SECTION 2.2.5), LENDER RECEIVES
AN AMOUNT EQUAL TO THE SUM IT WOULD HAVE RECEIVED HAD NO SUCH DEDUCTIONS BEEN
MADE, (II) BORROWER SHALL MAKE SUCH DEDUCTIONS AND (III) BORROWER SHALL PAY THE
FULL AMOUNT DEDUCTED TO THE RELEVANT TAXATION AUTHORITY OR OTHER AUTHORITY IN
ACCORDANCE WITH APPLICABLE LAW.
PAYMENTS PURSUANT TO THIS SECTION 2.2.5 SHALL
BE MADE WITHIN TEN DAYS AFTER THE 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
SPREAD MAINTENANCE PREMIUM UNLESS LENDER, AT ITS OPTION, ELECTS NOT TO REQUIRE
BORROWER TO PAY SUCH APPLICABLE TAXES PURSUANT TO THIS SECTION 2.2.5.
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 2.2.5.
2.2.6
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 NINTH DAY OF EACH MONTH (A "NEW PAYMENT DATE"), ON
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
INTEREST PAYMENTS, EXCEPT THAT THE FIRST PAYMENT OF 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 NEW
PAYMENT DATE FIRST OCCURS TO THE NEW PAYMENT DATE, AND (II) 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 ALL OR ANY PORTION OF THE PRINCIPAL EXCEPT IN ACCORDANCE WITH SECTION
2.2.5, SECTION 2.3.2, SECTION 2.3.4, SECTION 2.4 AND SECTION 7.4.2 HEREOF.
EXCEPT DURING THE CONTINUANCE OF AN EVENT OF DEFAULT,