TO THIS AGREEMENT
OR ANY OTHER LOAN DOCUMENT(S)).
41
SECTION 3.9.
METHOD AND PLACE OF PAYMENT FROM
THE COLLECTION ACCOUNT TO AGENT.
(A)
EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED
HEREIN, ALL PAYMENTS AND PREPAYMENTS UNDER THIS AGREEMENT AND THE NOTE SHALL BE
MADE TO AGENT NOT LATER THAN 2:00 P.M., NEW YORK CITY TIME, ON THE DATE WHEN DUE
AND SHALL BE MADE IN LAWFUL MONEY OF THE UNITED STATES OF AMERICA BY WIRE
TRANSFER IN FEDERAL OR OTHER IMMEDIATELY AVAILABLE FUNDS TO THE COLLECTION
ACCOUNT AT LASALLE BANK NATIONAL ASSOCIATION, ABA NO. 071-000-505, ACCOUNT
NO. 720534.1, ATTENTION BRIAN GRANEY (312) 904-2047 AND AGENT SHALL DISBURSE
SUCH PAYMENTS TO THE PERSON ENTITLED THERETO ON THE BUSINESS DAY OF RECEIPT OF
SUCH PAYMENTS (OR THE NEXT BUSINESS DAY IF THE PAYMENTS ARE RECEIVED AFTER
2:00 P.M., NEW YORK CITY TIME ON SUCH BUSINESS DAY) TO THE ACCOUNT DESIGNATED BY
SUCH PERSON IN WRITING TO AGENT FROM TIME TO TIME. ANY FUNDS RECEIVED BY AGENT
AFTER SUCH TIME SHALL, FOR ALL PURPOSES HEREOF, BE DEEMED TO HAVE BEEN PAID ON
THE NEXT SUCCEEDING BUSINESS DAY. AGENT SHALL NOTIFY BORROWER IN WRITING OF ANY
CHANGES IN THE ACCOUNT TO WHICH PAYMENTS ARE TO BE MADE. ALL PAYMENTS MADE BY
BORROWER HEREUNDER, OR BY BORROWER UNDER THE OTHER LOAN DOCUMENTS, SHALL BE MADE
IRRESPECTIVE OF, AND WITHOUT ANY DEDUCTION FOR, ANY SET-OFFS OR COUNTERCLAIMS.
(B)
EXCEPT TO THE EXTENT OTHERWISE PROVIDED
HEREIN, (I) EACH PAYMENT OR PREPAYMENT OF PRINCIPAL OF THE LOAN BY BORROWER
SHALL BE MADE TO AGENT FOR THE ACCOUNT OF THE LENDERS PRO RATA IN ACCORDANCE
WITH THE RESPECTIVE UNPAID PORTION OF THE LOAN HELD BY SUCH LENDERS AND
(II) EACH PAYMENT OF INTEREST ON THE LOAN BY BORROWER SHALL BE MADE TO AGENT FOR
THE ACCOUNT OF THE LENDERS PRO RATA IN ACCORDANCE WITH THE AMOUNTS OF INTEREST
ON THE PORTION OF THE LOAN HELD BY SUCH LENDERS THEN DUE AND PAYABLE TO THE
RESPECTIVE LENDERS.
SECTION 3.10.
TAXES.
ALL PAYMENTS MADE BY BORROWER
UNDER THE NOTE AND THIS AGREEMENT SHALL BE MADE FREE AND CLEAR OF, AND WITHOUT
DEDUCTION OR WITHHOLDING FOR OR ON ACCOUNT OF, ANY PRESENT OR FUTURE INCOME,
STAMP OR OTHER TAXES, LEVIES, IMPOSTS, DUTIES, CHARGES, FEES, DEDUCTIONS OR
WITHHOLDINGS, NOW OR HEREAFTER IMPOSED, LEVIED, COLLECTED, WITHHELD OR ASSESSED
BY ANY GOVERNMENTAL AUTHORITY (OTHER THAN TAXES IMPOSED ON THE INCOME OF THE
LENDERS).
SECTION 3.11.
RELEASE OF COLLATERAL.
(A)
NOTWITHSTANDING ANY OTHER PROVISION OF THIS
AGREEMENT OR ANY OTHER LOAN DOCUMENT, UPON THE OCCURRENCE OF A CAPITAL EVENT
WITH RESPECT TO ANY PROPERTY AS DESCRIBED IN SECTION 3.7(A) HEREOF OR A
MANDATORY PREPAYMENT OF AN ADVANCE WITH RESPECT TO ANY PROPERTY REQUIRED UNDER
SECTION 3.7(C) HEREOF, AGENT, ON BEHALF OF THE LENDERS, SHALL, SIMULTANEOUSLY
WITH SUCH CAPITAL EVENT, RELEASE OF RECORD EITHER (X) THE RELATED MEMORANDUM OF
NEGATIVE PLEDGE, IF THE RELATED MORTGAGE AND ASSIGNMENT OF RENTS AND LEASES HAVE
NOT BEEN PREVIOUSLY RECORDED OR (Y) THE LIEN OF THE RELATED MORTGAGE AND UCC-1
FINANCING STATEMENTS