one or more of the Persons constituting Guarantor, or any other guarantor, from liability or agree not to sue such Person; and (d) otherwise deal with Guarantor and any guarantor, or any one or more of them, in any manner, and no such action shall impair the rights of Lender to collect from Guarantor any amount guaranteed by Guarantor under this Guaranty. Nothing contained in this Section 10 shall in any way affect or impair the rights or obligations of Guarantor with respect to any other guarantor. 11. Subordination of Affiliated Debt. Any indebtedness of Borrower held by Guarantor now or in the future is and shall be subordinated to the Indebtedness and any such indebtedness of Borrower shall be collected, enforced and received by Guarantor, as trustee for Lender, but without reducing or affecting in any manner the liability of Guarantor under the other provisions of this Guaranty. 12. Subrogation. Guarantor shall have no right of, and hereby waives any claim for, subrogation or reimbursement against Borrower or any general partner of Borrower by reason of any payment by Guarantor under this Guaranty, whether such right or claim arises at law or in equity or under any contract or statute, until the Indebtedness has been paid in full and there has expired the maximum possible period thereafter during which any payment made by Borrower to Lender with respect to the Indebtedness could be deemed a preference under the Insolvency Laws. 13. Voidable Transfer. If any payment by Borrower is held to constitute a preference under any Insolvency Laws or similar laws, or if for any other reason Lender is required to refund any sums to Borrower, such refund shall not constitute a release of any liability of Guarantor under this Guaranty. It is the intention of Lender and Guarantor that Guarantor's obligations under this Guaranty shall not be discharged except by Guarantor's performance of such obligations and then only to the extent of such performance. If any payment by any Guarantor should for any reason subsequently be creditors' declared to be void or voidable under any state or federal law relating to rights, including provisions of the Insolvency Laws relating to a Voidable Transfer, and if Lender is required to repay or restore, in whole or in part, any such Voidable Transfer, or elects to do so upon the advice of its counsel, then the obligations guaranteed hereunder shall automatically be revived, reinstated and restored by the amount of such Voidable Transfer or the amount of such Voidable Transfer that Lender is required or elects to repay or restore, including all reasonable costs, expenses and legal fees incurred by Lender in connection therewith, and shall exist as though such Voidable Transfer had never been made, and any other guarantor, if any, shall remain liable for such obligations in full. Guaranty (Payment) Fannie Mae Form 6020 Page 6 Loan # - 7215030 File # - D17-0073 06-16 © 2016 Fannie Mae FILED: KINGS COUNTY CLERK 08/04/2023 04:46 PM INDEX NO. 522579/2023 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 08/04/2023 14. Credit Report/Credit Score. Guarantor acknowledges and agrees that Lender is authorized, no more frequently than once in any twelve (12) month period, to obtain a credit report (if applicable) on Guarantor, the cost of which shall be paid for by Guarantor. Guarantor acknowledges and agrees that Lender is authorized to obtain a Credit Score (if applicable) for Guarantor at any time at Lender's expense. 15. Financial Reporting. Guarantor shall deliver to Lender such Guarantor financial statements as required by Section 8.02 (Books and Financial - of the Loan Agreement. Records; Reporting Covenants) 16. Further Assurances. Guarantor acknowledges that Lender (including its successors and assigns) may sell or transfer the Mortgage Loan, or any interest in the Mortgage Loan. (a) Guarantor shall, subject to Section 16(b) below: (1) do anything necessary to comply with the reasonable