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Guarantor
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The Initial Premises” is that portion of the Building containing approximately 53,603 square feet of leasable area, as described or shown on Exhibit A attached to this Lease and commonly known as 600 Shiloh Road, Plano, Texas 75074.

"Brokers": Tenant's broker: Eric Turner and Craig Reinhart of Jones Lang LaSalle Brokerage, Inc.; Landlord's broker: Deron Jones of Jones Lang LaSalle Brokerage, Inc.

Guarantor Revocation. Except as permitted upon the termination of such Foreign Subsidiary Guarantor’s parent as a Foreign Subsidiary Borrower, any guarantor of the Obligations shall terminate or revoke any of its obligations under the Domestic Subsidiary Guaranty or the Foreign Subsidiary Guaranty (other than any termination or revocation after release in accordance with this Agreement or any other Loan Document).

. Within thirty (30) days after the death or incapacity of any individual Guarantor, Borrowers shall notify Administrative Agent in writing of such death or incapacity and provide to Administrative Agent the names and current financial statements of one or more replacement guarantors reasonably acceptable to Administrative Agent # who, following such replacement, will own not less than one percent (1.0%) of the direct or indirect ownership interests in each Borrower, # who has (together with any remaining Guarantor following such replacement) an aggregate Net Worth and Available Liquidity sufficient to satisfy the Minimum Guarantor Financial Requirement, and (iii) (a) whose Net Worth and financial condition is, in Administrative Agent’s discretion, equivalent to or better than the deceased Guarantor based upon the financial statements and other financial information delivered to Administrative Agent in respect of the individual that is the Guarantor immediately prior to such replacement, or # who are the heirs, devisees and beneficiaries of substantially all of the deceased Guarantor’s assets and who have an aggregate Net Worth and Available Liquidity sufficient to satisfy the Minimum Guarantor Financial Requirement. Within sixty (60) days after the death or incapacitation of such individual Guarantor, each substitute guarantor(s) shall # deliver to Administrative Agent the financial reports and statements required to be delivered by Guarantor pursuant to Section 7.1.6, # execute and deliver to Administrative Agent a guaranty agreement and environmental indemnity agreement in substantially the same form as the Guaranty Agreement and Environmental Indemnity Agreement and # execute and deliver to Administrative Agent such other instruments as Administrative Agent may reasonably require in connection with such replacement.

Guarantor Guaranty. Guarantor is an Affiliate of Seller and, as a result thereof, Guarantor receives a direct financial benefit from the transactions contemplated by this Agreement. In consideration of the foregoing benefit, the Purchase Price and other good and valuable consideration paid to Seller at Closing pursuant to this Agreement and as a further inducement for Purchaser to enter into this Agreement, Guarantor, hereby # absolutely, unconditionally and irrevocably guarantees the full and timely performance of the indemnification obligations, covenants and conditions of Seller pursuant to this Article 12 and Seller’s obligations to reimburse Purchaser for reasonable, actual, third party out-of-pocket costs pursuant to Sections 2.4, 9.4, and 10.1 of this Agreement and # agrees to execute a stand-alone guaranty in the form attached hereto as [Exhibit 12.5] (the “Guaranty”). The provisions of this Section 12.5 shall expressly survive the Closing.

Guarantor Accession. The parties hereto acknowledge that # the Credit Parties failed to cause the Subsidiaries listed on Annex C hereto (the “Additional Subsidiaries”) to join the Subsidiary Guaranty and Pledge Agreement and deliver the pledges and other deliverables, in each case, as required under [Section 5.33(a)] of the Credit Agreement and # as of the First Amendment Effective Date, such Additional Subsidiaries have executed and delivered to the Agent, # a joinder to the Subsidiary Guaranty and the Pledge Agreement in substantially in the form of the Guarantor Accession (as defined in the Subsidiary Guaranty) and # such organizational documents, secretary’s certificates and legal opinions in connection therewith as reasonably requested by the Agent. The Agent and the Lenders hereby waive any Default or Event of Default arising from such failure.

In consideration of this Lease having been entered into at its request, the Guarantor covenants and agrees with the Landlord, as a primary obligation, in the terms set out in [Schedule 5].

Guarantor Breach. A breach by Guarantor of any material representation, warranty or covenant set forth in the Guaranty or any other Facility Document, any “event of default” by Guarantor under the Guaranty, any repudiation of the Guaranty by the Guarantor, any termination of the Guaranty or if the Guaranty is not enforceable against the Guarantor; or

Guarantor Documents. Each Guarantor of Payment shall have executed and delivered to the Administrative Agent # a Guaranty of Payment, in form and substance satisfactory to the Administrative Agent, and # a Security Agreement and such other documents or instruments, as may be required by the Administrative Agent to create or perfect the Liens of the Administrative Agent in the assets of such Guarantor of Payment, all to be in form and substance reasonably satisfactory to the Administrative Agent.

Acknowledgment of Guarantor. Each Guarantor hereby acknowledges and agrees to the terms and conditions of this Amendment, acknowledges and reaffirms its/his/her obligations owing to Lender under its/his/her Guaranty, and each other Loan Document to which such Guarantor is a party, and agrees that the Guaranty and other Loan Documents are and shall remain in full force and effect. Although each Guarantor has been informed of the matters set forth herein and has acknowledged and agreed to the same, each Guarantor understands and acknowledges that Lender has no obligation to inform Guarantors of such matters in the future or to seek any Guarantor’s acknowledgement or agreement to future amendments, and nothing herein shall create such a duty.

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