(K)
BORROWER SHALL HAVE DISTRIBUTED TO MEZZANINE BORROWER AND MEZZANINE
BORROWER SHALL HAVE PAID ANY AMOUNTS REQUIRED TO BE PAID UNDER THE MEZZANINE
LOAN AGREEMENT TO MEZZANINE LENDER IN CONNECTION WITH THE RELEASE OF THE RELEASE
PROPERTY AND SHALL HAVE SATISFIED ALL CONDITIONS FOR THE RELEASE OF THE RELEASE
PROPERTY SET FORTH IN THE MEZZANINE LOAN DOCUMENTS;
(L)
BORROWER SHALL SUBMIT TO LENDER FOR EXECUTION, NOT LESS THAN
FIFTEEN (15) DAYS PRIOR TO THE DATE OF THE PROPOSED RELEASE, A RELEASE OF LIEN
(AND RELATED LOAN DOCUMENTS) FOR THE RELEASE PROPERTY.
SUCH RELEASE
DOCUMENTATION SHALL BE IN FORM APPROPRIATE IN THE JURISDICTION IN WHICH THE
RELEASE PROPERTY IS LOCATED AND REASONABLY SATISFACTORY TO LENDER.
IN ADDITION,
BORROWER SHALL PROVIDE ALL OTHER DOCUMENTATION LENDER REASONABLY REQUIRES TO BE
DELIVERED BY BORROWER IN CONNECTION WITH SUCH RELEASE;
(M)
BORROWER SHALL PROVIDE LENDER WITH EVIDENCE THAT THE PREPAYMENT AND
RELEASE OF THE APPLICABLE PROPERTY IS IN CONNECTION WITH (1) A BONA FIDE ARMS
LENGTH SALE TO A THIRD PARTY NOT AFFILIATED WITH BORROWER, (2) A CONVEYANCE FOR
OTHER BONA FIDE SUBSTANTIAL BUSINESS PURPOSE (OTHER THAN ANY REFINANCING OF A
PORTION OF THE LOAN) REASONABLY ACCEPTABLE TO LENDER OR (3) A CONVEYANCE OF A
PROPERTY IN THE INSTANCE IN WHICH LENDER DOES NOT MAKE INSURANCE PROCEEDS OR
CONDEMNATION PROCEEDS, AS THE CASE MAY BE, AVAILABLE FOR ANY RESTORATION THEREOF
AND BORROWER SATISFIES ALL THE CONDITIONS OF THIS SECTION 2.4(C)(II); AND
(N)
BORROWER SHALL DEPOSIT INTO THE PIP RESERVE ACCOUNT THE AMOUNTS
REQUIRED BY LENDER PURSUANT TO SECTION 9.2(C).
(III)
PREPAYMENTS IN GENERAL.
ALL PAYMENTS AND PREPAYMENTS OF THE
LOAN, WHETHER VOLUNTARY, INVOLUNTARY, AT THE MATURITY DATE OR OTHERWISE (BUT
EXCLUSIVE OF
34
PREPAYMENTS MADE PURSUANT TO SECTION 2.4(D) HEREOF) SHALL INCLUDE IN THE EVENT
THAT ANY SUCH REPAYMENT OR PREPAYMENT IS MADE ON A DAY OTHER THAN A PAYMENT
DATE, A SUM EQUAL TO THE AMOUNT OF INTEREST WHICH WOULD HAVE ACCRUED UNDER THIS
AGREEMENT THROUGH THE END OF THE INTEREST PERIOD IN WHICH THE NEXT PAYMENT DATE
OCCURS.
FOR PURPOSES OF THIS AGREEMENT, AN INVOLUNTARY PREPAYMENT SHALL BE
DEEMED TO INCLUDE, BUT NOT BE LIMITED TO, A PREPAYMENT OF THE LOAN IN CONNECTION
WITH OR FOLLOWING THE LENDER'S ACCELERATION OF THE OUTSTANDING BALANCE OF THE
LOAN, WHETHER OR NOT THE MORTGAGE IS SATISFIED OR RELEASED BY FORECLOSURE
(WHETHER BY POWER OF SALE OR JUDICIAL PROCEEDING), DEED IN LIEU OF FORECLOSURE
OR BY OTHER MEANS, INCLUDING, WITHOUT LIMITATION, REPAYMENT OF THE LOAN BY THE
BORROWER OR ANY OTHER PERSON PURSUANT TO ANY STATUTORY OR COMMON LAW RIGHT OF
REDEMPTION.
(D)
INSURANCE AND CONDEMNATION PROCEEDS; EXCESS INTEREST.
NOTWITHSTANDING ANY OTHER PROVISION HEREIN TO THE CONTRARY, AND PROVIDED NO
DEFAULT EXISTS, BORROWER SHALL NOT BE REQUIRED TO PAY ANY PREPAYMENT PREMIUM IN
CONNECTION WITH ANY PREPAYMENT OCCURRING SOLELY AS A RESULT OF (I) THE
APPLICATION OF INSURANCE PROCEEDS OR CONDEMNATION PROCEEDS PURSUANT TO THE TERMS
OF THE LOAN DOCUMENTS, OR (II) THE APPLICATION OF ANY INTEREST IN EXCESS OF THE
MAXIMUM RATE PERMITTED BY APPLICABLE