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10.3
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Guaranty of Medical Infusions Technologies Inc. in favor of
Globank Corp. dated as of July 29, 2008
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GUARANTY OF MEDICAL INFUSION TECHNOLOGIES, INC.
THIS GUARANTY (this “Guaranty”) dated
July 29, 2008 is made by Medical Infusion Technologies, Inc. (the
“Guarantor”), a Georgia corporation, in favor of
Globank Corp. (the “Lender”), a Nevada corporation.
WHEREAS , Lender has agreed to make a loan in the
principal amount of $500,000.00 to MIT Holding, Inc. (the
“Borrower”) as provided in the promissory note between
Lender and Borrower dated the date hereof (the “Promissory
Note”); and
WHEREAS, Lender has requested that Guarantor
guarantee Borrower’s obligations under the Promissory
Note.
Accordingly the Guarantor agrees as follows:
SECTION 1. GUARANTY .
1.1 The Guaranty . The Guarantor hereby guaranties the
full and punctual payment and performance when due (whether at
stated maturity, upon acceleration or otherwise) of all amounts
payable by, and all other obligations to be performed by, the
Borrower under the Promissory Note, whether now due or hereafter
arising. Upon failure by the Borrower to pay punctually any such
payment, or to perform punctually any such other obligations, the
Guarantor shall forthwith on demand pay the amount not so paid in
immediately available funds at the place specified in the
Promissory Note or perform such obligations, as the case may
be.
1.2 Guaranty Unconditional . The obligations of the
Guarantor hereunder shall be irrevocable, unconditional and
absolute without regard to:
(a) any extension, renewal, settlement, compromise,
indulgence, waiver or release in respect of any obligation of the
Borrower or any other party thereto under the Promissory Note;
(b) any modification or amendment of or supplement to the
Promissory Note;
(c) any release, non-perfection or invalidity of any direct or
indirect security for any obligation of the Borrower or any other
party thereto under the Promissory Note;
(d) any change in the corporate existence, structure or
ownership of, or any insolvency, bankruptcy, reorganization or
other similar proceeding affecting, the Borrower or its assets;
(e) any invalidity or unenforceability (for any reason)
relating to or against the Borrower or any provision of applicable
law or regulation purporting to prohibit the payment by the
Borrower of (or to reduce or otherwise limit the obligation of the
Borrower to pay) any amount payable by the Borrower under the
Promissory Note; or
(1) any exercise or failure to exercise by the Lender of any
other rights or remedies it may have under the Promissory Note or
the exercise by the Lender of its rights and remedies in any manner
or order.
1.3 Discharge Upon Payment in Full: Reinstatement in
Certain Circumstances . The Guarantor’s obligations
hereunder shall remain in full force and effect until the amounts
payable by the Borrower under the Promissory Note shall have been
paid in full. If at any time any amount payable by the Borrower
under the Promissory Note is rescinded or must be otherwise
restored or returned upon the insolvency, bankruptcy or
reorganization of the Borrower or otherwise, the Guarantor’s
obligations hereunder with respect to such payment shall be
reinstated at such time as
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