I, _____________, (hereinafter referred to as “Guarantor”) having the principal address of ________________________; hereby guarantee the full and prompt payment of all past, future, and present payment obligations of Advertiser, _______________. under the Agreement entered into by and between Advertiser and Clickbooth.com, LLC. (“Clickbooth”). Guarantor hereby gives this irrevocable personal guarantee to Clickbooth.com, LLC as consideration and enticement of Clickbooth to provide marketing services to Advertiser, and I, the Guarantor, affirmatively state that I have entered into this Personal Guarantee (“Guarantee”) of my own volition after being fully advised of the circumstances and understanding that I shall be personally liable for the actions, accounts, and payments of Advertiser.
1. Pursuant to the terms of this Guarantee, Guarantor hereby absolutely and unconditionally guarantees the full and prompt payment of any and all amounts that Advertiser may now or hereafter owe to Clickbooth on account of: (a) the purchase price of any goods or services sold by Clickbooth to Advertiser; (b) any obligations arising pursuant to the terms and operation of any consignment agreement; and/or (c) any business transactions between Clickbooth and Advertiser. Payment of the aforementioned obligations shall be upon such prices, terms, conditions, credit and agreements as may be agreed upon by and between Clickbooth and Advertiser from time to time and all without notice to Guarantor.
2. The liability of Guarantor under this Guarantee shall not be affected or released by, and Guarantor hereby waives notice of any extension of credit or of time of payment or any other indulgence given by Clickbooth to Advertiser or any acceptance by Clickbooth of notes or other negotiable paper or any security or Clickbooth’s arriving at any composition or agreement as to the amount and terms of said indebtedness or any other variation or alteration in said indebtedness, or any release of any security for said indebtedness with or without substitution, and this Guarantee is to continue in full force and effect until after ten (10) days from receipt by Clickbooth of written notice from Guarantor, which notice shall have the effect of withdrawing this Guarantee for obligations arising after said ten (10) days have expired, but not before. Guarantor waives any right to receive disclosures of the debtor's financial condition and risk. Further, Guarantor assumes all responsibility for staying advised as to Advertiser's financial condition.
3. The liability of Guarantor hereunder shall include all principal, accrued interest, reasonable attorneys’ fees and reasonable expenses and disbursements in the collection of the amount due, and this is a continuing guarantee for a running account and shall bind Guarantor regardless of any previous amounts owing and/or paid to Clickbooth by Advertiser. Guarantor hereby willingly and knowingly consents to a confession of judgment in the event of Guarantor's default on its obligations under this Guarantee.
4. The liability of Guarantor is joint and several with that of Advertiser (and if there be more than one undersigned, joint and several amongst each of them) and creates liabilities and obligations independent of those of Advertiser and, as such, a separate action may be brought against Guarantor without first proceeding against Advertiser. Any partial payment of indebtedness or obligation of Advertiser shall toll any statute of limitations against Guarantor.
5. To the extent permitted by Florida State law, Guarantor waives any right that it (or they) may have to require Clickbooth (a) to proceed against Advertiser; (b) to proceed against or exhaust any collateral or other security that Clickbooth may hold; or (c) to take any other action, as a condition precedent to the liability of Guarantor to Clickbooth. Guarantor further waives any defense arising out of the absence, impairment or loss of any right of reimbursement or subrogation, or other right or remedy of Guarantor against Advertiser or any disability or defense of Advertiser, or by reason of cessation of liability of Advertiser for any reason other than payment in full of all sums owing to Clickbooth.
6. To the extent permitted by Florida State law, notice of acceptance of this Guarantee, of any business transaction by Clickbooth with Advertiser, of maturity of any of the aforesaid indebtedness and of any default in payment to Clickbooth by Advertiser of any such indebtedness, is hereby waived.
7. Guarantor further agrees to pay all expenses of Clickbooth in enforcing and/or collecting payment in connection with this Guarantee including, but not limited to, all legal fees and expenses. Guarantor further agrees that, to the extent Guarantor makes a payment or payments to Clickbooth which payment or payments or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy act, state or federal law, common law or equitable cause, then to the extent of such payment or repayment, the obligation or part thereof intended to be satisfied shall be revived and continued in full force and effect as if said payment had not been made.
8. This Guarantee shall be equally effective, according to its tenor, with respect to obligations of Advertiser to Clickbooth or any of its subsidiaries or affiliated corporations and shall be enforceable by any of the foregoing or any assignee of the indebtedness guaranteed.
9. No delay or failure of Clickbooth at any time to demand strict adherence to the terms hereof shall be deemed to constitute a course of conduct inconsistent with Clickbooth’s right at any time to demand strict adherence to the terms hereof.
10. Guarantor represents and warrants to Clickbooth as follows: (a) Guarantor has the full power and authority to execute and deliver this Guarantee; (b) there are no actions, suits or proceedings pending or, to the knowledge of Guarantor, threatened against or affecting the properties of the Guarantor in any court; and (c) no federal or state tax liens have been filed or threatened against Guarantor, nor is Guarantor in default or claimed default under any agreement for borrowed money. Guarantor, recognizing that its individual credit history may be a necessary factor in the evaluation of this Guarantee, hereby consents to and authorizes the use of a consumer credit report(s) on Guarantor by Clickbooth, as may be needed in the credit evaluation process.
11. Should any part, term or provision of this Guarantee be decided by the courts to be illegal or in conflict with any law of the State of Florida, the validity of the remaining portions or provisions of this Guarantee shall not be affected thereby.
12. The Federal Equal Credit Opportunity Act prohibits creditors from discriminating against credit applicants on the basis of race, color, religion, national origin, sex, marital status, age; (providing the applicant has the capacity to enter into a binding contract); because all or part of the applicant’s income derives from any public assistance program; or because the applicant has in good faith exercised any right under the Consumer Credit Protection Act. The federal agency that administers compliance with this law concerning this creditor is Federal Trade Commission, Equal Credit Opportunity, Washington, D.C. 20580.