CONNECTION
THEREWITH.
2.3.4
OPTIONAL PREPAYMENTS.
ON AND AFTER THE THIRD PAYMENT
DATE PRIOR TO THE STATED MATURITY DATE (THE "PERMITTED PREPAYMENT DATE"),
BORROWER SHALL HAVE THE RIGHT TO PREPAY THE LOAN IN WHOLE (BUT NOT IN PART),
PROVIDED THAT BORROWER GIVES LENDER AT LEAST FIFTEEN (15) DAYS' PRIOR WRITTEN
NOTICE THEREOF.
IF ANY SUCH PREPAYMENT IS NOT MADE ON A PAYMENT DATE, BORROWER
SHALL ALSO PAY INTEREST THAT WOULD HAVE ACCRUED ON SUCH PREPAID PRINCIPAL TO,
BUT NOT INCLUDING, THE NEXT PAYMENT DATE.
ANY SUCH PREPAYMENT SHALL BE MADE
WITHOUT PAYMENT OF THE YIELD MAINTENANCE PREMIUM.
2.4
RELEASE OF PROPERTY.
2.4.1
RELEASE ON DEFEASANCE.
IF BORROWER HAS ELECTED TO
DEFEASE THE NOTE AND THE REQUIREMENTS OF SECTION 2.3.3 AND THIS SECTION 2.4 HAVE
BEEN SATISFIED, THE PROPERTY SHALL BE RELEASED FROM THE LIEN OF THE MORTGAGE AND
THE DEFEASANCE COLLATERAL PLEDGED PURSUANT TO THE SECURITY AGREEMENT SHALL BE
THE SOLE SOURCE OF COLLATERAL SECURING THE NOTE.
IN CONNECTION WITH THE RELEASE
OF THE LIEN, BORROWER SHALL SUBMIT TO LENDER, NOT LESS THAN THIRTY (30) DAYS
PRIOR TO THE DEFEASANCE DATE (OR SUCH SHORTER TIME AS IS ACCEPTABLE TO LENDER IN
ITS SOLE DISCRETION), A RELEASE OF LIEN (AND RELATED LOAN DOCUMENTS) FOR
EXECUTION BY LENDER.
SUCH RELEASE SHALL BE IN A FORM APPROPRIATE IN THE
JURISDICTION IN WHICH THE PROPERTY IS LOCATED AND CONTAIN STANDARD PROVISIONS
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 RELEASE IN ACCORDANCE WITH THE TERMS OF
THIS AGREEMENT.
BORROWER SHALL PAY ALL COSTS, TAXES AND EXPENSES ASSOCIATED
WITH THE RELEASE OF THE LIEN OF THE MORTGAGE, INCLUDING LENDER'S REASONABLE
ATTORNEYS' FEES.
2.4.2
RELEASE ON PAYMENT IN FULL.
LENDER SHALL, UPON THE
WRITTEN REQUEST AND AT THE EXPENSE OF BORROWER, UPON PAYMENT IN FULL OF THE DEBT
IN ACCORDANCE HEREWITH, RELEASE OR, IF REQUESTED BY BORROWER, ASSIGN TO
BORROWER'S' DESIGNEE (WITHOUT ANY REPRESENTATION OR
20
WARRANTY BY AND WITHOUT ANY RECOURSE AGAINST LENDER WHATSOEVER), THE LIEN OF THE
LOAN DOCUMENTS IF NOT THERETOFORE RELEASED.
2.5
PAYMENTS AND COMPUTATIONS.
2.5.1
MAKING OF PAYMENTS.
EACH PAYMENT BY A BORROWER SHALL
BE MADE IN FUNDS SETTLED THROUGH THE NEW YORK CLEARING HOUSE INTERBANK PAYMENTS
SYSTEM OR OTHER FUNDS IMMEDIATELY AVAILABLE TO LENDER BY 11:00 A.M., NEW YORK
CITY TIME, ON THE DATE SUCH PAYMENT IS DUE, TO LENDER BY DEPOSIT TO SUCH ACCOUNT
AS LENDER MAY DESIGNATE BY WRITTEN NOTICE TO BORROWER.
WHENEVER ANY SUCH
PAYMENT SHALL BE STATED TO BE DUE ON A DAY THAT IS NOT A BUSINESS DAY, SUCH
PAYMENT SHALL BE MADE ON THE FIRST BUSINESS DAY THEREAFTER.
ALL SUCH PAYMENTS
SHALL BE MADE IRRESPECTIVE OF, AND WITHOUT ANY DEDUCTION, SET-OFF OR
COUNTERCLAIM WHATSOEVER AND ARE PAYABLE WITHOUT RELIEF FROM VALUATION AND
APPRAISEMENT LAWS AND WITH ALL COSTS AND CHARGES INCURRED IN