Back to top

GUARANTY AGREEMENT

Guarantee Agreement

GUARANTY AGREEMENT | Document Parties: AMERICA'S CAR MART, INC | BANK OF ARKANSAS, N.A. | COLONIAL AUTO FINANCE, INC You are currently viewing:
This Guarantee Agreement involves

AMERICA'S CAR MART, INC | BANK OF ARKANSAS, N.A. | COLONIAL AUTO FINANCE, INC

. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here.
Title: GUARANTY AGREEMENT
Governing Law: Arkansas     Date: 3/12/2007
Industry: Retail (Specialty)     Sector: Services

GUARANTY AGREEMENT, Parties: america's car mart  inc , bank of arkansas  n.a. , colonial auto finance  inc
50 of the Top 250 law firms use our Products every day

 

 

Exhibit 4.3

GUARANTY AGREEMENT

 

 

THIS GUARANTY AGREEMENT (“Guaranty”) is made and delivered effective as of December 31, 2006, by the undersigned, AMERICA’S CAR MART, INC. , an Arkansas corporation (the “Guarantor”), to BANK OF ARKANSAS, N.A. with its principal office and place of business in Fayetteville, Arkansas, as agent for the Banks (as defined in the Credit Agreement)(“Agent”).

 

RECITALS

 

A.      Banks have agreed to make a loan to COLONIAL AUTO FINANCE, INC. (“Borrower”), in the principal amount of FORTY MILLION DOLLARS ($40,000,000) (the “Loan”) pursuant to the terms and conditions of the Amended and Restated Agented Revolving Credit Agreement dated June 23, 2005, between Borrower and Banks (as amended, the “Credit Agreement”). Borrower’s obligation to repay the Loan is evidenced by Borrower’s promissory notes of even date payable to the order of Banks in the aggregate amount of $40,000,000 (separately and collectively, the “Note”).

 

B.      Guarantor will benefit directly and indirectly from the making of the Loan to Borrower.

 

C.      Banks are unwilling to extend the Loan to or otherwise deal with Borrower unless they receive an unconditional and continuing guaranty from Guarantor covering all “Obligations” (as hereinafter defined).

 

 

AGREEMENT

 

For and in consideration of the Recitals and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by Guarantor, and in order to induce Banks to extend the Loan to Borrower, Guarantor hereby agrees with Banks as follows:

 

Section 1.       Guarantee . Guarantor hereby absolutely and unconditionally guarantees to Banks and their successors and assigns the due and punctual payment of all liabilities and the performance of all obligations of Borrower to Banks under the Note, and any other document or instrument executed by Borrower in connection with the Loan, primary or secondary (whether by way of endorsement or otherwise), whether now existing or hereafter arising, whether arising out of contracts, torts or otherwise, whether created directly with Banks or acquired by Banks through assignment, endorsement or otherwise; whether matured or unmatured; whether absolute or contingent; whether joint or several; as and when the same become due and payable (whether by acceleration or otherwise), in accordance with the terms of any such instruments, accounts receivable and other security agreements, contracts, drafts, leases or chattel paper, evidencing any such indebtedness, obligations or liabilities, including all renewals, extensions or modifications thereof (all liabilities and obligations of Borrower to Banks, including all of the foregoing, being hereinafter collectively referred to as the “Obligations”).

 

Section 2.       Operation of Guaranty . This is a guaranty of payment and not of collection, and Guarantor expressly waives any right to require that any action be brought against Borrower or any other guarantor of the Obligations or with respect to any security therefor. If Borrower shall default in payment or performance of any of the Obligations when due, Guarantor, upon written

 


 

demand by Banks, without notice other than such demand and without the necessity of further action by Banks, will promptly and fully make such payments and indemnify Banks and its officers, directors, employees, representatives, counsel and agents from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind whatsoever which may at any time (including without limitation at any time following payment of the Loan and Note) be imposed on, incurred by or asserted against any such person in any way relating to or arising out of Borrower’s failure to pay its indebtedness to Banks subject to the limitations set forth in Section 1 . All payments by Guarantor shall be made in any coin or currency of the United States of America which on the respective dates of payment thereof is legal tender for the payment of public and private debts and which is immediately available to Banks at their principal offices in Arkansas (or such other place as Banks may designate in writing). Each default in payment or performance of the Obligations shall give rise to a separate cause of action hereunder, and separate suits may be brought hereunder as each cause of action arises.

 

Section 3.       Obligations of Guarantor Absolute and Unconditional . The obligations of Guarantor hereunder shall be absolute and unconditional, shall remain in full force and effect until (i) Guarantor has paid to Agent the full amount of its obligations hereunder, or (ii) all of the Obligations shall have been fully and indefeasibly paid and performed and shall not be impaired, modified, released or limited by any occurrence or condition whatsoever (other than full, final and indefeasible payment and performance of all of the Obligations) , including without limitation (a) any compromise, settlement, release, waiver, renewal, extension, indulgence or modification of or change in any of the Obligations, (b) any impairment, modification, release or limitation of the liability of Borrower, or any security for the Obligations, or any remedy for the enforcement thereof, resulting from the operation of any present or future provision of the U. S. Bankruptcy Code, as amended, or other statute or from the decision of any court, (c) the assertion or exercise by Banks of any other rights or remedies with respect to the Obligations or its delay in exercising or failure to assert or exercise any such rights or remedies, (d) the assignment or mortgaging or the purported assignment or mortgaging of any property as security for the Obligations, or the release of any such security, (e) any limitation of Borrower’s liability for the payment or performance of the Obligations imposed by applicable law, (f) the extension of the time for payment or performance of any of the Obligations or the extension or the renewal of any thereof, (g) the modification or amendment (whether material or otherwise) of the Note, (h) the voluntary or involuntary liquidation, dissolution, sale or other disposition of all or substantially all of the assets, marshaling of assets and liabilities, receivership, insolvency, bankruptcy, assignment for the benefit of creditors, reorganization, arrangement, composition or readjustment of, or other similar proceeding affecting Borrower, Guarantor, any other guarantor of the Obligations, or any of their affiliates, or any of their assets, or the disaffirmance of this Guaranty in any such proceeding, (i) the release, substitution or replacement of any security for the Obligations or any other guaranty thereof, (j) acceptance by Banks of any payment or performance which is defeasible, void or voidable, as a preference or otherwise, (k) the unenforceability, invalidity or voidability of the Note, or (1) any other occurrence, event or circumstance which might, but for this provision, constitute a legal or equitable discharge or defense of a guarantor or surety.

 

Section 4.       Waiver of Notice, etc . Guarantor unconditionally waives: (a) notice of any of the matters referred to in Section 2 hereof except written demand for payment hereunder; (b) any demand, proof or notice of nonpayment of the principal of or interest on the Note or of any other default in the due and timely payment and performance of any of the Obligations; (c) with respect to the Note, presentment for payment, notice of dishonor, protest and notice of protest; (d) all other notices to which Guarantor would otherwise be entitled; (e) the benefits of all provisions of law for a

 

2


 

stay or delay of execution or any other remedy against Guarantor until a proceeding be commenced or a judgment be obtained against Borrower and be returned unsatisfied; and (f) to the fullest extent permitted by applicable law, all other rights and defenses of a guarantor or surety.

 

Section 5.       No Right of Setoff . No act of commission or omission of any kind or at any time upon the part of Borrower or Banks in respect of any matter whatsoever shall in any way affect or impair the rights of Banks to enforce any right, power or benefit of Banks under this Guaranty, and no setoff, claim, reduction or diminution of any obligation or any defense of any kind or nature which Guarantor has or may have against Borrower or Banks shall be available to Guarantor against Banks in any suit or action brought by Banks to enforce any right, power or benefit under this Guaranty.

 

If any process is issued or ordered to be served upon Banks, seeking to seize Borrower’s or Guarantor’s rights or interests in any bank accounts maintained with Banks, the balances in any such accounts shall immediately be deemed to have been and shall be set off against any and all Obligations or all obligations and liabilities of the Guarantor, as of the time of the issuance of any such writ or process, whether or not Borrower, Guarantor or Banks shall then have


 
SITE SEARCH

AGREEMENTS / CONTRACTS

Document Title:

Entire Document: (optional)

Governing Law:(optional)


Try our advanced search >>
 

CLAUSES

Search Contract Clauses >>

Browse Contract Clause Library>>

Get Email Updates
Email:
This is only a partial view of this document. We have millions of legal documents and clauses drafted by top law firms. learn more search for free browse for free learn more