Loan No. 10192637
THIS GUARANTY AGREEMENT (this Guaranty) is made effective as of January 24, 2019, by STRATEGIC STORAGE TRUST II, INC., a Maryland corporation, whose address is 10 Terrace Road, Ladera Ranch, CA 92694 (Guarantor) in favor of KEYBANK NATIONAL ASSOCIATION, a national banking association, having an address at 11501 Outlook, Suite 300, Overland Park, Kansas 66211 (together with its successors and assigns, Lender).
The following recitals are a material part of this Guaranty:
A. Lender is making a loan in the principal sum of $104,000,000.00 (the Loan) to SST II 19240 Hwy 12, LLC, SSGT 3252 N US Highway 1, LLC, SST II 501 NW Business Center Dr, LLC, SST II 10325 W Broward Blvd, LLC, SSGT 6 Sun Island Rd, LLC, SST II 9890 Pollock Dr, LLC, SST II 6318 W Sahara Ave, LLC, SST II 590 E Silverado Ranch Blvd, LLC, SST II 338 Jesse St, LLC and SST II 4630 Dick Pond Rd, LLC, each a Delaware limited liability company (individually, collectively, jointly and severally, as the context may require, Borrower), on or about the date of this Guaranty. Guarantor has a significant financial interest in Lenders making of the Loan to Borrower, and will realize significant financial benefit from the Loan. The Loan is evidenced by a Loan Agreement of even date herewith between Borrower and Lender (the Loan Agreement) and one or more promissory notes (individually or collectively, as the context requires, Note) of even date herewith in the principal amount of the Loan made by Borrower in favor of Lender, and is secured in part by one or more deeds of trust/mortgages/deeds to secure debt (individually and collectively, as the context may require, the Security Instrument) encumbering Borrowers interest in the Property (as defined in the Loan Agreement) and is further evidenced and secured by the Loan Documents (as defined in the Loan Agreement). The Loan Documents are hereby incorporated by this reference as if fully set forth in this Guaranty. Any capitalized terms used in this Guaranty and not otherwise defined herein shall have the meaning set forth in the Loan Agreement.
B. Lender has required that Guarantor guaranty to Lender the payment of Borrowers liabilities pursuant to Section 9.3 of the Loan Agreement (the Recourse Liabilities).
C. Lender is unwilling to make the Loan to Borrower absent this Guaranty.
In consideration of Lenders agreement to make the Loan to Borrower and other good and valuable consideration, the receipt and legal sufficiency of which is hereby acknowledged, Guarantor hereby states and agrees as follows:
1. Request to Make Loan. Guarantor hereby requests that Lender make the Loan to Borrower and that Lender extend credit and give financial accommodations to Borrower, as Borrower may desire and as Lender may grant, from time to time, whether to the Borrower alone or to the Borrower and others, and specifically to make the Loan described in the Loan Documents.