ALL OBLIGATIONS, RIGHTS AND DUTIES UNDER AND TO THE NOTE,
TOGETHER WITH THE PLEDGED U.S. OBLIGATIONS TO SUCH SUCCESSOR BORROWER.
SUCH
SUCCESSOR BORROWER SHALL ASSUME THE OBLIGATIONS UNDER THE NOTE AND THE SECURITY
AGREEMENT AND BORROWER SHALL BE RELIEVED OF ITS OBLIGATIONS UNDER SUCH
DOCUMENTS.
BORROWER SHALL PAY ONE THOUSAND AND 00/100 DOLLARS ($1,000) TO ANY
SUCH SUCCESSOR BORROWER AS CONSIDERATION FOR ASSUMING THE OBLIGATIONS UNDER THE
NOTE AND THE SECURITY AGREEMENT.
NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO
THE CONTRARY, NO OTHER ASSUMPTION FEE SHALL BE PAYABLE UPON A TRANSFER OF THE
NOTE IN ACCORDANCE WITH THIS SECTION 2.5.3, BUT BORROWER SHALL PAY ALL COSTS AND
EXPENSES INCURRED BY LENDER, INCLUDING LENDER'S ATTORNEYS' FEES AND EXPENSES AND
ANY FEES AND EXPENSES OF ANY RATING AGENCIES, INCURRED IN CONNECTION THEREWITH.
SECTION 2.6
RELEASE OF PROPERTY.
EXCEPT AS SET FORTH IN THIS
SECTION 2.6 OR SECTION 6.4(E) OR A PREPAYMENT OF THE ENTIRE LOAN PURSUANT TO
SECTION 2.4.2, NO REPAYMENT, PREPAYMENT OR DEFEASANCE OF ALL OR ANY PORTION OF
THE LOAN SHALL CAUSE, GIVE RISE TO A RIGHT TO REQUIRE, OR OTHERWISE RESULT IN,
THE RELEASE OF THE LIEN OF THE MORTGAGE ON THE PROPERTY.
IF THE ENTIRE LOAN HAS
BEEN PREPAID PURSUANT TO SECTION 2.4.2, BORROWER HAS ELECTED TO PREPAY THE
ENTIRE AMOUNT OF THE LOAN PURSUANT TO SECTION 6.4(E) OR AFTER THE REQUIREMENTS
OF THIS SECTION 2.6 HAVE BEEN SATISFIED, THE PROPERTY SHALL BE RELEASED FROM THE
LIEN OF THE MORTGAGE.
2.6.1
RELEASE OF PROPERTY.
(A)
IF BORROWER HAS ELECTED TO DEFEASE THE ENTIRE LOAN AND THE
REQUIREMENTS OF SECTION 2.5 AND THIS SECTION 2.6 HAVE BEEN SATISFIED, ALL OF THE
PROPERTY SHALL BE RELEASED FROM THE LIEN OF THE MORTGAGE AND THE U.S.
OBLIGATIONS, PLEDGED PURSUANT TO THE SECURITY AGREEMENT, SHALL BE THE SOLE
SOURCE OF COLLATERAL SECURING THE NOTE.
(B)
IN CONNECTION WITH THE RELEASE OF THE MORTGAGE, BORROWER SHALL
SUBMIT TO LENDER, NOT LESS THAN THIRTY (30) DAYS PRIOR TO THE DEFEASANCE DATE
(OR SUCH LATER DATE AS MAY BE AGREED TO BY LENDER OR SERVICER) A RELEASE OF LIEN
(AND RELATED LOAN DOCUMENTS) FOR THE PROPERTY FOR EXECUTION BY LENDER.
SUCH
RELEASE SHALL BE IN A FORM APPROPRIATE IN THE JURISDICTION IN WHICH THE PROPERTY
IS LOCATED AND THAT WOULD BE SATISFACTORY TO A PRUDENT LENDER AND CONTAINS
STANDARD PROVISIONS, IF ANY, PROTECTING THE RIGHTS OF THE RELEASING LENDER .
IN
ADDITION, BORROWER SHALL PROVIDE ALL OTHER DOCUMENTATION LENDER REASONABLY
REQUIRES TO BE DELIVERED BY BORROWER IN CONNECTION WITH SUCH RELEASE, TOGETHER
WITH AN OFFICER'S CERTIFICATE CERTIFYING THAT SUCH
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DOCUMENTATION (I) IS IN COMPLIANCE WITH ALL LEGAL REQUIREMENTS, AND (II) WILL
EFFECT SUCH RELEASES IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT.
2.6.2
RELEASE ON PAYMENT IN FULL.
LENDER SHALL, UPON PAYMENT IN FULL OF
ALL PRINCIPAL AND INTEREST DUE ON THE LOAN AND ALL OTHER AMOUNTS DUE AND PAYABLE
UNDER THE LOAN DOCUMENTS IN ACCORDANCE WITH THE TERMS AND PROVISIONS OF THE NOTE
AND THIS AGREEMENT, RELEASE THE LIEN OF THE MORTGAGE ON