Guaranty
Guaranty
Guaranty
Shimon Sharon and Eti Sharon, having an address at 42 Ripley Street, Newton, Massachusetts 02459
(collectively and individually, the "Guarantor"), in consideration of the execution and delivery by
Landlord, at the request of the Guarantor, who has a substantial financial interest in the Tenant, of a
certain lease by and between Tremont Suites Limited Partnership (the “Landlord”), and Shimon Sharon,
LLC, a Massachusetts limited liability company (the “Tenant”), of even date, and delivery of certain
demised premises situated in the Condominium known as the Parkside Condominium located at 170
Tremont Street, Boston, MA, as more fully described therein (the lease as from time to time amended is
referred to as the “Lease”), and for the purpose of inducing Landlord to execute and deliver the Lease,
does hereby, absolutely and unconditionally, jointly and severally guarantee to Landlord, its successors
and assigns, (i) the full and prompt payment when due, of all rents, charges and additional sums coming
due under the Lease, together with the performance of all covenants and agreements of the Tenant therein
contained, and together with the full and prompt payment of all damages that may arise or be incurred by
Landlord in consequence of Tenant's failure to perform such covenants and agreements (all such
obligations hereinafter collectively referred to as "Liabilities"), and (ii) the Guarantor further agrees to
pay all expenses, including reasonable attorneys' fees and legal expenses, paid or incurred by Landlord in
endeavoring to collect or enforce the Liabilities or any part thereof and in enforcing this Guaranty. The
payment and performance pursuant to (i) and (ii) hereinabove shall be made or performed by the
undersigned forthwith upon a default by Tenant, and upon request of Landlord. The obligations of the
Guarantor shall be reduced to fifty percent of the Liabilities effective as of the first day of the 25 th month
of the term of the Lease provided that Tenant is not then nor has tenant prior to such date been in default
under the Lease beyond applicable notice and cure periods.
In the event of the dissolution, bankruptcy or insolvency of Tenant, or the inability of Tenant to
pay debts as they mature, or an assignment by Tenant for the benefit of creditors, or the institution of any
bankruptcy or other proceedings by or against Tenant alleging that Tenant is insolvent or unable to pay
debts as they mature, or Tenant's default under the Lease, and if such event shall occur at time when any
of the Liabilities may not then be due and payable, the undersigned agrees to pay to Landlord upon
demand, the full amount which would be payable hereunder by the undersigned if all Liabilities were then
due and payable. The Guarantor further agrees that no such event shall diminish, modify or affect this
Guaranty or the liability of the Guarantor hereunder.
This Guaranty is and shall be a guaranty of payment and not of collectability, and is, and shall be,
absolute and unconditional, and shall remain in full force and effect during the term of the Lease, and
thereafter so long as any Liabilities remain due and payable even though the term shall have expired. An
assignment of the lease or any subletting thereunder shall not release or relieve the Guarantor from his
respective liability hereunder. The liability of Guarantor under this Guaranty shall be primary, direct and
immediate and not conditional or contingent upon the pursuit of any remedies against Tenant or any other
person, nor against securities or liens available to Landlord. Guarantor hereby waives any right to require
that an action be brought against Tenant or any other person or to require that resort be had to any
security. The provisions of this Guaranty shall apply to all renewals, amendments, and extensions of the
Lease.
The Guarantor hereby expressly waives all defenses available to himself as Guarantor or surety,
including, without limitation, (a) notice of the acceptance of this Guaranty, (b) notice of the existence,
creation, amount, modification, amendment, alteration or extension of the Lease, or all or any of the
Liabilities, whether or not such notice is required to be given to Tenant under the terms of the Lease, (c)
presentment, demand, notice of dishonor, protest, and all other notices whatsoever, (d) any benefit of any
exemption law, now or hereafter in effect in any jurisdiction in which enforcement of this Guaranty is
sought, (e) diligence in collection, perfection or protection of or realization upon the Liabilities or any
thereof, any obligation hereunder, or any security for any of the foregoing, and (f) any indulgence granted
to Tenant.
Landlord may, from time to time, without notice to the Guarantor (a) retain a security interest in
any property to secure any of the Liabilities or any obligation hereunder, (b) retain or obtain the primary
or secondary liability of any party or parties in addition to the Guarantor with respect to any of the
Liabilities, (c) release, waive or compromise any liability of any other party or parties primarily or
secondarily liable on any of the Liabilities, (d) release or impair any security interest or lien, if any, in all
or any property securing any of the Liabilities or any obligation hereunder and permit for payment any
substitution or exchange for any such property, and (e) resort to the Guarantor for payment of any
Liabilities, whether or not Landlord shall have resorted to have proceeded against Tenant or any other
party primarily or secondarily liable on any of the Liabilities. No such action or failure to act by
Landlord shall affect the Guarantor's liability hereunder in any manner whatsoever. Any amount received
by Landlord from whatsoever source and applied by it toward the payment of the Liabilities shall be
applied in such order of application as Landlord may from time to time elect.
No delay on the part of the Landlord in the exercise of any right or remedy shall operate as a
waiver thereof, and no final or partial exercise by Landlord of any right or remedy hereunder or under the
Lease shall preclude other or further exercises thereof or the exercises of any other right or remedy. All
such rights and remedies hereunder and under the Lease are intended to be distinct, separate and
cumulative, and not in exclusion of, or a waiver of, any of the others.
The validity of this Guaranty and the obligations of the Guarantor hereunder shall not be
terminated, affected or impaired by reason of any action which Landlord may take or fail to take against
Tenant or by reason of any waiver of, or failure to enforce, any of the rights or remedies reserved to
Landlord in said Lease, or otherwise, or by reason of the bankruptcy or insolvency of Tenant and whether
or not the term of the Lease shall terminate by reason of said bankruptcy or insolvency.
This Guaranty shall be binding upon the Guarantor, and upon their heirs, executors,
administrators, legal representatives, successors and assigns and shall be governed by the laws of the
Commonwealth of Massachusetts.
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Shimon Sharon
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Eti Sharon