Exhibit,Appendix: Scope Leasing, Inc. v. Eileen M. Patrick, Jeffrey J. Ervine, Jpmorgan Chase Bank N.A. as successor in interest to Washington Mutual Bank, FA

On June 05, 2024 a Exhibit,Appendix was filed involving a dispute between Scope Leasing, Inc., and Eileen M. Patrick, Jeffrey J. Ervine, Jpmorgan Chase Bank N.A. As Successor In Interest To Washington Mutual Bank, Fa, for Commercial - Contract - Commercial Division in the District Court of New York County.

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EXHIBIT N
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UNCONDITIONAL, UNLIMITED CONTINUING GUARANTY AGREEMENT
OF
JEFFREY J. ERVINE

This UNCONDITIONAL., UNLIMITED CONTINUING GUARANTY AGREEMENT
(the ~'Guaranty") is executed as of October 24, 2018, by JEFFREY J. ERVINE (the
"Guarantor"), for the benefit of SCOPE LEASING, INC., an Ohio corporation (the
"Lender").

RECITALS

A. Lender has made or is making one or more commercial loans (collectively,
the "Loans") to Genesis Custom Jetliners, LLC (the "Borrower"), including, without
limitation, the loan evidenced by that certain Promissory Note in the original principal
amount of $500,000 of even date herewith, and by various other loan documents
(collectively, the "Loan Documents").

B. Ps a condition of the Loans, Lender requires that Guarantor execute and
deliver this Guaranty.

C. The Guarantor will derive substantial direct and indirect benefits from the
Loans to the Borrower.

NOW, THEREFORE, as an inducement to Lender to lend to the Borrower and to
extend such additional credit as Lender may from time to time agree to extend, and for
other good and valuable consideration, the receipt and legal sufficiency of which are
hereby acknowledged, the Guarantor, hereby agrees as follows:

AGREEMENTS

ARTICLE I.

NATURE AND SCOPE OF GUARANTY

Section 1.1. Guaranty of Obligations. Guarantor hereby irrevocably and
unconditionally guaranties to Lender and its successors and assigns the due and punctual
payment of all obligations and any other indebtedness of Borrower to Lender, whether now
existing or hereafter arising (collectively, the "Obligations"). Guarantor hereby irrevocably
and unconditionally covenants and agrees that Guarantor is liable for the Obligations as a
primary obliger. The obligation of Guarantor hereunder is unlimited as to amount.

Section 1.2. Additional Undertakings. Guarantor further agrees to cause
Borrower to comply with each of the following requirements: (a) all reports with respect to
the Collateral and all other financial and other reports of every nature whatsoever
submitted by Borrower to Lender or required under the loan documents shall be true,
complete and correct in all respects, as of the date delivered to Lender, consistent with
generally accepted accounting practices, and will not contain any misstatement of fact,

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(b) Borrower shall fully and timely comply with all of the covenants of the loan documents,
including, without limitation, those covenants which require disclosure to Lender.

I Section 1.3. Obligations Not Reduced by Offset. The Obligations, and the
liabilities and obligations of Guarantor to Lender hereunder, shall not be reduced,
discharged or released because or by reason of any existing or future offset, claim or
defense of Borrower, or any other party, against Lender or against payment of the
Obligations, whether such offset, claim or defense arises in connection with the
Obligftions (or the transactions creating the Obligations) or otherwise, except indefeasible
payment in full. Without limiting the foregoing or the Guarantor's liability hereunder, to the
extent that Lender advances funds or extends credit to Borrower, and does not receive
payments or benefits thereon in the amounts and at the times required or provided by
applicable agreements or laws, Guarantor is absolutely liable to make such payments to
(and confer such benefits on) Lender, on a timely basis.

Section 1.4. "Borrower" to Include Successors. The term "Borrower" as
used herein shall include any new or successor entity formed as a result of any merger or
reorganization of Borrower, and all other successors and assigns of Borrower.

Section 1.5. Payment by Guarantor. If all or any part of the Obligations shall
not be punctually paid when due, whether at maturity or earlier by acceleration or
otherwise, Guarantor shall, immediately upon demand by Lender, and without
presentment, protest, notice of protest, notice of non-payment, notice of intention to
accelerate or acceleration or any other notice whatsoever, pay in lawful money of the
United States of America, the amount due on the Obligations to Lender at Lender's office
in Columbus, Ohio. Such demands may be made at any time coincident with or after the
time for payment of all or part of the Obligations, and may be made from time to time with
respect to the same or different items of Obligations. Such demand shall be deemed
made given and received in accordance with Section 5.2 hereof.

Section 1.6. No Duty to Pursue Others. It shall not be necessary for Lender
(and Guarantor hereby waives any rights which Guarantor may have to require Lender), in
order to enforce such payment by Guarantor, first to (a) institute suit or exhaust its
remedies against Borrower or others liable on the Obligations or any other person,
(b) enforce its rights or exhaust any remedies available to it against any security which
shall ever have been given to secure the Obligations, (c) enforce its rights against any
other guarantor of the Obligations, (d) join Borrower or any others liable on the Obligations
in any action seeking to enforce this Guaranty, or (e) resort to any other means of
obtaining payment of the Obligations. Lender shall not be required to mitigate damages or
take any other action to reduce, collect or enforce the Obligations.

Section 1.7. Waiver of Notices. etc. Guarantor hereby waives notice of
(a) any loans or advances made by Lender to Borrower, (b) acceptance of this Guaranty,
(c) any amendment or extension under any of the loan documents, or of any other
instrument or document pertaining to all or any part of the Obligations, (d) the execution
and delivery by Borrower and Lender of the loan documents or of Borrower's execution
and delivery of any promissory notes or other documents in connection therewith, {e) the

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occurrence of any breach by Borrower or event of default, (f) Lender's transfer or
disposition of the Obligations, or any part thereof, (g) protest, proof of non-payment or
default by Borrower, or (h) any other action at any time taken or omitted by Lender, and,
generally, all demands and notices of every kind in connection with this Guaranty, or any
docurlnents or agreements evidencing, securing or relating to any of the Obligations,
except as otherwise specifically provided herein.

I Section 1.8. Nature of Guaranty. This Guaranty is an irrevocable, absolute,
continuing guaranty of payment and performance and not a guaranty of collection. This
Guar~nty shall continue to be effective with respect to any Obligations existing or which
arise out of commitments made by Lender prior to any attempted revocation by Guarantor,
and as to all renewals and extensions thereof, in whole or in part, whenever made. The
fact that at any time or from time to time the Obligations may be increased or reduced
I
shall not release, discharge or reduce the obligation of Guarantor with respect to
indebtedness or obligations of Borrower to Lender thereafter incurred (or other Obligations
thereafter arising). This Guaranty may be enforced by Lender and any subsequent holder
of the Obligations and shall not be discharged by the assignment or negotiation of all or
part of the Obligations.

Section 1.9. Payment of Expenses. In the event that Guarantor should breach
or fail to timely perform any provisions of this Guaranty, such Guarantor shall, immediately
upon demand by Lender, pay Lender all reasonable costs and expenses (including court
costs and reasonable attorneys' fees) incurred by Lender in the enforcement of this
Guaranty against Guarantor hereof or the preservation of Lender's rights hereunder
against Guarantor. The covenant contained in this Section 1.9 shall survive the payment
of the Obligations. This Guaranty and the loan documents constitute a contract of
indebtedness pursuant to O.R.C. §1301.21.

Section 1.10. Effect of Bankruptcy. In the event that, pursuant to any
insolvency, bankruptcy, reorganization, receivership or other debtor relief law, or any
judgment, order or decision thereunder, Lender must rescind or restore any payment, or
any part thereof, received by Lender in satisfaction of the Obligations, any prior release or
discharge from the terms of this Guaranty given to Guarantor by Lender shall be without
effect, and this Guaranty shall remain in full force and effect. It is the intention of Guarantor
that Guarantor's obligations hereunder shall not be discharged except by Guarantor's
performance of such obligations, and then only to the extent of such performance, and by
the indefeasible payment of the Obligations.

i Section 1.11. Financial Information. The Guarantor shall provide to Lender the
following:

a. On or before January 31 of each year, Guarantor shall deliver to
Lender his personal financial statement in a form acceptable to Lender, in its sole
discretion, which financial statement shall be certified by him as true, correct and
complete as of the last day of the prior calendar year.

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b. As soon as filed, but no later than October 31st of each year,
Guar~mtor shall deliver to Lender his federal income tax return(s) together with all
schedules and other information filed with such return(s). If any federal income tax return
is amended subsequent to delivery to Lender, Guarantor shall deliver to Lender such
amended return(s) immediately upon filing the amendment with the Internal Revenue
Service.
I c. Within five (5) business days upon request therefore by Lender, the
Guarantor shall deliver to Lender such information regarding his business affairs, financial
circumstances, assets and liabilities as Lender may request.

ARTICLE II.

I EVENTS AND CIRCUMSTANCES NOT REDUCING OR DISCHARGING

GUARANTOR'S OBLIGATIONS

Guarantor hereby consents and agrees to each of the following, and agrees that
Guarantor's obligations under this Guaranty shall not be released, diminished, impaired,
reduced or adversely affected by any of the following, and waive any common law,
equitable, statutory or other rights and defenses (including without limitation rights to
notice) which Guarantor might otherwise have as a result of or in connection with any of
the following:

Section 2.1. Modifications, etc. Any renewal, extension, increase,
modification, alteration or rearrangement of all or any part of the Obligations, or any note,
loan agreement, security agreement, mortgage collateral document or other document,
instrument, contract or understanding between Borrower and Lender, or any other parties,
pertaining to the Obligations;

Section 2.2. Adjustment, etc. Any adjustment, indulgence, forbearance or
compromise that might be granted or given by Lender to Borrower;

Section 2.3. Condition of Borrower. The insolvency, bankruptcy,
arrangement, adjustment, composition, liquidation, disability, dissolution or lack of power of
Borrower or any other party at any time liable for the payment of all or part of the
Obligations; or any dissolution of Borrower, or any sale, lease or transfer of any or all of the
assets of Borrower, or any changes in the shareholders or members of Borrower; or any
reorganization of Borrower;

Section 2.4. Invalidity of Obligations. The invalidity, illegality or
unenforceability of all or any part of the Obligations or any note, document or agreement
executed in connection with the Obligations, for any reason whatsoever, including without
limitation the fact that (a) the Obligations, or any part thereof, exceeds the amount
permitted by law, (b) the act of creating the Obligations or any part thereof is ultra vires, (c)
the officers or representatives executing the documents creating the Obligations acted in

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excess of their authority, (d) the Obligations violate applicable usury laws, (e) the creation,
performance or repayment of the Obligations (or the execution, delivery and performance
of a~y document or instrument representing part of the Obligations or executed in
conn~ction with the Obligations, or given to secure the repayment of the Obligations) is
illegaj, uncollectible or unenforceable, or (f) the documents or instruments pertaining to the
Obligations have been forged or otherwise are irregular or not genuine or authentic;

I Section 2.5. Release of Borrower. Any full or partial release of the liability of
Borrower on the Obligations or any part thereof, or of any co-guarantor, or any other
persJn or entity now or hereafter liable, whether directly or indirectly, jointly, severally, or
jointly and severally, to pay, perform, guarantee or assure the payment of the Obligations
or any part thereof, it being recognized, acknowledged and agreed by Guarantor that
Guarantor may be required to pay the Obligations in full, without assistance or support of
any other party, and Guarantor has not been induced to enter into this Guaranty on the
basis of a contemplation, belief, understanding or agreement that other parties will be liable
to perform the Obligations, or that Lender will look to other parties to perform the
Obligations;

Section 2.6. Other Security. The taking or accepting of any other security,
collateral or guaranty, or other assurance of payment, for all or any part of the Obligations;

Section 2.7. Release of Collateral, etc. Any release, surrender, exchange,
subordination, deterioration, waste, loss or impairment of any collateral, property or
security, at any time existing in connection with, or assuring or securing payment of, all or
any part of the Obligations;

Section 2.8. Care and Diligence. The failure of Lender or any other party to
exercise diligence or reasonable care in the preservation, protection, enforcement, sale or
other handling or treatment of all or any part of any collateral, property or security;

Section 2.9. Status of Liens. The fact that any collateral, security, security
interest or lien contemplated or intended to be given, created or granted as security for the
repayment of the Obligations shall not be properly perfected or created, or shall prove to
be unenforceable or subordinate to any other security interest or lien, it being recognized
and agreed by Guarantor that Guarantor is not entering into this Guaranty in reliance on, or
in contemplation of the benefits of, the validity, enforceability, collectibility or value of any
collateral for the Obligations;

Section 2.10. Offset. The Obligations, and the liabilities and obligations of
Guarantor to Lender hereunder, shall not be reduced, discharged or released because of
or by reason of any existing or future right of offset, defense or claim of Borrower against
Lender, or any other party, or against payment of the Obligations, whether such right of
offset, defense or claim arises in connection with the Obligations (or the transactions
creating the Obligations) or otherwise;

Section 2.11. Merger. The reorganization, merger or consolidation of Borrower
into or with any other entity;

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Section 2.12. Preference. Any payment by Borrower to Lender is held to
constitute a preference under bankruptcy laws, or for any reason Lender is required to
refund such payment or pay such amount to Borrower or someone else;

Section 2.13. Other Actions Taken or Omitted. Any other action taken or
omitt d to be taken with respect to the Obligations, or security and collateral therefor. It is
the uhambiguous and unequivocal intention of Guarantor that Guarantor shall be obligated
to pay the Obligations when due, notwithstanding any occurrence, circumstance, event,
actior;i, or omission whatsoever (including, without limitation, the unenforceability of any
promissory note, mortgage and/or any other loan document against Borrower), whether
contemplated or uncontemplated, and whether or not otherwise or particularly described
herein, except for the full and final payment and satisfaction of the Obligations.

ARTICLE Ill.

REPRESENTATIONS, WARRANTIES AND COVENANTS

To induce Lender to extend credit to Borrower, Guarantor represents, warrants and
covenants to Lender that:

Section 3.1. Familiarity and Reliance. Guarantor is familiar with, and has
independently reviewed books and records regarding the financial condition of the
Borrowers and the terms of the note, mortgage and other loan documents and all other
documents or instruments arising from or related to the Obligations;

Section 3.2. No Representation by Lender. Neither Lender nor any other
party has made any representation, warranty or statement to Guarantor in order to induce
Guarantor to execute this Guaranty;

Section 3.3. Benefit. Guarantor has received, or will receive, direct or indirect
benefit from the making of this Guaranty and the loan;

Section 3.4. Legality. The execution, delivery and performance by Guarantor
of this Guaranty and the consummation of the transactions contemplated hereunder, do
not, and will not; contravene or conflict with any law, statute or regulation whatsoever to
whicH Guarantor is subject or constitute a default (or an event which with notice or lapse of
time or both would constitute a default) under, or result in the breach of, any indenture,
mortgage, deed of trust, charge, lien, or any contract, agreement or other instrument to
which Guarantor is a party or which may be applicable to Guarantor or any of Guarantor's
assets. This Guaranty is a legal, valid and binding obligation of Guarantor and is
enforceable in accordance with its terms, except as limited by bankruptcy, insolvency or
other laws of general application relating to the enforcement of creditors' rights;

Section 3.5. Litigation. Guarantor is not involved in, nor is Guarantor aware
of, any Litigation, nor are there any outstanding or unpaid judgments against Guarantor.

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Section 3.6. Survival. All representations and warranties made by Guarantor
herein shall survive the execution hereof.

ARTICLE IV.

SUBORDINATION OF CERTAIN INDEBTEDNESS;

WAIVER OF SUBROGATION

Section 4.1. Subordination of All Guarantor Claims. As used herein, the
term "Guarantor Claims shall mean all debts and liabilities of Borrower to Guarantor,
11

whet~er such debts and liabilities now exist or are hereafter incurred or arise, or whether
the obligations of Borrower thereon be direct, contingent, primary, secondary, several, joint
and several, or otherwise, and irrespective of whether such debts or liabilities be
evidenced by note, contract, open account, or otherwise, and irrespective of the person or
persons in whose favor such debts or liabilities may, at their inception, have been, or may
hereafter be created, or the manner in which they have been or may hereafter be acquired
by Guarantor. Until the Obligations shall be paid and satisfied in full, and in cash as to
monetary Obligations, and Guarantor shall have performed all of Guarantor's obligations
hereunder, whenever an Event of Default has occurred and ls continuing or if such
payment would result in the occurrence of an Event of Default, Guarantor shall not receive
or collect, directly or indirectly, from Borrower or any other party any amount of the
Guarantor Claims.

Section 4.2. Waiver of Subrogation. Unless and until the Obligations have
been indefeasibly paid in full, Guarantor hereby waives and releases, to the fullest extent
permitted by law:

(a) any and all rights that would result in Guarantor being deemed a
"creditor", under the United States Bankruptcy Code, of Borrower or any other
person, on account of payments made or obligations performed by Guarantor
relating to this Guaranty; and

(b) any claim, right or remedy which Guarantor may now have or
hereafter acquire against Borrower that arises hereunder and/or from the
performance by Guarantor hereunder including, without limitation, any claim,
remedy or right of subrogation, reimbursement, exoneration, contribution,
indemnification, or participation in any claim, right or remedy of Lender against
Borrower or any security which Lender now has or hereafter acquires , whether or
not such claim, right or remedy arises in equity under contract, by statute, under
common law or otherwise.

Section 4.3. Claims in Bankruptcy. In the event of receivership, bankruptcy,
reorganization, arrangement, debtor's relief, or other insolvency proceedings involving
Borrower as debtor, Lender shall have the right to prove the Guarantor Claims in any such
proceeding so as to establish their rights hereunder and receive directly from the receiver,
trustee or other court custodian dividends and payments which would otherwise be

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payable upon Guarantor Claims. Guarantor hereby assigns such dividends and payments
to Le~der to the extent required for repayment of Guarantor's obligation hereunder.

Section 4.4. Payments Held in Trust. In the event that, notwithstanding
Secti ns 4.1, 4.2 and 4.3 above, Guarantor should receive any funds, payment, claim or
distribution which is prohibited by such Sections, Guarantor agrees to hold in trust for
Lend~r an amount equal to the amount of all funds, payments, claims or distributions so
received, and agrees that Guarantor shall have absolutely no dominion over the amount of
such Ifunds, payments, claims or distributions, except to pay them promptly to Lender, and
Guarantor covenants to pay promptly the same to Lender.

I Section 4.5. Liens Subordinate. Guarantor agrees that any liens, security
interests, judgment liens, charges or other encumbrances upon Borrower's assets
securing payment of the Guarantor Claims shall be and remain inferior and subordinate to
any l~ns, security interests, judgment liens, charges or other encumbrances upon such
Borrower's assets securing payment of the Obligations, regardless of whether such
encumbrances in favor of the Guarantor or Lender presently exist or are hereafter created
or attached. Without the prior written consent of Lender, Guarantor shall not (a) exercise
or enforce any creditor's right Guarantor may have against Borrower, or (b) foreclose,
repossess, sequester or otherwise take steps or institute any action or proceedings
judicial or otherwise, including without limitation the commencement of, or joinder in, any
liquidfltion, bankruptcy, rearrangement, debtor's relief or insolvency proceeding) to enforce
any liens, mortgages, deeds of trust, security interest, collateral rights, judgments or other
encumbrances on assets of Borrower held by Guarantor.

Section 4.6. Notation of Records. All promissory notes, accounts receivable
ledgers or other evidences of the Guarantor Claims accepted by or held by Guarantor shall
cont~in a specific written notice thereon that the indebtedness evidenced thereby is
subordinated under the terms of this Guaranty.

Section 4.7. Disgorged Payments. If after receipt of any payment of all or any
part of the Obligations, Lender is for any reason compelled to surrender such payment to
any person or entity because such payment is determined to be void or voidable as a
preference, impermissible setoff, or a diversion of trust funds, or for any reason, this
Guaranty shall continue in full force notwithstanding any contrary action that may have
been taken by Lender in reliance upon such payment, and any such contrary action so
taken shall be without prejudice to Lender's rights under this Guaranty and shall be
deemed to have been conditioned upon such payment having become final and
irrevocable.

ARTICLE V.
MISCELLANEOUS
| Section 5.1. Waiver. No failure to exercise, and no delay in exercising, on the
part ?f Lender, any right hereunder shall operate as a waiver thereof, nor shall any single
or partial exercise thereof preclude any other or further exercise thereof or the exercise of
any 6ther right. The rights of Lender hereunder shall be in addition to all other rights
provided by law. No modification or waiver of any provision of this Guaranty, nor consent
I

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to departure therefrom, shall be effective unless in writing and signed by Lender and no
such consent or waiver shall extend beyond the particular case and purpose involved. No
notice or demand given in any case shall constitute a waiver of the right to take other
action in the same, similar or other instances without such notice or demand.

Section 5.2. Notices. (a) All communications under this Guaranty shall be in
writing and shall be mailed by first class mail, postage prepaid, or by overnight delivery or
facsimile transmission, (1) if to Lender, at the following address, or at such other address
as may have been furnished in writing to the Guarantor by Lender:

Robert N. Kent, Jr.
President
Scope Leasing, Inc.
140 East Town Street, Suite 1010
Columbus, OH 43215
Telephone: 614-228-9918
Facsimile: 614-221-2411
Email: bkent@parknationalbank.com

(2) if to the Guarantor, at the following address, or at such other address as may have
been furnished in writing to Lender by the Guarantor:

Jeffrey J. Ervine
438 East 87th Street
New York, NY 10128
Telephone: 212-860-8996
Facsimile: 212-860-8997
Email: jervine@salonfunds.com

(b) any notice so addressed and mailed by registered or certified mail or overnight delivery
or facsimile transmission, shall be deemed to be given when so mailed or transmitted.

Section 5.3. Governing Lawj Venue. This Guaranty shall be construed in
accordance with and governed by the laws of the State of Ohio. Venue for any proceeding
related to or arising from this Guaranty shall be Franklin County, Ohio, at the option of
Lender.

Section 5.4. Waiver of Jury. Lender and Guarantor hereby voluntarily,
irrevocably and unconditionally waive any right to have a jury participate in
resolving any dispute, whether sounding in contract, tort, or otherwise, between
Lender and Guarantor arising out of, in connection with, related to, or incidental to
the relationship established between Guarantor and Lender in connection with the
loan documents, this Guaranty, or any other agreement or document executed or
delivered in connection herewith or the transactions related hereto. This
prov;sion is a material inducement to Lender to enter into the financing
transaction. It shall not in any way affect, waive, limit, amend or modify Lender's
ability to pursue its remedies, including, but not limited to, any confession or

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judgment or cognovit provision contained in the loan documents or any other
document related hereto.

I Section 5.5. Invalid Provisions. In the case any one or more of the
provi$ions contained in this Guaranty should be invalid, illegal or unenforceable in any
respect, the validity, legality and enforceability of the remaining provisions contained
therein shall not in any way be affected thereby, unless such continued effectiveness of
this Guaranty, as modified, would be contrary to the basic understandings and intentions of
the p~rties as expressed herein.

Section 5.6. Parties Bound. This Guaranty shall be binding upon and inure to
the benefit of the parties hereto and their respective successors, permitted assigns and
legal representatives; provided, however, that Guarantor may not, without the prior written
consent of Lender, assign any of Guarantor's respective rights, powers, duties or
obligations hereunder.

Section 5.7. Headings. Section headings are for convenience of reference
only and shall in no way affect the interpretation of this Guaranty.

Section 5.8. Rights and Remedies. If Guarantor becomes liable for any
indebtedness owing by Borrower to Lender, by endorsement or otherwise, other than
under this Guaranty, such liability shall not be in any manner impaired or affected hereby
and the rights of Lender hereunder shall be cumulative of any and all other rights that
Lender may ever have against Guarantor. The exercise by Lender of any right or remedy
hereunder or under any other instrument, or at law or in equity, shall not preclude the
concurrent or subsequent exercise of any other right or remedy.

Section 5.9. Indemnity. Guarantor hereby agrees to indemnify, hold harmless,
and defend Lender and its directors, officers, agents, counsel and employees
("Indemnified Persons") from and against any and all losses, liabilities, damages, costs,
expenses, suits, actions and proceedings ("Losses") ever suffered or incurred by any
Indemnified Person arising out of or relating to this Guaranty, but not including any losses
caused by the negligence or willful misconduct of such Indemnified Person, and Guarantor
shall reimburse Lender and each other Indemnified Person for any expenses (including in
connection with the investigation of, preparation for or defense of any actual or threatened
claim, action or proceeding arising herefrom and therefrom, including any such costs of
responding to discovery requests or subpoenas, regardless of whether Lender or such
other Indemnified Person is a party thereto). In the event that any claim, demand,
investigation, litigation or inquiry (a "Claim") is brought against any Indemnified Person, the
Indemnified Person agrees to give prompt written notice to Guarantor with respect to
same, together with a copy of such Claim, provided that, a delay in giving notice shall not
relieve Guarantor of liability hereunder except to the extent that Guarantor suffers actual
prejudice because of the delay. So long as no event of default shall have occurred and be
continuing under note, mortgage or other loan documents, Guarantor shall have the right in
good faith and by appropriate proceedings to defend any Claim and to employ counsel
acceptable to such Indemnified Person to conduct such defense (at Guarantor's sole
expense) so long as such defense shall not involve any danger of the foreclosure, sale,

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NYSCEF DOC. NO. 28 RECEIVED NYSCEF: 06/05/2024

forfeiture or loss of, or imposition of any lien, other than a permitted lien, on any part of the
collateral, or subject any Indemnified Person to criminal liability. Should Guarantor elect to
engage counsel acceptable to such Indemnified Person, such Indemnified Person may
continue to participate in the defense of any such Claim and will retain the right to settle
any such matter on terms and conditions satisfactory to such Indemnified Person and
Guarantor. All such settlements shall be paid by and remain the sole responsibility of
Guarantor. In the event Guarantor does not accept the defense of the Claim as provided
aboveI such Indemnified Person shall have the full right to defend against such Claim, in its
sole discretion, and pursue its rights hereunder. Notwithstanding any contrary provision of
this Guaranty, the obligation of Guarantor under this Section 5.9 shall survive the payment
in full of each Borrower's Obligations under the note and this Guaranty. This Section shall
not bb deemed to be a bar of any claim by Guarantor against any Indemnified Person for
I
such Indemnified Person's negligence or willful misconduct to the Guarantor or a breach
by the lndem nified Person of this Guaranty.

Section 5.10. Notice of Final .Agreement. This Guaranty constitutes a
written agreement which represents the final agreement between the parties.
Such written agreement may not be contradicted by evidence of prior,
cont~mporaneous, or subsequent oral agreements of the parties. There are no
unwritten oral agreements between the parties relating to this Guaranty.

Section 5.11. Legal Counsel. Guarantor acknowledges that Guarantor has
been represented by independent legal counsel in connection with all matters concerning
this Guaranty, including but not limited to the negotiation, acceptance and execution of this
Guaranty; that Guarantor has relied upon the advice of Guarantor's independent legal
counsel in agreeing to the terms and conditions herein and in executing this Guaranty; and
that Guarantor has freely and voluntarily entered into this Guaranty as the product of arms-
length negotiations.

[The remainder of this page is intentionally left blank; signatures follow.]

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FILED: NEW YORK COUNTY CLERK 06/05/2024 05:38 PM INDEX NO. 652871/2024
NYSCEF DOC. NO. 28 RECEIVED NYSCEF: 06/05/2024

This Guaranty is executed as of the date and year first above written.

e e . e

State of New York )
) ss.:
County of New York )

On the !iday of (9c)- , 2018 before me, the undersigned, personally
appeared Jeffrey J. Ervine, personally known to me or proved to me on the basis of
satisfactory evidence to be the individual whose name is subscribed to the within
instrument and acknowledged to me that she executed the same in her capacity, and that
by her signature on the instrument, she executed the instrum~nt
Sajjad Al Mamu11
.NOTARY PUBLIC, STATE OF NEW!OaK
' IIMAA60610
.QVAl.mBD IN NEWYOU,lft 2{) . Notary for the S t /County of NewYork
C01IMISSION BXPIUS N()V811111tf,•_

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Exhibit,Appendix: Scope Leasing, Inc. v. Eileen M. Patrick, Jeffrey J. Ervine, Jpmorgan Chase Bank N.A. as successor in interest to Washington Mutual Bank, FA

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