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Here’s the simplified summary of everything below.

THIS GUARANTY INCLUDES AN ARBITRATION CLAUSE IN SECTION ‎27. ARBITRATION IS A METHOD OF RESOLVING DISPUTES. IT WILL AFFECT YOUR RIGHTS, IF THERE IS A DISPUTE. By signing this Guaranty, you acknowledge receipt of a completed copy of this Guaranty and your understanding of its terms, including the Arbitration Clause, and you also accept all the terms in this Guaranty.

This Guaranty, dated as of the Acceptance Date, is made by and among you and us. In consideration of the premises and in order to induce us to make the Loan to Borrower that is contemplated by the Loan Agreement, you agree as follows:

i. You in your personal capacity absolutely, unconditionally, and irrevocably guarantee to us, as primary obligor and not merely as surety, without offset or deduction, the due and prompt payment and performance by Borrower of: (1) the principal of and premium, if any, and interest at the rate specified in the Loan Agreement (including Post-Petition Interest) on the Loan (including any reimbursement obligation for disbursements and interest (including Post-Petition Interest) on the Loan), when and as due, whether at scheduled maturity, date set for prepayment, by acceleration, or otherwise; (2) all other monetary obligations of Borrower to us under or in respect of the Loan Agreement, when and as due, including fees, costs, expenses (including, without limitation, reasonable fees and expenses of counsel incurred by us in enforcing any rights under this Guaranty or the Loan Agreement), reimbursement obligations, contract causes of action, and indemnities, whether primary or secondary, direct or indirect, absolute or contingent, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding); and (3) the due and prompt performance of all other covenants, duties, debts, obligations, and liabilities of any kind of Borrower or you, individually or collectively, under or in respect of the Guaranty, Loan Agreement, or any related agreement or instrument, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification, or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, fixed or otherwise (all such obligations described in Section ‎1.a.i(1) through Section ‎1.a.i(3), whether now or in the future existing, collectively the “Obligations”).

ii. You agree that all or part of the Obligations may be increased, extended, substituted, amended, renewed, or otherwise modified without notice to or consent from you and that such actions will not affect your liability under this Guaranty. Without limiting the foregoing, your liability will extend to all amounts that constitute part of the Obligations and would be owed by any other person to us under or in respect of this Guaranty or the Loan Agreement but for the fact that they are unenforceable or not allowable due to the existence of a bankruptcy, reorganization, or similar proceeding involving such other person.

iii. This Guaranty will be effective regardless of whether any other person executes a guaranty of any or all Obligations, and regardless of whether any other guaranty of any or all Obligations is ever released by us or otherwise unenforceable for any reason. If the Obligations are also guaranteed by any other person, whether by signing this Guaranty or otherwise, the obligations of such other person and you will be joint and several, absolute, and unconditional.

You agree that your obligations under this Guaranty will continue to be effective or be reinstated, as the case may be, if at any time all or part of any payment of any Obligation is rescinded or must otherwise be returned by us or any other person, including upon the insolvency, bankruptcy, or reorganization (or similar event) of Borrower or otherwise, all as though such payment had not been made.

You guarantee that the Obligations will be paid strictly in accordance with the terms of this Guaranty and the Loan Agreement, regardless of any law, regulation, or order of any governmental authority now or in the future. Your obligations under this Guaranty are independent of the obligations of Borrower or any other person. A separate action may be brought against you to enforce this Guaranty, whether or not any action is brought against Borrower or any other person or whether or not Borrower or any other person is joined in any such action. Your liability under this Guaranty is irrevocable, continuing, absolute, and unconditional, and your obligations under this Guaranty, to the fullest extent permitted by applicable law, will not be discharged, impaired, or otherwise affected by, and you hereby unconditionally and irrevocably waive, any rights and defenses to enforcement you may have (now or in the future) by reason of:

a. To the extent permitted by applicable law, you hereby unconditionally and irrevocably waive any and all rights and defenses arising by reason of (i) any right to terminate or revoke this Guaranty, and you acknowledge and agree that this Guaranty is continuing in nature and applies to all presently existing and future Obligations; (ii) promptness, diligence, notice of acceptance, presentment, demand for performance, notice of non-performance, default, acceleration, protest, dishonor, or acceptance, creation, renewal, extension, modification or accrual of any of the Obligations, and any other notice with respect to any of the Obligations and this Guaranty, and any requirement that we protect, secure, perfect, or insure any lien or any property subject thereto; (iii) application by Borrower of the Loan proceeds for purposes other than the intended purposes represented by Borrower to us or understood by us; and (iv) any right of set-off or recoupment or counterclaim against or in respect of your obligations under this Guaranty.

b. This Guaranty is a guaranty of payment and not of collection. You acknowledge and agree that we need not attempt to collect any Obligations from Borrower or any other person, but may require you to make immediate payment of all of the Obligations to us when due, whether by maturity, acceleration, or otherwise, or at any time after they are due.

c. You acknowledge and agree that we may, at our election and without notice to or demand upon you, compromise or adjust any part of the Obligations, make any other accommodation with Borrower or any other guarantor, or exercise any other right or remedy available to us against Borrower or any other guarantor, without affecting or impairing in any way your liability under this Guaranty, except to the extent the Obligations have been paid in full. You acknowledge and agree that our election to exercise our rights or remedies may adversely affect or eliminate any of your rights against Borrower or any other guarantor and that you may incur a partially or totally non-reimbursable liability under this Guaranty. You hereby unconditionally and irrevocably waive any defense arising out of such election even though such election operates, pursuant to applicable law, to impair or to extinguish any of your rights of subrogation, reimbursement, exoneration, contribution, indemnification, or other right or remedy against Borrower or any other guarantor.

d. No failure or delay by us to exercise any right under this Guaranty will operate as a waiver thereof; nor will any single or partial exercise of any right under this Guaranty preclude any other or further exercise thereof or the exercise of any other right. The remedies in this Guaranty are cumulative and in addition to any remedies provided by law or equity.

e. You acknowledge and agree that you are not entering into this Guaranty in reliance on the value or the availability of any of the collateral to secure the Loan. You acknowledge that you may be required to pay the Obligations, in full, without the assistance or support of any other party. You have not been induced to enter into this Guaranty on the basis that any party other than Borrower will be liable to perform any Obligation or that we will look to any other party to perform any Obligation. If this Guaranty is signed by more than one party, the obligations of such parties are joint and several and we may release, or settle with, any of such parties without affecting the liability of any other party to this Guaranty.

Without limiting any other right that we have at law or in equity against you, if Borrower or any other person fails to pay any Obligation when and as due, you agree to promptly pay the amount of such unpaid Obligations to us. Upon payment by you of any sums to us as provided in this Guaranty, all of your rights of subrogation, exoneration, contribution, reimbursement, indemnity, or otherwise arising against Borrower from your payment will be subordinate and junior in right of payment to the prior indefeasible payment in full of all Obligations. In furtherance of the foregoing, prior to your release from this Guaranty, you will refrain from taking any action or commencing any proceeding against Borrower or any other person (or their respective successors or assigns, whether in connection with a bankruptcy proceeding or otherwise) to recover any amounts in respect of payments made under this Guaranty to us. In addition, any indebtedness of Borrower now or in the future held by you is hereby subordinated in right of payment to the prior payment to us in full of the Obligations. If any payment is made to you in violation of this Section ‎4, you will hold it in trust for our benefit, segregate it from your other funds, and promptly deliver it to us in the same form as you received it (with any necessary endorsement or assignment) to be credited against the payment of the Obligations, whether due or to become due, in accordance with the terms of this Guaranty and the Loan Agreement. If you make payment to us of all or any part of the Obligations, after indefeasible payment in full of all Obligations, we will, at your request and expense, execute and deliver to you, without recourse or representation or warranty, appropriate documents reasonably necessary to evidence the transfer by subrogation to you of an interest in the Obligations resulting from such payment.

Within 10 days after our payment demand under this Guaranty, if you are not in default of this Guaranty (as provided in Section ‎14), upon written notice to us you may apply to satisfy the Obligations due under this Guaranty through an income-driven payment accommodation, as provided in Section ‎5. In your written notice, you must reasonably and in good faith demonstrate to us that satisfying immediately the Obligations due under this Guaranty would cause you inconvenience. Your written notice must also include a copy of your then-most recent U.S. federal income tax return.

i. Evidence of Income. If you have Income for the then-current calendar year, your written notice must also include additional information sufficient for us to determine and verify your then-current Income, either

ii. Evidence of Lack of Income. If you lack Income for the then-current calendar year, your written notice must also

We will use the information specified in this Section ‎5.a to determine your Income and calculate your Monthly Payments during the income-driven payment accommodation, consistent with Section ‎5.b. If you timely satisfy the conditions set forth in and provide all information required by this Section ‎5.a, you will qualify for an income-driven payment accommodation.

i. As long as you have not been disqualified from your income-driven payment accommodation, you will pay us the Income Percentage of your Income by paying the Monthly Payments until the earlier of the (1) the date the Obligations due under this Guaranty, subject to Section ‎5.e, have been satisfied in full, or (2) the Maturity Date.

ii. During the income-driven payment accommodation, your Income is determined by us, and your Monthly Payment is calculated by us as your Income Percentage multiplied by your Income and then divided by 12. Accordingly, your Monthly Payment amount may change if we determine your Income has changed. Your first Monthly Payment during an income-driven payment accommodation is due on the first day of the first full calendar month after the commencement of the income-driven payment accommodation, and each subsequent Monthly Payment is due on the first day of each successive calendar month. We will notify you of our determination of your Income, our calculation of your Monthly Payment amount, the date of the commencement of the income-driven payment accommodation, and the due date of your first Monthly Payment.

iii. Notwithstanding the foregoing provisions of Section ‎5.b.ii, if during the income-driven payment accommodation there is a period in which we have determined that your Income is less than $50,000, you will not be required to make Monthly Payments during such period and the Maturity Date will not be extended, provided that any Obligations due under this Guaranty will not be reduced.

i. During any income-driven payment accommodation, you must immediately submit written notice to us of any 10% or greater change to your Income or expected Income, including as a result of changes of employment and losses. Your written notice must also include the then-current information specified in Section ‎5.a.i or Section ‎5.a.ii, as applicable.

ii. For each month during any income-driven payment accommodation in which you lack Income, within five days of each such month’s end you must in writing (1) provide your attestation that you lack Income for such period and (2) authorize us to access and verify your banking data (including the Deposit Account) through a financial data aggregation platform or other method, each as identified by us in our sole discretion.

On or before each April 30th during an income-driven payment accommodation and April 30th following the end of an income-driven payment accommodation, you must provide us a completed and executed IRS Form 4506-T or Form 4506-T-EZ (or any successor forms) authorizing us to obtain your tax return transcript and other return information from the IRS, dated within 30 days of the date provided to us. Additionally, for each source of Income in the prior calendar year, you will also provide a year-end pay stub, IRS Form W-2, IRS Form 1099, IRS Form K-1, or other verifiable sources acceptable to us or requested by us in our sole discretion. We will use the information provided pursuant to this Section ‎5 and any other information obtained to determine whether the payments you made during the prior calendar year were more or less than you owed under the income-driven payment accommodation (i.e., your actual Income for the calendar year multiplied by the Income Percentage). If you underpaid, we may demand from you, and you agree to pay within 30 days, the difference. If you overpaid, we will apply excess amounts to unpaid Obligations due under this Guaranty.

As long as you have not been disqualified from your income-driven payment accommodation, notwithstanding anything in this Guaranty to the contrary, (i) the aggregate amount of the Obligations due under this Guaranty will not exceed one and a half times (1.5x) the aggregate principal amount of the Loan under the Loan Agreement, (ii) no portion of the Obligations due under this Guaranty will consist of interest (including Post-Petition Interest) charged under the Loan Agreement in excess of thirty-six percent (36%) per annum, and (iii) following the Maturity Date, you will be released from your then-remaining Obligations due under this Guaranty, except for any then-accrued Monthly Payments. For clarity, nothing in this Section ‎5.e will be construed to affect the rights to charge any rate of interest or other amounts under the Loan Agreement. You agree that the Obligations may at any time and from time to time exceed the amount of your liability under this Guaranty without impairing this Guaranty or affecting our rights and remedies under this Guaranty. The parties intend and agree that so long as any part of the unguaranteed portion of Borrower’s obligations under the Loan Agreement remains unpaid, no payments on the Obligations by any person other than you will be considered in whole or in part to be in satisfaction of the Obligations due under this Guaranty.

You will automatically be disqualified from any income-driven payment accommodation, and such accommodation and any related rights or benefits (including those in Section ‎5.e) will automatically terminate, if you (i) fail to make any Monthly Payment (as specified in Section ‎5.b) when due, (ii) fail to provide us any information required by this Section ‎5 when due, (iii) notify us that you want to terminate the income-driven accommodation, or (iv) are in default of this Guaranty, as provided in Section ‎14. Upon such disqualification, we retain and may exercise at any time all of the rights and remedies we have under this Guaranty, including demanding full and immediate payment of all Obligations, and all other rights and remedies provided under law or equity, as if the income-driven payment accommodation had never existed.

Other than the limited and conditional relief expressly provided to you in connection with an income-driven payment accommodation according to the terms of this Section ‎5, from which you may become disqualified, as provided in Section ‎5.f‎, we retain and may exercise at any time all of the rights and remedies we have under this Guaranty and all other rights and remedies provided under law or equity.

You agree to make any payment you owe us under this Guaranty. You may make such payments by authorizing us and Servicer to debit or otherwise withdraw payments from the Deposit Account or by any other method offered by us or Servicer. You may be required to separately execute other authorizations for us or Servicer to debit or process payments. If you authorize us and Servicer to automatically debit payments from the Deposit Account, we and Servicer may initiate one-time or reoccurring transactions at any time and in any amounts to which we are then-entitled under this Guaranty. Depending upon the balance you maintain in the Deposit Account, a debit transaction might affect up to all funds held in the Deposit Account or accessible through any overdraft or similar features offered by your financial institution. If a debit transaction is rejected for any reason, we or Servicer may attempt to debit the Deposit Account again until the transaction is completed. We and Servicer are not responsible for any fees charged by your financial institution in connection with this Guaranty, including fees related to debit transactions, overdrafts, other payments, or returned payments. We and Servicer are not responsible for payment delays that may occur as a result of weekends or holidays, the processing schedule of your financial institution, processing errors, or other events beyond our control. Any delay, failure, or inadequacy of payment from the Deposit Account does not impair or relieve your obligation to pay any amount you owe us under this Guaranty. We may offer you the ability to make payments through voluntary payroll deductions to the extent permitted by law, or we may change the payment methods we accept, each at any time in our sole discretion. All payments related to this Guaranty will be made in U.S. Dollars.

Payments are credited on the day they are received, if we receive your payment before 5:30 PM ET on that day. Payments received after 5:30 PM ET may be credited on the next day. Your payments will generally be applied (a) first to any fees or charges incurred under the Loan Agreement, other than accrued interest, (b) then to the accrued interest, (c) then to the remaining Obligations, subject to any limitations imposed by law.

You will not send us any payments which are marked “payment in full” or use other language to indicate full satisfaction of this Guaranty. Notwithstanding the forgoing sentence, we may accept any such payment without being bound by such marks or language or waiving any rights under this Guaranty. Full satisfaction of this Guaranty may be accepted by us only in a writing signed by our authorized representative.

We may review, and you authorize us to access, information about your financial and credit history and your financial strength by obtaining information from credit reporting agencies, financial institutions, and others, and by accessing your financial records, reports, accounting systems, employment and payroll records, bank accounts (including the Deposit Account), and other resources we deem appropriate in connection with our due diligence of you, and on an ongoing basis after you sign this Guaranty, for the purpose of reviewing your Deposit Account or Income, debiting the Deposit Account, taking collection action on your account, or for any other business purpose. You will provide us any related authorizations, access credentials, and other information which we may reasonably request for such purposes, including your then-most recent U.S. federal income tax return and any information specified in Section ‎5.a.i or Section ‎5.a.ii.

You represent, warrant, and covenant to us on an ongoing basis as follows:

Your entry into this Guaranty is solely for lawful business purposes and not for any personal, family, or household purpose.

You and your assets are not subject to any liabilities, liens, claims, charges, restrictions, conditions, options, rights, security interests, equities, pledges, and encumbrances of any kind or nature whatsoever or any other rights or interests that may be inconsistent with the transactions contemplated in or adverse to our interests under the Loan Agreement, and no financing statements have been or may be filed with respect to you or your assets; except those incurred in the ordinary course of business.

You are the founder and majority shareholder of Borrower and acknowledge that you will derive substantial direct and indirect benefits from the transactions contemplated by the Loan Agreement.

Neither we nor any other party has made any representation, warranty, or statement to you in order to induce you to execute this Guaranty.

You will not sell, mortgage, pledge, convert, exchange, or otherwise transfer any interest in Borrower, or any material portion of your real or personal property for less than fair market value and reasonably equivalent consideration, without having first obtained our prior written consent.

You have no material liability of any kind whatsoever, whether accrued, contingent, absolute, determined, determinable, or otherwise; there is no existing condition, situation or set of circumstances which could reasonably be expected to result in such a liability; and you will not enter into any such liability, condition, situation, or set of circumstances without having first obtained our prior written consent.

You have full power, competency, and authority to enter into, deliver, and perform all your obligations under this Guaranty. There are no laws, restraints, contracts, or any other circumstances that would conflict with or prevent you from entering into or performing your obligations under this Guaranty. You are an individual, at least 18 years of age, and are a legal resident of the United States.

Following execution and delivery, this Guaranty constitutes the valid and binding obligation of you, enforceable against you in accordance with its terms.

There are no conditions precedent to the effectiveness of this Guaranty that have not been satisfied or waived.

Before executing and delivering this Guaranty, you and your counsel had the opportunity to review this Guaranty and the Loan Agreement and Borrower’s financial condition and ability to perform under the Loan Agreement. You have, independently and without reliance upon us, and based on such documents, information, and advice of counsel as you have deemed appropriate, made your own credit analysis and decision to enter into this Guaranty, and you have established adequate procedures for continually obtaining information pertaining to, and are now and at all times will be completely familiar with, the business, condition (financial or otherwise), operations, performance, properties, and prospects of Borrower.

You acknowledge and agree that we have no obligation to investigate the financial condition or affairs of any person for your benefit nor to advise you of any fact respecting, or any change in, the financial condition or affairs of Borrower or any other person that might become known to us at any time, whether or not we know or believe or have reason to know or believe that any such fact or change is unknown to you, or might (or does) materially increase the risk of you as guarantor, or might (or would) affect the willingness of you to continue as a guarantor of the Obligations.

All information that you provide us is accurate and complete, and you will certify the accuracy and completeness of such information upon reasonable request.

You will (i) file each annual U.S. federal, state, and local income tax returns no later than April 15th of year in which such return is due; (ii) before seeking any extension for filing federal, state, or local income tax returns, first notify us and provide us any documents or information we request; (iii) provide to us and Servicer copies of all completed and executed U.S. federal, state, and local income tax returns within five days of filing or of our request. You agree to perform any similar requirements or procedures for any other applicable jurisdiction’s taxing authority.

You are in compliance with all laws, regulations, ordinances, orders, and other requirements of any governmental body. You are not a target of any economic or trade sanctions issued or administered by any governmental body. All tax returns and tax reports, and all taxes due and payable or required to be filed by you have been or will be filed and paid, on a timely basis, including any extensions. All such returns and reports are and will be accurate and complete. You have no material liabilities and no material contingent liabilities, except current liabilities incurred in the ordinary course of business.

You will promptly notify us of any significant change or other development that has or may have a material adverse effect on or a significant change in your financial condition, including but not limited to changes in employment, salary, and sources of income. You also will provide any documents, information, or instruments requested by us related to your rights and obligations in this Guaranty, including any financial information we may request from time to time.

There is no action, suit, claim, inquiry, investigation, or legal, administrative, or arbitration proceeding pending or currently threatened, whether at law, in equity, or before any governmental authority, against you. You have not declared bankruptcy within the past seven years preceding the Acceptance Date, have not consulted with a bankruptcy attorney within the past six months preceding the Acceptance Date, and are not currently contemplating or anticipating the filing of a bankruptcy or other insolvency proceeding. You are solvent and capable of fulfilling your obligations under this Guaranty, and you have not been having any difficulty paying amounts due to others in full and when due.

You own and are authorized to use and grant access to the Deposit Account to make each payment due under this Guaranty. You will maintain the Deposit Account in good standing with your financial institution; maintain within the Deposit Account a balance sufficient to make each payment when due under this Guaranty; not terminate or change the Deposit Account or any related authorizations or access credentials you provided to us. You authorize us and Servicer to access and review the Deposit Account, including to assess any outstanding amounts due under this Guaranty.

You will not (a) contest in any manner the validity, validness, or enforceability of this Guaranty or the Loan Agreement, (b) deny you have any liability or obligation under this Guaranty, (c) attempt to limit, modify, or revoke this Guaranty, or (d) take any action (or omit any action) to evade your obligations under this Guaranty.

We obtain information about you from you and from third-party providers, such as your financial institution, payment processor, financial and business applications, Servicer, and other persons

You authorize us and Servicer to collect, use, sell, license, store, retain, disclose, and otherwise distribute information that we obtain from you or a third-party provider. You also grant us permission to use your name and trademarks in connection with business activities undertaken pursuant to this Guaranty and in our press releases, customer lists, investor pitches, case studies, web pages, and other advertising, promotional, or marketing materials. We will not provide information to you in the form received from you or from a third-party provider. We do not review information for accuracy or completeness. We have no liability for any actions or inactions on the part of any third-party provider. We are not responsible for the information we obtain from you or any third-party provider or for any third-party products and services, and we make no warranties, including implied warranties of merchantability and fitness for a particular purpose, with respect to such information and third-party products or services. We are not responsible for delays in obtaining information or the accuracy, completeness, storage, or loss of information, personalization settings, or service interruptions. Information may only be current at the time accessed and provided on an “as is” and “as available” basis from third-party providers. If this Guaranty is terminated, we and Servicer may continue to use, sell, license, store, retain, disclose, and otherwise distribute such information. Please carefully read our Privacy Policy (http://support.getpaintbrush.com/en/articles/6214263-privacy-and-security-policy), which further describes how we collect and use certain information. By signing this Guaranty, you agree to the terms of our Privacy Policy.

You and we agree that Servicer may service or initiate collection or enforcement of this Guaranty on our behalf, to the extent Servicer deems such collection and enforcement necessary or advisable to protect our rights or to execute Servicer’s obligations to us to service this Guaranty.

Your payments under this Guaranty must be made when due in immediately available funds. There are no late fees or returned payment fees imposed by us in connection with this Guaranty. However, if a payment is returned, you may separately be charged and be responsible for returned payment fees by your financial institution. For clarity, nothing in this Section ‎13 will be construed to affect the rights to charge late fees or returned payment fees under the Loan Agreement.

You will be in default of this Guaranty, and such default will constitute a default under the Loan Agreement, if at any time:

If you are in default of this Guaranty, we may accelerate and demand immediate payment of the Obligations you owe us under this Guaranty, which you must pay within five days of our demand. Further, upon your default, we may also

In addition to the rights and remedies we have under this Guaranty, we will also have all other rights and remedies provided under law or equity, all which rights and remedies will be cumulative. Except as provided in Section ‎27, you agree to pay any collection fees and costs, legal expenses (including reasonable attorney’s fees and costs), court fees and costs (including fees and costs incurred in connection with any bankruptcy proceedings), and any other fees and costs we incur to collect on this Guaranty, as permitted by law.

Any delay or failure by us to enforce any provision of this Guaranty will not be construed as a waiver of such provision.

You agree that neither we nor Servicer will be liable to you, any employees, officers, directors, owners, agents, assigns, affiliates, or representatives for any consequential, special, incidental, indirect, exemplary, or punitive damages of any kind under any contract, negligence, strict liability, or other theory. In all cases, our aggregate liability will be limited to the amount of fees you have paid us under this Guaranty. You agree to indemnify and hold harmless us and Servicer (and our and Servicer’s respective employees, officers, directors, owners, agents, assigns, affiliates, and representatives) from and against any claims, causes of action, liabilities, losses, damages, settlements, penalties, fines, forfeitures, fees, costs, and expenses (including reasonable attorney’s fees and costs), arising out of or relating to a breach by you of any of your representations, warranties, or covenants in this Guaranty.

This Guaranty is a continuing guaranty and will remain in full force and effect until the indefeasible payment in full of all Obligations. You may not assign or transfer this Guaranty or any portion of it to any person, and any transfer or attempted transfer is and will be null and void. We may assign this Guaranty in connection with our sale or assignment of the Loan Agreement (or any portion thereof), without your consent or notice to you, and without in any way affecting your liability under this Guaranty. An assignee shall be entitled to enforce and exercise our rights to the same extent as us. This Guaranty will inure to the benefit of us and our successors and assigns, and will bind you and your successors and assigns.

This Guaranty, the interpretation and enforcement of its terms, and any claim or cause of action (in law or equity), controversy, or dispute arising out of or related to it or its negotiation, execution, or performance, whether based on contract, tort, statute, or other law, will be governed by the law, including the statutes of limitation, of the State of Utah in each case without giving effect to any conflicts-of-law or other principle requiring the application of the law of any other jurisdiction. Each party irrevocably submits to the exclusive jurisdiction of any state or federal court in Salt Lake City, Utah. Each party irrevocably waives, to the fullest extent permitted by law, any objection that it may now or in the future have to the laying of venue of any such proceedings brought in such a court and any claim that any such proceedings brought in such a court have been brought in an inconvenient forum. This Guaranty has been accepted by us in the State of Utah.

If any provision of this Guaranty is determined to be invalid or unenforceable, the other provisions of this Guaranty will remain in full force and effect, and to the extent permitted and possible, the invalid or unenforceable provisions will be deemed replaced by provisions that are valid and enforceable and that come closest to expressing the intention of the invalid or unenforceable provisions. Notwithstanding any other provision of this Guaranty, the aggregate amounts charged with respect to any transaction under this Guaranty, including all related fees or charges deemed to be interest under law, if any, will not exceed the maximum amount permitted by law. If we are deemed to receive as interest an amount which would exceed the maximum amount permitted by law, the receipt of such excess amount will be deemed a mistake and such excess amount (a) will be canceled automatically or (b) if paid, will be (i) credited against the amounts you owe under this Guaranty to the extent permitted by law, or (ii) rebated to you to the extent such excess amount cannot under law be credited against the amounts you owe under this Guaranty.

By signing this Guaranty, including if by signing electronically, you irrevocably consent and agree that

This consent applies to acceptance of this Guaranty, to all future communications with you, and to other communications, notices, and disclosures that we or Servicer provide to you electronically. All communications provided electronically will be deemed to be “in writing.” We and Servicer reserve the right to cancel electronic disclosure services and to change such services or send disclosures in paper form at any time. We are responsible for sending notice of the disclosures to you electronically, but neither we nor Servicer is responsible for any delay or failure in your receipt or review.

All notices to us concerning this Guaranty must be sent to us at: 2750 E Cottonwood Pkwy Suite 160, Cottonwood Heights, UT 84121 or via email to [email protected]. Notice by you to us is deemed to be given when received by us. We or Servicer may provide notices to you concerning this Guaranty or otherwise contact you from time to time regarding this Guaranty in any manner specified in this Section ‎22, and you expressly authorize and consent to such contact specified in this Section ‎22. Notice is deemed to be given to you when mailed to your address or email address as it appears in our records or otherwise sent to you. Unless prohibited by law, we or Servicer may provide notices to you and contact you in any manner we or Servicer choose, including:

Our or Servicer’s notices and contacts with you about this Guaranty are not unsolicited and might result from information we or Servicer obtain from you or others. We or Servicer may monitor or record any conversation or other communication with you or your representatives, and you expressly consent to such monitoring and recording. You authorize us and Servicer to notify and contact you at any mobile telephone number you provide us by using an Autodialer and also to leave prerecorded and other messages. We or Servicer may do these things whether we or Servicer contact you, or you contact us or Servicer. Your internet, mobile, or other telecommunications service carrier may charge you fees for such communications. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE RESPONSIBLE FOR ANY COSTS YOU INCUR IN USING ANY MEANS OF COMMUNICATION DESCRIBED IN THIS SECTION ‎22, INCLUDING RECEIVING TELEPHONE CALLS, TELEPHONE MESSAGES, TEXT MESSAGES, EMAILS, AND OTHER COMMUNICATIONS.

You agree that the Confidential Information is our proprietary and confidential information. Unless disclosure is required by law or court order, you will not disclose Confidential Information to any person other than your attorney, accountant, financial advisor, or employees who need to know such information for the purpose of advising you, provided that any such person uses such information solely for the purpose of advising you and first agrees in writing to be bound by the terms of this Section ‎23 or has a legal duty to maintain the same degree of confidentiality. If disclosure is required by law or court order, you will notify us immediately.

This Guaranty constitutes the entire agreement between the parties related to this subject matter and supersedes any prior agreements or understandings between the parties. No modification of, or supplement to, this Guaranty shall bind us unless the same is in writing and is signed by our authorized officer.

The obligations in Sections ‎1-‎4, ‎8, ‎11-12, ‎15-‎20, ‎22-‎24, ‎27, and ‎28 will survive any termination of this Guaranty.

To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. What this means for you: When you open an account, we will ask for your name, address, date of birth, and other information that will allow us to identify you. We may also ask to see your driver's license or other identifying documents.

This Arbitration Clause significantly affects your rights in any Dispute with us. Please read this Arbitration Clause carefully before you sign this Guaranty. This Arbitration Clause is governed by the Federal Arbitration Act, 9 U.S.C. § 1 et seq.

EITHER YOU OR WE MAY CHOOSE TO HAVE ANY DISPUTE BETWEEN US DECIDED BY ARBITRATION AND NOT IN COURT. IF A DISPUTE IS ARBITRATED, YOU WILL GIVE UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST US. ANY DISPUTE IS TO BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ACTION. YOU EXPRESSLY WAIVE ANY RIGHT YOU MAY HAVE TO ARBITRATE A CLASS ACTION. THIS IS CALLED THE “CLASS ACTION WAIVER.”

Any arbitration pursuant to this Arbitration Clause will be conducted by and under applicable then-current AAA rules (available at www.adr.org), before arbitrators who are attorneys or retired judges. Unless we and you agree otherwise, any physical arbitration hearing that you attend will be held in Salt Lake City, Utah. If you and we are unable to agree on a location for any physical arbitration hearing, the location of the arbitration will be determined by the AAA.

If the value of an arbitrated Dispute is $10,000 or less, you or we may choose for the arbitration to be conducted (1) solely on the basis of documentary evidence and written submissions or (2) exclusively by telephone or videoconference. Regardless of the manner in which the arbitration is conducted, the arbitrator(s) will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. All aspects of the arbitration, and any ruling, decision, or award by the arbitrator(s), will be strictly confidential for you and us. Each party will be responsible for its own attorney, expert, and other fees, unless otherwise awarded by the arbitrator under law.

You and we each retain the right to sue on an individual basis in small claims court for a Dispute; to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights; and to pursue a Dispute in court solely for public injunctive relief under law to the extent required for the enforceability of this Arbitration Clause. Neither you nor we waive the right to arbitrate by filing suit or seeking non-judicial recovery of any property securing this Guaranty.

The arbitrator’s award is final and binding on all parties, subject to any available right of appeal, and may be entered in any court of competent jurisdiction. If any part of this Arbitration Clause, other than the Class Action Waiver, is deemed or found to be unenforceable for any reason, the remainder is enforceable.

YOU WAIVE ANY RIGHT TO A JURY TRIAL WITH RESPECT TO ANY MATTER ARISING UNDER OR IN CONNECTION WITH THE LOAN AGREEMENT, THIS GUARANTY, OR THE OBLIGATIONS.

The following terms in this Guaranty have the following meanings:

By signing this Guaranty, you acknowledge receipt of a completed copy of this Guaranty and your understanding of its terms, including the Arbitration Clause, and you also accept all the terms in this Guaranty.