TO BORROWER PURSUANT TO SECTION 6.4 HEREOF, BORROWER SHALL PREPAY OR
AUTHORIZE LENDER TO APPLY SUCH NET PROCEEDS AS A PREPAYMENT OF ALL OR A PORTION
OF THE OUTSTANDING PRINCIPAL BALANCE OF THE LOAN TOGETHER WITH ACCRUED INTEREST
AND ANY OTHER SUMS DUE HEREUNDER IN AN AMOUNT EQUAL TO ONE HUNDRED PERCENT
(100%) OF SUCH NET PROCEEDS; PROVIDED, HOWEVER, IF AN EVENT OF DEFAULT HAS
OCCURRED AND IS CONTINUING, LENDER MAY APPLY SUCH NET PROCEEDS TO THE DEBT
(UNTIL PAID IN FULL) IN ANY ORDER OR PRIORITY IN ITS SOLE DISCRETION.
OTHER
THAN DURING THE CONTINUANCE OF AN EVENT OF DEFAULT, NO YIELD MAINTENANCE PREMIUM
SHALL BE DUE IN CONNECTION WITH ANY PREPAYMENT MADE PURSUANT TO THIS
SECTION 2.4.2.
2.4.3
PREPAYMENTS AFTER DEFAULT.
IF DURING THE CONTINUANCE OF AN EVENT
OF DEFAULT, PAYMENT OF ALL OR ANY PART OF THE DEBT IS TENDERED BY BORROWER OR
OTHERWISE RECOVERED BY LENDER, SUCH TENDER OR RECOVERY SHALL BE (A) MADE ON THE
NEXT OCCURRING PAYMENT DATE TOGETHER WITH THE MONTHLY DEBT SERVICE PAYMENT AND
(B) DEEMED A VOLUNTARY PREPAYMENT BY BORROWER IN VIOLATION OF THE PROHIBITION
AGAINST PREPAYMENT SET FORTH IN SECTION 2.4.1 HEREOF AND BORROWER SHALL PAY, IN
ADDITION TO THE DEBT, AN AMOUNT EQUAL TO THE YIELD MAINTENANCE PREMIUM.
2.4.4
PREPAYMENT PRIOR TO DEFEASANCE EXPIRATION DATE.
IF THE PERMITTED
RELEASE DATE HAS OCCURRED BUT THE DEFEASANCE EXPIRATION DATE HAS NOT OCCURRED,
THE DEBT MAY BE PREPAID IN WHOLE (BUT NOT IN PART) PRIOR TO THE DATE PERMITTED
UNDER SECTION 2.4.1 HEREOF UPON NOT LESS THAN THIRTY (30) DAYS PRIOR WRITTEN
NOTICE TO LENDER SPECIFYING THE PAYMENT DATE ON WHICH PREPAYMENT IS TO BE MADE
(A "PREPAYMENT DATE") PROVIDED NO EVENT OF DEFAULT EXISTS AND UPON PAYMENT OF AN
AMOUNT EQUAL TO THE GREATER OF (A) THE YIELD MAINTENANCE PREMIUM AND (B) ONE
PERCENT (1%) OF THE OUTSTANDING PRINCIPAL BALANCE OF THE LOAN AS OF THE
PREPAYMENT DATE.
LENDER SHALL NOTIFY BORROWER OF THE AMOUNT AND THE BASIS OF
DETERMINATION OF THE REQUIRED PREPAYMENT CONSIDERATION.
IF ANY NOTICE OF
PREPAYMENT IS GIVEN, THE DEBT SHALL BE DUE AND PAYABLE ON THE PREPAYMENT DATE.
LENDER SHALL NOT BE OBLIGATED TO ACCEPT ANY PREPAYMENT OF THE DEBT UNLESS IT IS
ACCOMPANIED BY THE PREPAYMENT CONSIDERATION DUE IN CONNECTION THEREWITH.
IF FOR
ANY REASON BORROWER PREPAYS THE LOAN ON A DATE OTHER THAN A PAYMENT DATE,
BORROWER SHALL PAY LENDER, IN ADDITION TO THE DEBT, ALL INTEREST WHICH WOULD
HAVE ACCRUED ON THE AMOUNT OF THE
24
LOAN THROUGH AND INCLUDING THE PAYMENT DATE NEXT OCCURRING FOLLOWING THE DATE OF
SUCH PREPAYMENT.
SECTION 2.5
DEFEASANCE.
2.5.1
VOLUNTARY DEFEASANCE.
(A) PROVIDED NO EVENT OF DEFAULT SHALL THEN
EXIST, BORROWER SHALL HAVE THE RIGHT AT ANY TIME AFTER THE DEFEASANCE EXPIRATION
DATE AND PRIOR TO THE DATE VOLUNTARILY PREPAYMENTS ARE PERMITTED UNDER
SECTION 2.4.1 HEREOF TO VOLUNTARILY DEFEASE ALL, BUT NOT PART, OF THE LOAN BY
AND UPON SATISFACTION OF THE FOLLOWING CONDITIONS (SUCH EVENT BEING A
"DEFEASANCE EVENT"):
(I)
BORROWER SHALL PROVIDE NOT LESS