DATE LENDER MAKES WRITTEN DEMAND THEREFOR. IF THE AMOUNTS PAYABLE HEREUNDER
RELATE TO APPLICABLE TAXES WHICH ARE NOT OF GENERAL APPLICATION TO LENDING
INSTITUTIONS MAKING SECURED MORTGAGE LOANS AT SUCH TIME, BORROWER SHALL HAVE THE
OPTION TO PREPAY THE LOAN IN FULL WITHOUT ANY YIELD MAINTENANCE PREMIUM UNLESS
LENDER, AT ITS OPTION, ELECTS NOT TO REQUIRE BORROWER TO PAY SUCH APPLICABLE
TAXES PURSUANT TO THIS SECTION 2.2.3. NOTWITHSTANDING THE FOREGOING, IF THE LOAN
IS TRANSFERRED TO A TRANSFEREE WHICH IS ORGANIZED UNDER THE LAWS OF ANY
JURISDICTION OTHER THAN THE UNITED STATES OF AMERICA OR ANY STATE THEREOF, THE
TRANSFEROR SHALL CAUSE SUCH TRANSFEREE, CONCURRENTLY WITH THE EFFECTIVENESS OF
SUCH TRANSFER, TO FURNISH TO THE TRANSFEROR AND BORROWER EITHER A UNITED STATES
INTERNAL REVENUE SERVICE FORM 4224 OR UNITED STATES INTERNAL REVENUE SERVICE
FORM 1001 (WHEREIN SUCH TRANSFEREE CLAIMS ENTITLEMENT TO COMPLETE EXEMPTION FROM
UNITED STATES FEDERAL WITHHOLDING TAX ON ALL INTEREST PAYMENTS HEREUNDER);
PROVIDED, HOWEVER, THAT IN THE EVENT THAT THE TRANSFEROR FAILS TO CAUSE THE
TRANSFEREE TO FURNISH EITHER SUCH FORM, BORROWER SHALL DEDUCT ANY APPLICABLE
TAXES TO THE EXTENT REQUIRED BY LAW AND PAYMENTS SHALL BE MADE NET OF ANY
APPLICABLE TAXES WITHOUT REGARD TO THE PROVISIONS OF CLAUSE (I) OF THE SECOND
SENTENCE OF THIS SECTION 2.2.3.
2.2.4
NEW PAYMENT DATE. LENDER SHALL HAVE THE RIGHT, TO BE EXERCISED NOT
MORE THAN ONCE DURING THE TERM OF THE LOAN, TO CHANGE THE PAYMENT DATE TO A DATE
OTHER THAN THE SIXTH DAY OF EACH MONTH (A "NEW PAYMENT DATE"), ON THIRTY (30)
DAYS' WRITTEN NOTICE TO BORROWER; PROVIDED, HOWEVER, THAT ANY SUCH CHANGE IN THE
PAYMENT DATE: (I) SHALL NOT MODIFY THE AMOUNT OF REGULARLY SCHEDULED MONTHLY
PRINCIPAL AND INTEREST PAYMENTS, EXCEPT THAT THE FIRST PAYMENT OF PRINCIPAL AND
INTEREST PAYABLE ON THE NEW PAYMENT DATE SHALL BE ACCOMPANIED BY INTEREST AT THE
INTEREST RATE HEREIN PROVIDED FOR THE PERIOD FROM THE PAYMENT DATE IN THE MONTH
IN WHICH THE
15
NEW PAYMENT DATE FIRST OCCURS TO THE NEW PAYMENT DATE, (II) SHALL EXTEND THE
AMORTIZATION COMMENCEMENT DATE TO THE NEW PAYMENT DATE OCCURRING IN THE MONTH
SET FORTH IN THE DEFINITION OF AMORTIZATION COMMENCEMENT DATE, AND (III) SHALL
EXTEND THE STATED MATURITY DATE TO THE NEW PAYMENT DATE OCCURRING IN THE MONTH
SET FORTH IN THE DEFINITION OF STATED MATURITY DATE.
2.3
LOAN REPAYMENT.
2.3.1
REPAYMENT. BORROWER SHALL REPAY THE ENTIRE OUTSTANDING PRINCIPAL
BALANCE OF THE NOTE IN FULL ON THE MATURITY DATE, TOGETHER WITH INTEREST THEREON
TO (BUT EXCLUDING) THE DATE OF REPAYMENT AND ANY OTHER AMOUNTS DUE AND OWING
UNDER THE LOAN DOCUMENTS. BORROWER SHALL HAVE NO RIGHT TO PREPAY OR DEFEASE ALL
OR ANY PORTION OF THE PRINCIPAL EXCEPT IN ACCORDANCE WITH SECTION 2.2.3 ABOVE,
SECTION 2.3.2 BELOW, SECTION 2.3.3 BELOW, SECTION 2.3.4 BELOW, SECTION 2.4 BELOW
AND SECTION 7.4.2 BELOW. EXCEPT DURING THE CONTINUANCE OF AN EVENT OF DEFAULT,
ALL PROCEEDS OF ANY REPAYMENT, INCLUDING ANY PREPAYMENTS OF THE LOAN, SHALL BE
APPLIED BY LENDER AS FOLLOWS IN THE FOLLOWING