SET FORTH IN THIS
SECTION 2.6 OR A PREPAYMENT OF THE ENTIRE LOAN PURSUANT TO SECTION 2.4, 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, OR AFTER THE REQUIREMENTS OF SECTION 2.6.1 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, THE
PROPERTY SHALL BE RELEASED FROM THE LIEN OF THE MORTGAGE.
(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, 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 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 THE PROPERTY.
BORROWER
SHALL PAY TO LENDER ALL REASONABLE ADMINISTRATIVE AND LEGAL COSTS INCURRED IN
CONNECTION WITH SUCH RELEASE.
SECTION 2.7
LOCKBOX ACCOUNT/CASH MANAGEMENT.
2.7.1
LOCKBOX ACCOUNT.
(A)
DURING THE TERM OF THE LOAN, BORROWER SHALL ESTABLISH AND MAINTAIN
AN ACCOUNT (THE "LOCKBOX ACCOUNT") WITH LOCKBOX BANK IN TRUST FOR THE BENEFIT OF
LENDER, WHICH LOCKBOX ACCOUNT SHALL BE UNDER THE SOLE DOMINION AND CONTROL OF
LENDER.
THE LOCKBOX ACCOUNT SHALL BE ENTITLED "BEHRINGER HARVARD ELDRIDGE PLACE
LP, AS BORROWER, AND WACHOVIA BANK, NATIONAL ASSOCIATION, AS LENDER, PURSUANT TO
LOAN AGREEMENT DATED AS OF DECEMBER
, 2006 - LOCKBOX ACCOUNT".
BORROWER
HEREBY GRANTS TO LENDER A FIRST-PRIORITY SECURITY INTEREST IN THE LOCKBOX
ACCOUNT AND ALL DEPOSITS AT ANY TIME CONTAINED THEREIN AND THE PROCEEDS THEREOF
AND WILL TAKE ALL ACTIONS NECESSARY TO MAINTAIN IN FAVOR OF LENDER A PERFECTED
FIRST PRIORITY SECURITY INTEREST IN THE LOCKBOX ACCOUNT, INCLUDING, WITHOUT
LIMITATION, EXECUTING AND FILING UCC-1 FINANCING STATEMENTS AND CONTINUATIONS
THEREOF.
LENDER AND SERVICER SHALL HAVE THE SOLE RIGHT TO MAKE WITHDRAWALS FROM
THE LOCKBOX ACCOUNT AND ALL COSTS AND EXPENSES FOR ESTABLISHING AND MAINTAINING
THE LOCKBOX ACCOUNT SHALL BE PAID BY BORROWER.
ALL MONIES