Agmt06 Comcast of California - Laserfiche WebLink

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EXHIBIT E CORPORATE GUARANTY THIS AGREEMENT is made this - day of ,20_, between ("Guarantor"), the City of Redwood City, California ("Franchising Authority"), and ("Company"). WITNESSETH WHEREAS, the Franchising Authority has entered into a Cable Television Franchise Agreement dated March I, 2006 with the Company pursuant to Ordinance No. ("Franchise Agreement"), pursuant to which the Franchising Authority has granted the Company a Franchise, to own, operate, and maintain a cable television system ("System"); and WHEREAS, Guarantor is the parent company of the Company and has a substantial interest in the System and the conduct of the Company in complying with the Franchise Agreement and any and all amendments thereof and any agreements related thereto, which Franchise Agreement and amendments are hereby specifically referred to, incorporated herein, and made a part hereof; and WHEREAS, the Guarantor desires to provide its unconditional guaranty of Company's obligations under the Franchise Agreement. NOW, THEREFORE, in consideration ofthe foregoing premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Guarantor hereby unconditionally guarantees the due and punctual payment and performance of all of the debts, liabilities and obligations of Company contained in the Franchise Agreement ("Indebtedness"). This Agreement, unless terminated, substituted, or canceled, as provided herein, shall remain in full force and effect for the duration of the term of the Franchise Agreement, except as expressly provided otherwise in the Franchise Agreement. Upon substitution of another Guarantor reasonably satisfactory to the Franchising Authority, this Agreement may be terminated, substituted, or canceled upon thirty (30) days prior written notice from Guarantor to the Franchising Authority and the Company. Such termination shall not affect liability incurred or accrued under this Agreement prior to the effective date of such termination or cancellation. The Guarantor will not exercise or enforce any right of contribution, reimbursement, recourse or subrogation available to the Guarantor against the Company or any other Person liable for payment ofthe Indebtedness or any collateral security therefor, unless and until all of the Indebtedness shall have been fully paid and discharged. The Guarantor will payor reimburse the Franchising Authority for all costs and expenses (including reasonable attorneys' fees and legal expenses) incurred by the Franchising Authority