Greenshift Corporation (GERS)

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12 GUARANTY AGREEMENT

Both Viridis Capital, LLC ("Viridis"), the majority shareholder of the Company, and its sole member, Kevin Kreisler, the Company's chairman, have guaranteed nearly all of the Company's senior debt (in the outstanding amount of about $42 million), and Viridis has pledged all of its assets, including its shares of Company Series D Preferred Stock, to YA Global Investments, LP ("YAGI"), to secure the repayment by the Company of its obligations to YAGI.