BORROWER SHALL, AT LENDER'S OPTION, PREPAY
THE OUTSTANDING PRINCIPAL BALANCE OF THE LOAN IN AN AMOUNT EQUAL TO ONE HUNDRED
PERCENT (100%) OF SUCH NET PROCEEDS TOGETHER WITH INTEREST THAT WOULD HAVE
ACCRUED ON SUCH AMOUNTS THROUGH THE NEXT MONTHLY PAYMENT DATE AND SHALL HAVE THE
OPTION TO PREPAY THE REMAINING OUTSTANDING PRINCIPAL BALANCE OF THE LOAN
TOGETHER WITH ACCRUED INTEREST THEREON WITHIN 180 DAYS OF LENDER'S DETERMINATION
TO APPLY NET PROCEEDS TO THE LOAN. THE FULL AMOUNT OF ANY SUCH PREPAYMENT SHALL
BE APPLIED TO THE LOAN AND ANY AMOUNT OF SUCH PREPAYMENT IN EXCESS OF THAT
REQUIRED TO PAY THE DEBT IN FULL SHALL BE DISTRIBUTED IN THE FOLLOWING ORDER OF
PRIORITY:
(I) IF ANY PORTION OF THE MEZZANINE LOAN, IF ANY, IS OUTSTANDING, TO
THE MEZZANINE LENDER TO BE APPLIED IN ACCORDANCE WITH THE MEZZANINE LOAN
AGREEMENT, AND (II) IF NO PORTION OF ANY MEZZANINE LOAN IS OUTSTANDING, TO
BORROWER. NO YIELD MAINTENANCE PREMIUM SHALL BE DUE IN CONNECTION WITH ANY
PREPAYMENT MADE PURSUANT TO THIS SECTION 2.4.2. ANY PREPAYMENT RECEIVED BY
LENDER PURSUANT TO THIS SECTION 2.4.2 ON A DATE OTHER THAN A MONTHLY PAYMENT
DATE SHALL BE HELD BY LENDER AS COLLATERAL SECURITY FOR THE LOAN IN AN INTEREST
BEARING ACCOUNT, WITH SUCH INTEREST ACCRUING TO THE BENEFIT OF BORROWER, AND
SHALL BE APPLIED BY LENDER ON THE NEXT MONTHLY PAYMENT DATE.
2.4.3
PREPAYMENTS AFTER DEFAULT.
IF AFTER THE OCCURRENCE AND DURING THE
CONTINUANCE OF AN EVENT OF DEFAULT, PAYMENT OF ALL OR ANY PART OF THE PRINCIPAL
OF THE LOAN IS TENDERED BY BORROWER, A PURCHASER AT FORECLOSURE OR ANY OTHER
PERSON, SUCH TENDER SHALL BE DEEMED AN ATTEMPT TO CIRCUMVENT THE PROHIBITION
AGAINST PREPAYMENT SET FORTH IN SECTION 2.4.1 AND BORROWER, SUCH PURCHASER AT
FORECLOSURE OR OTHER PERSON SHALL PAY TO LENDER THE OUTSTANDING
24
PRINCIPAL BALANCE OF THE LOAN, ALL ACCRUED AND UNPAID INTEREST THEREON, ALL
OTHER AMOUNTS PAYABLE UNDER THE LOAN DOCUMENTS, PLUS, IF ANY SUCH PREPAYMENT IS
MADE PRIOR TO AUGUST 1, 2011, A PAYMENT EQUAL TO THE YIELD MAINTENANCE PREMIUM.
THE FULL AMOUNT OF ANY SUCH PREPAYMENT SHALL BE APPLIED BY LENDER TOWARD THE
PAYMENT OF INTEREST AND/OR PRINCIPAL OF THE LOAN AND/OR ANY OTHER AMOUNTS DUE
UNDER THE LOAN DOCUMENTS IN SUCH ORDER, PRIORITY AND PROPORTIONS AS LENDER IN
ITS SOLE DISCRETION SHALL DEEM PROPER.
SECTION 2.5
RELEASE.
2.5.1
RELEASE OF PROPERTY.
EXCEPT AS SET FORTH IN THIS SECTION 2.5, NO
REPAYMENT OR PREPAYMENT OF ALL OR ANY PORTION OF THE NOTE SHALL CAUSE, GIVE RISE
TO A RIGHT TO REQUIRE, OR OTHERWISE RESULT IN, THE RELEASE OF ANY LIEN OF THE
MORTGAGE ON THE PROPERTY. LENDER SHALL, UPON THE WRITTEN REQUEST AND AT THE
EXPENSE OF BORROWER, UPON PAYMENT IN FULL OF ALL PRINCIPAL AND INTEREST ON THE
LOAN AND ALL OTHER AMOUNTS DUE AND PAYABLE UNDER THE LOAN DOCUMENTS IN
ACCORDANCE WITH THE TERMS AND PROVISIONS OF THE NOTE, THIS AGREEMENT AND THE
OTHER LOAN DOCUMENTS, RELEASE OR ASSIGN (WITHOUT RECOURSE, REPRESENTATION OR
WARRANTY) THE