Common use of Partial Release Clause in Contracts

Partial Release. The Secured Party agrees that, upon the satisfaction of the Partial Release Conditions (hereinafter defined) in relation to the 1994 Term Loan, the 1995 Term Loan, the Ohio Term Loan or the 1997 Term Loan, the Secured Party will, at the Debtors' request, execute and deliver to the Debtors a release of the 1994 Loan Collateral or the 1995 Loan Collateral or the Ohio Loan Collateral or the 1997 Loan Collateral (as appropriate) from the lien of this Security Agreement (including appropriate releases on Form UCC- 3) and, upon execution and delivery of such release, the 1994 Loan Collateral, the 1995 Loan Collateral, the Ohio Loan Collateral or the 1997 Loan Collateral (as the case may be) will no longer be deemed 'Collateral' subject to this Security Agreement. As used herein, the 'Partial Release Conditions' will be deemed satisfied only if ALL of the following shall have occurred: (i) the 1994 Term Loan or the 1995 Term Loan or the Ohio Term Loan or the 1997 Term Loan (as the case may be) shall have been paid in full, (ii) the cash and/or readily-marketable Government Securities pledged to the Secured Party under Section 1.8 of the Letter Agreement shall have an aggregate fair market value of not less than the 'Required Minimum Value' (as defined in the Letter Agreement) and Alkermes shall agree to maintain such pledged cash and/or readily-marketable Government Securities in such amount so that the fair market value thereof shall never be less than such 'Required Minimum Value' and (iii) there shall then exist no Event of Default nor any event or circumstance which, with the passage of time or the giving of notice or both, could become an Event of Default. At the time of the making of any Additional Term Loan, the Bank and the Debtors may, by written modification to this Security Agreement, set forth the circumstances, if any, under which a partial release may be obtained with respect to the Additional Loan Collateral pledged in connection with the relevant Additional Term Loan."

Partial Release. The Secured Party agrees that, that upon the satisfaction of the Partial Release Conditions (hereinafter defined) in relation to the 1994 Term Loan, the 1995 Term Loan, the Ohio Term Loan or the 1997 Ohio Term Loan, the Secured Party will, at the Debtors' request, execute and deliver to the Debtors a release of the 1994 Loan Collateral or the 1995 Loan Collateral or the Ohio Loan Collateral or the 1997 Loan Collateral (as appropriate) from the lien of this Security Agreement (including appropriate releases on Form UCC- 3UCC-3) and, upon execution and delivery of such release, the 1994 Loan Collateral, the 1995 Loan Collateral, the Ohio Loan Collateral or the 1997 Ohio Loan Collateral (as the case may be) will no longer be deemed '"Collateral' " subject to this Security Agreement. As used herein, the '"Partial Release Conditions' " will be deemed satisfied only if ALL all of the following shall have occurred: (i) the 1994 Term Loan or the 1995 Term Loan or the Ohio Term Loan or the 1997 Term Loan (as the case may be) shall have been paid in full, (ii) the cash and/or readily-marketable Government Securities pledged to the Secured Party under Section 1.8 of the Letter Agreement shall have an aggregate fair market value of not less than the '"Required Minimum Value' " (as defined in the Letter Agreement) and Alkermes shall agree to maintain such pledged cash and/or readily-marketable Government Securities in such amount so that the fair market value thereof shall never be less than such '"Required Minimum Value' " and (iii) there shall then exist no Event of Default nor any event or circumstance which, with the passage of time or the giving of notice or both, could become an Event of Default. At the time of the making of any Additional Term Loan, the Bank and the Debtors may, by written modification to this Security Agreement, set forth the circumstances, if any, under which a partial release may be obtained with respect to the Additional Loan Collateral pledged in connection with the relevant Additional Term Loan."

Partial Release. The Secured Party agrees that(a) Upon not less than thirty (30) days’ prior written notice from Borrower, upon Lender shall release (the satisfaction of the “Partial Release Conditions (hereinafter defined) in relation to the 1994 Term Loan, the 1995 Term Loan, the Ohio Term Loan or the 1997 Term Loan, the Secured Party will, at the Debtors' request, execute and deliver to the Debtors a release of the 1994 Loan Collateral or the 1995 Loan Collateral or the Ohio Loan Collateral or the 1997 Loan Collateral (as appropriateRelease”) from the lien of this Security Agreement (including appropriate releases on Form UCC- 3) and, upon execution and delivery Instrument that portion of such release, the 1994 Loan Collateral, the 1995 Loan Collateral, the Ohio Loan Collateral or the 1997 Loan Collateral (Property known as the case may be) will no longer be deemed 'Collateral' subject to this Security Agreement. As used herein“North Block” and more particularly described in Exhibit D attached hereto (the “Release Parcel”), the 'Partial Release Conditions' will be deemed satisfied only if ALL of the following shall have occurred: provided that (i) at the 1994 Term Loan or time such request is made and at the 1995 Term Loan or time of the Ohio Term Loan or Partial Release, there is no Event of Default under the 1997 Term Loan (as the case may be) shall have been paid in full, Documents; (ii) Borrower pays to Lender at the cash and/or readily-marketable Government Securities pledged time of the release an amount equal to the Secured Party under Section 1.8 sum of (a) an amount equal to 28.8% of the Letter Agreement unpaid principal balance of the Loan at that time (the “North Parcel Allocated Loan Amount”) plus (b) the Prepayment Premium applicable to the North Parcel Allocated Loan Amount; plus (c) all accrued interest with respect to the North Parcel Allocated Loan Amount, (iii) Borrower delivers to Lender, at Borrower’s sole cost, such title insurance coverage as Lender may deem reasonably necessary to insure that this Instrument remains a valid first lien against the remainder of the Property (the “Remaining Property”), with access to all of the public sidewalks surrounding the Remaining Property and with access at the same access points as exist on the date hereof to the publicly dedicated streets of Xxxxx Xxxxxxxx Xxxxxx xxx Xxxxx Xxxxxxxx Xxxxxx, subject only to such exceptions to title as were evidenced in the title policy insuring this Instrument, current taxes due but not yet payable, such exceptions approved in writing by Lender after the date hereof, and such other exceptions as may be approved by Lender, in its sole discretion; (iv) Lender shall have an aggregate fair market value of not less than received evidence satisfactory to it that the 'Required Minimum Value' Debt Service Coverage Ratio (using the Debt Service Coverage Ratio and NOI definitions contained in Section 5.02) is at least 1.60 to 1.00 for the preceding twelve (12) month period and Lender receives satisfactory evidence that this Debt Service Coverage Ratio will be maintained for the next succeeding twelve (12) months with respect to the Remaining Property; (v) the Loan to Value Ratio (as defined in Section 5.02) of the Letter AgreementLoan (after the payment of the North Parcel Allocated Loan Prudential Loan No. 706108495 Clarendon Center/Deed of Trust 28 Amount) to the Remaining Property shall not exceed fifty-five percent (55%); (vi) Lender shall have received satisfactory evidence that both the Release Parcel and Alkermes the Remaining Property shall agree be in compliance with all applicable laws, ordinances, rules and regulations, including, but not limited to, lot split and platting requirements, building codes, subdivision, zoning, and land use laws; (vii) Lender shall have received satisfactory evidence that both the Release Parcel and the Remaining Property will constitute separate real estate tax parcels, and accordingly each will be separately taxed and assessed; (viii) any space lease applicable to maintain such pledged cash and/or readily-marketable Government Securities the Release Parcel shall be separate from all space leases applicable to the Remaining Property and any lease on the Remaining Property shall not be dependent on or tied in such amount so that any way to any space lease on the fair market value thereof Release Parcel; (ix) Borrower shall never be less than such 'Required Minimum Value' and (iii) there shall then exist no Event of Default nor any event or circumstance whichpay, with the passage of time or the giving of notice or both, could become an Event of Default. At at the time of the making request for the Partial Release, a servicing fee of any Additional Term Loan, the Bank $10,000 and the Debtors may, by written modification to this Security Agreement, set forth the circumstances, if any, under which a partial release may be obtained with respect to the Additional Loan Collateral pledged Lender’s legal fees and disbursements and expenses incurred in connection with the relevant Additional Term Loanrequest for the Partial Release whether or not the request for the Partial Release is granted by Lender; (x) Lender shall have determined, in its sole discretion, that the Remaining Property will have all of the underground parking below the Remaining Property (which is comprised of 460 spaces) and no other property or property owner shall be granted an easement to use any of such 460 parking spaces under the Remaining Property except for an easement (in form and substance reasonably satisfactory to Lender) for use by the public and customers of the retail tenants on the Release Parcel; (xi) Lender shall have received evidence satisfactory to Lender that all necessary Tenant approvals (if any) have been obtained in connection with the Partial Release; (xii) Borrower and any guarantor shall reaffirm their respective obligations under the Documents; (xiii) the Partial Release shall not affect any obligations of Borrower or any guarantor under the Documents, except that the monthly principal and interest payment amount due under Section 1(b) of the Note shall be adjusted in accordance with the provisions of Paragraph 1(e) of the Note; (xiv) Borrower shall have created easements for utilities, signage, drainage, parking, ingress and egress and other appropriate purposes in, on and over the Release Parcel for the benefit of the Remaining Property to the extent required by Lender and such easements shall be insured as appurtenances in Lender’s title insurance policy via appropriate endorsements; and (xv) Lender shall receive an updated survey and legal descriptions of the Release Parcel and the Remaining Property. Notwithstanding anything contained herein to the contrary, if after payment of the North Parcel Allocated Loan Amount the financial tests set forth in clauses (iv) and (v) above would not be satisfied, then Borrower shall have the right to increase the North Parcel Allocated Loan Amount to the amount that would need to be repaid in order to cause the conditions set forth in clauses (iv) and (v) to be satisfied."

Partial Release. The Secured Party agrees thatIn the event that Mortgagor wishes to sell the Mortgaged Property, upon and if the satisfaction Adjacent Premises is not be sold simultaneously, and provided that neither Mortgagor nor the owner of the Partial Release Conditions (hereinafter defined) Adjacent Premises is in relation default in the performance of any of their respective obligations under this Mortgage or any other loan documents relating to the 1994 Term Loan, the 1995 Term Loan, the Ohio Term Loan this Mortgage or the 1997 Term Loanmortgage on the Adjacent Premises, the Secured Party will, at the Debtors' request, execute and deliver to the Debtors a release of the 1994 Loan Collateral or the 1995 Loan Collateral or the Ohio Loan Collateral or the 1997 Loan Collateral (as appropriate) from the lien of this Security Agreement (including appropriate releases on Form UCC- 3) and, upon execution and delivery of such release, the 1994 Loan Collateral, the 1995 Loan Collateral, the Ohio Loan Collateral or the 1997 Loan Collateral (as the case may be) will no longer be deemed 'Collateral' subject to this Security Agreement. As used herein, the 'Partial Release Conditions' will be deemed satisfied only if ALL of the following shall have occurred: (i) the 1994 Term Loan leases of the Adjacent Premises have a remaining term of at least two (2) years, or the 1995 Term Loan or the Ohio Term Loan or the 1997 Term Loan (as the case may be) shall have been paid in full, (ii) if any leases have a remaining term of less than two (2) years, Xxxxxxx Industrial, LLC shall enter into a lease of such space for the cash and/or readily-marketable Government Securities pledged remainder of such two (2) year period (the term of which shall commence upon expiration of such existing lease(s), unless they shall thereafter be extended or renewed), Mortgagee agrees to provide a release of mortgage as to the Secured Party under Section 1.8 Mortgaged Property and to release all other security interests related to the Mortgaged Property for a principal payment in an amount equal to the greater of: (1) (a) 48.64% of the Letter Agreement shall outstanding principal balance of the Loan, if third party tenants have remaining term of at least two (2) years, or (b) 53.51% of the outstanding principal balance of the Loan, if a lease from Xxxxxxx Industrial, LLC has been required; or (2) an aggregate fair market value of not less than the 'Required Minimum Value' (as defined in the Letter Agreement) and Alkermes shall agree to maintain such pledged cash and/or readily-marketable Government Securities in such amount so sufficient that the fair market value thereof shall never be less than such 'Required Minimum Value' and (iii) there shall then exist no Event of Default nor any event or circumstance which, Adjacent Premises is in compliance with the passage of time or the giving of notice or both, could become an Event of Default. At the time financial covenants set forth in Section 10 of the making of any Additional Term Loan, the Bank and the Debtors may, by written modification to this Security Agreement, set forth the circumstances, if any, under which a partial release may be obtained Mortgage with respect to the Additional Loan Collateral pledged in connection Adjacent Premises, together with payment of any prepayment and/or swap breakage fee which may be due as a result of such prepayment. If required by Mortgagee, an updated appraisal to confirm compliance with the relevant Additional Term loan to value covenant may be required. Upon release of the Mortgaged Property, Mortgagor shall be automatically released from all obligations under the Note and every other document or instrument relating to the Loan except for any obligations which expressly survive the payment of the Loan; and Xxxxxxx Industrial, LLC shall be released from all obligations under its Non-Recourse Guaranty of the Loan as they pertain to the Mortgaged Property, except for any obligations which expressly survive the payment of the Loan. The liability of Mortgagor shall remain in full force and effect as to the remaining balance due and all obligations as they pertain to the Adjacent Premises."

Partial Release. The Secured Party agrees that, upon Upon the satisfaction indefeasible payment in full of the Partial Release Conditions Loan (hereinafter definedincluding, without limitation, any Prepayment Amount or other amounts payable by the Borrower with respect to such Loan) in relation to accordance with the 1994 Term provisions of the Promissory Note evidencing such Loan, the 1995 Term Loansecurity interest hereunder with respect to the Collateral shall terminate, the Ohio Term Loan or the 1997 Term Loan, and the Secured Party willParty, at the Debtors' requestexpense of the Borrower, will execute and deliver to the Debtors a Borrower the proper instruments (including UCC partial release statements) acknowledging the termination of such security interest, and will duly assign, transfer and deliver (without recourse, representation or warranty) such of the 1994 Loan Collateral or as may be in the 1995 Loan Collateral or the Ohio Loan Collateral or the 1997 Loan Collateral (as appropriate) from the lien possession of this Security Agreement (including appropriate releases on Form UCC- 3) and, upon execution and delivery of such release, the 1994 Loan Collateral, the 1995 Loan Collateral, the Ohio Loan Collateral or the 1997 Loan Collateral (as the case may be) will no longer be deemed 'Collateral' subject to this Security Agreement. As used herein, the 'Partial Release Conditions' will be deemed satisfied only if ALL of the following shall have occurred: (i) the 1994 Term Loan or the 1995 Term Loan or the Ohio Term Loan or the 1997 Term Loan (as the case may be) shall have been paid in full, (ii) the cash and/or readily-marketable Government Securities pledged to the Secured Party under Section 1.8 of the Letter Agreement shall have an aggregate fair market value of and has not less than the 'Required Minimum Value' (as defined in the Letter Agreement) and Alkermes shall agree to maintain such pledged cash and/or readily-marketable Government Securities in such amount so that the fair market value thereof shall never be less than such 'Required Minimum Value' and (iii) there shall then exist no Event of Default nor any event theretofore been sold or circumstance which, with the passage of time otherwise applied or the giving of notice or both, could become an Event of Default. At the time of the making of any Additional Term Loan, the Bank and the Debtors may, by written modification released pursuant to this Security Agreement, set forth to the circumstancesBorrower, if anyand shall take such other action as the Borrower may reasonably request to effectuate the foregoing. Notwithstanding the foregoing to the contrary, under Secured Party shall not be required to release its Lien as to any Collateral, unless either: (a) (i) the Consolidated FCCR of the Consolidated Pledged Stores which a partial release may will not be obtained released, exceeds 1.25 to 1.00 for the twelve (12) month period immediately preceding the date of payment of such Loan; and (ii) the aggregate indebtedness of Borrower to Secured Party (or its Affiliates or assigns), with respect to the Additional Loan Consolidated Pledged Stores which will not be released is less than seventy percent (70.0%) of the value of such Consolidated Pledged Stores, based upon a current appraisal performed by such appraisal firm regularly employed by Secured Party; and (b) the release of the Collateral pledged and Pledged Store would not result in connection with a decrease in the relevant Additional Term LoanConsolidated FCCR calculated in clause (a)(i) above, or in the loan-to-value ratio calculated in (a)(ii) above (calculated by first including the Unit FCCR and loan-to-value ratio of the Pledged Store, and then excluding such amounts)."

Partial Release. The Secured Party agrees that, upon the satisfaction With respect to that portion of the Partial Property depicted on EXHIBIT "B" attached hereto and made a part hereof (the "PROPOSED RELEASE PARCEL"), Lender shall release the Proposed Release Conditions (hereinafter defined) in relation to the 1994 Term Loan, the 1995 Term Loan, the Ohio Term Loan or the 1997 Term Loan, the Secured Party will, at the Debtors' request, execute and deliver to the Debtors a release of the 1994 Loan Collateral or the 1995 Loan Collateral or the Ohio Loan Collateral or the 1997 Loan Collateral (as appropriate) Parcel from the lien of this Security Agreement the Mortgage upon written request made not later than sixty (including appropriate releases 60) days after the date hereof (the "OUTSIDE DATE") provided the following conditions are satisfied on Form UCC- 3) andor prior to the Outside Date, upon execution it being understood and delivery of such release, the 1994 Loan Collateral, the 1995 Loan Collateral, the Ohio Loan Collateral or the 1997 Loan Collateral (as the case may be) will agreed that no longer be deemed 'Collateral' subject to this Security Agreement. As used herein, the 'Partial Release Conditions' will be deemed satisfied only if ALL release of the following Proposed Release Parcel shall have occurredbe permitted after the Outside Date: (i) the 1994 Term Loan or the 1995 Term Loan or the Ohio Term Loan or the 1997 Term Loan (as the case may be) shall have been paid in full, (ii) the cash and/or readily-marketable Government Securities pledged to the Secured Party under Section 1.8 of the Letter Agreement shall have an aggregate fair market value of not less than the 'Required Minimum Value' (as defined in the Letter Agreement) and Alkermes shall agree to maintain such pledged cash and/or readily-marketable Government Securities in such amount so that the fair market value thereof shall never be less than such 'Required Minimum Value' and (iii) there shall then exist no Event of Default nor exists; (ii) Lender reasonably approves the location and legal description of the Proposed Release Parcel and the survey of the Proposed Release Parcel and the remaining Property, and is provided with evidence satisfactory to it that the Proposed Release Parcel constitutes an immaterial portion of the Property and has no value to the Property and no material effect whatsoever upon the Property or the use or operation thereof; (iv) if Lender requires, Lender shall be provided with an opinion of counsel approved by Lender, and in form and substance satisfactory to Lender, to the effect that the release of the Proposed Release Parcel shall not cause a trust (the "TRUST") to which the Instrument may be sold, transferred or assigned to fail to qualify as a real estate mortgage investment conduit within the meaning of Section 860D of the Internal Revenue Code of 10986, as amended from time to time or any event successor statute, or circumstance whichotherwise adversely impact the Trust; (v) the Proposed Release Parcel shall be separately subdivided from the remainder of the Property and that the remainder of the Property is a legally subdivided parcel in conformity with all applicable laws and ordinances and constitutes a separate tax parcel from the Proposed Release Parcel, with separate tax bills for the passage of time or the giving of notice or both, could become an Event of Default. At the time remainder of the making Property after calendar year 2001, such subdivision and separate tax parceling to be accomplished in accordance with all applicable laws and ordinances and demonstrated as such to Lender's reasonable satisfaction; (vi) Borrower shall provide an endorsement to the Lender's title insurance policy which affirms the first priority lien of this Mortgage on the remainder of the Property and provides subdivision, separate tax parcel, zoning and other coverage reasonably required by Lender; (vii) Borrower demonstrates to Lender's satisfaction that the Proposed Release Parcel does not include any Additional Term Loanparking spaces, and that no interference with the Bank existing roadway, pavement and other accessways by the remainder of the Property over the Proposed Release Parcel shall occur, and if Lender requires Borrower shall create an easement satisfactory to Lender over and covenant respecting the Proposed Release Parcel for the benefit of the remainder of the Property providing for the continuation of such access and for restrictions concerning the use of the Proposed Release Parcel and the Debtors mayadjoining property with which such Proposed Release Parcel shall be combined (the "Resulting Parcel"), by written modification which easement and covenant shall be in form and substance satisfactory to this Security Agreement, Lender and shall contain substantially the same use restrictions concerning the Resulting Parcel as are set forth in that certain Reciprocal Easement Agreement dated as of the circumstances, if any, under which a partial release may be obtained with respect date hereof between Borrower and Third Horizon Group Limited Partnership; and (viii) Borrower shall pay to the Additional Loan Collateral pledged Lender any reasonable out of pocket costs incurred by Lender in connection with the relevant Additional Term LoanProposed Partial Release, including but not limited to Lender's attorneys fees and expenses and all recording fees for the release documents, which fees and expenses shall be paid by Borrower notwithstanding that Lender has disapproved of the Proposed Partial Release."

Partial Release. The Secured Party agrees that{12282340:5} 87 (a) Notwithstanding Section 6.1 hereof, upon the satisfaction of the Partial Release Conditions (hereinafter defined) in relation to the 1994 Term Loan, the 1995 Term Loan, the Ohio Term Loan or the 1997 Term Loan, the Secured Party will, at the Debtors' request, execute and deliver to the Debtors Borrower may obtain a release of the 1994 Loan Collateral or the 1995 Loan Collateral or the Ohio Loan Collateral or the 1997 Loan Collateral (as appropriate) any Partial Release Property from the lien of the applicable Security Instrument and the Senior Loan Documents in connection with the sale of such Partial Release Property to a bona fide third party purchaser who is not an Affiliate of a Restricted Party pursuant to an arms-length contract and otherwise pursuant to the provisions of this Security Section 6.7 and Section 6.7 of the Senior Loan Agreement (including appropriate releases on Form UCC- 3) and, upon execution and delivery of each such release, the 1994 Loan Collateral, the 1995 Loan Collateral, the Ohio Loan Collateral or the 1997 Loan Collateral (a “Partial Release”) so long as the case may be) will no longer be deemed 'Collateral' subject to following conditions precedent, and the other terms and conditions of this Security Agreement. As used herein, the 'Partial Release Conditions' will be deemed satisfied only if ALL Section 6.7 and Section 6.7 of the following shall have occurredSenior Loan Agreement, are satisfied in connection with any such Partial Release: (i) no Default, Event of Default or Senior Loan Event of Default shall have occurred and be continuing or shall occur solely as a result of such Partial Release; (ii) Borrower shall have submitted to Lender a written request for such Partial Release at least thirty (30) days prior to the 1994 Term proposed Partial Release Date (other than with respect to those Individual Properties set forth on Schedule 2 hereof, with respect to which such written request is deemed given as of the Closing Date and the applicable Partial Release Date shall be deemed to be the respective date set forth with respect to each such Individual Property on Schedule 2), accompanied by a processing fee of $7,500, which request (i) shall specify the Partial Release Property that Borrower intends to release and state the anticipated release date (the “Partial Release Date”) and (ii) shall include an Officer’s Certificate providing a certification that as of the date of such request, to the best of Borrower’s knowledge, no Default, Event of Default or Senior Loan Event of Default shall have occurred and be continuing or shall occur solely as a result of such Partial Release; (iii) Borrower shall have paid, or shall have arranged to be paid contemporaneously with the 1995 Term Loan or the Ohio Term Loan or the 1997 Term Loan Partial Release, to Lender and/or Senior Lender (as the case may beapplicable), and Lender and/or Senior Lender (as applicable) shall have been paid in fullreceived by wire transfer of immediately available federal funds contemporaneously with the Partial Release, an amount equal to the sum of (iiA) the cash Partial Release Price for the Partial Release Property, which shall be applied by Lender and/or readily-marketable Government Securities pledged to the Secured Party under Section 1.8 Senior Lender (as applicable) as a prepayment of the Letter Agreement Debt and/or the Senior Loan, plus (B) any Interest Shortfall, plus (C) the Exit Fee due in respect of the principal amount prepaid, plus (D) all other sums then due and payable under the Loan Documents and the Senior Loan Documents; (iv) Borrower shall have an aggregate fair market value of submitted to Lender, not less than five (5) Business Days prior to the 'Required Minimum Value' (as defined Partial Release Date such releases, satisfactions, discharges and/or assignments for the Partial Release Property for execution by Xxxxxx, which shall be in form and substance reasonably satisfactory to Lender and appropriate in the Letter Agreementjurisdiction in which the Partial Release Property is located; (v) and Alkermes shall agree to maintain such pledged cash and/or readily-marketable Government Securities in such amount so that if the fair market value thereof shall never be less than such 'Required Minimum Value' and (iii) there Loan shall then exist no Event of Default nor any event or circumstance whichbe held by a REMIC Trust formed pursuant to a Securitization, with the passage of time or the giving of notice or both, could become an Event of Default. At the time of the making of any Additional Term Loan, the Bank and the Debtors may, by written modification to this Security Agreement, set forth the circumstances, if any, under which Borrower shall have delivered (A) a partial release may be obtained with respect to the Additional Loan Collateral pledged in connection with the relevant Additional Term Loan."Rating Agency

Partial Release. The Secured Party agrees that, upon the satisfaction of the Partial Release Conditions (hereinafter defined) in relation to the 1994 Term Loan, the 1995 Term Loan, the Ohio Term Loan or Loan, the 1997 Term Loan, the 1998 Term Loans or the September 1998 Term Loans, the Secured Party will, at the Debtors' request, execute and deliver to the Debtors a release of the 1994 Loan Collateral or the 1995 Loan Collateral or the Ohio Loan Collateral or the 1997 Loan Collateral or the 1998 Loan Collateral or the September 1998 Loan Collateral (as appropriate) from the lien of this Security Agreement (including appropriate releases on Form UCC- 3UCC-3) and, upon execution and delivery of such release, the 1994 Loan Collateral, the 1995 Loan Collateral, the Ohio Loan Collateral, the 1997 Loan Collateral, the 1998 Loan Collateral or the 1997 September 1998 Loan Collateral (as the case may be) will no longer be deemed '`Collateral' subject to this Security Agreement. As used herein, the '`Partial Release Conditions' will be deemed satisfied only if ALL of the following shall have occurred: (i) the 1994 Term Loan or the 1995 Term Loan or the Ohio Term Loan or the 1997 Term Loan or the 1998 Term Loans or the September 1998 Term Loans (as the case may be) shall have been paid in full, (ii) the cash and/or readily-marketable Government Securities pledged to the Secured Party under Section 1.8 of the Letter Agreement shall have an aggregate fair market value of not less than the '`Required Minimum Value' (as defined in the Letter Agreement) and Alkermes shall agree to maintain such pledged cash and/or readily-marketable Government Securities in such amount so that the fair market value thereof shall never be less than such '`Required Minimum Value' and (iii) there shall then exist no Event of Default nor any event or circumstance which, with the passage of time or the giving of notice or both, could become an Event of Default. At the time of the making of any Additional Term Loan, the Bank and the Debtors may, by written modification to this Security Agreement, set forth the circumstances, if any, under which a partial release may be obtained with respect to the Additional Loan Collateral pledged in connection with the relevant Additional Term Loan."

Partial Release. Lender agrees to grant partial releases from this Leasehold Mortgage of portions of the Premises related to Borrower’s future development (“Release Property”) subject to satisfaction of all of the following conditions: (1) There shall be no default under the terms of this Leasehold Mortgage or any document executed in connection herewith; and (2) There shall remain sufficient access to the Released Property without crossing the Premises remaining subject to this Leasehold Mortgage; and (3) There shall remain sufficient access to the remaining Premises subject to this Leasehold Mortgage after such partial release; and (4) The Secured Party agrees thatpayment of a release price which, if necessary, shall be in an amount determined by Lender in its reasonable discretion to assure that the loan to value ratio (debt to fair market value) of the remaining Premises that exists on the date of release is no greater than the loan to value ratio immediately prior to release based upon the satisfaction value of the Partial Release Conditions (hereinafter defined) in relation Premises prior to the 1994 Term Loan, the 1995 Term Loan, the Ohio Term Loan or the 1997 Term Loan, the Secured Party will, at the Debtors' request, execute and deliver to the Debtors a release of the 1994 Loan Collateral Release Property; (5) The Release Property shall be situated on the south side of 47th Place and may consist of all, or a portion of, Xxx 0 Xxxxxxxx Xxxx Xxxxxxx, and Borrower shall have completed the 1995 Loan Collateral or improvements on the Ohio Loan Collateral or remaining Premises which are anticipated to consist of a parking garage and fitness building in compliance with applicable law, lien free and of at least the 1997 Loan Collateral value of the improvements currently located at the Release Property; and (as appropriate6) from Lender is able to obtain an acceptable updated endorsement to its title policy insuring the lien priority of this Security Agreement Leasehold Mortgage; and (including 7) Borrower is in receipt of the appropriate releases permits and governmental approvals to construct retail buildings and an apartment building on Form UCC- 3) and, upon execution the Release Property; and delivery of such release, the 1994 Loan Collateral, the 1995 Loan Collateral, the Ohio Loan Collateral or the 1997 Loan Collateral (as the case may be) will no longer be deemed 'Collateral' 8) The Release Property and remaining Premises are subject to this Security Agreement. As used hereina final development plan which provides for an integrated development with appropriate easements, restrictions and maintenance obligations between the 'Partial Release Conditions' will be deemed satisfied only if ALL of the following shall have occurred: (i) the 1994 Term Loan or the 1995 Term Loan or the Ohio Term Loan or the 1997 Term Loan (as the case may be) shall have been paid in full, (ii) the cash and/or readily-marketable Government Securities pledged to the Secured Party under Section 1.8 of the Letter Agreement shall have an aggregate fair market value of not less than the 'Required Minimum Value' (as defined in the Letter Agreement) and Alkermes shall agree to maintain such pledged cash and/or readily-marketable Government Securities in such amount so that the fair market value thereof shall never be less than such 'Required Minimum Value' and (iii) there shall then exist no Event of Default nor any event or circumstance which, with the passage of time or the giving of notice or both, could become an Event of Default. At the time of the making of any Additional Term Loan, the Bank and the Debtors may, by written modification to this Security Agreement, set forth the circumstances, if any, under which a partial release may be obtained with respect to the Additional Loan Collateral pledged in connection with the relevant Additional Term Loanseparate tracts."

Partial Release. The Secured Party agrees thatAt any time during the Term, Lessee may request that a portion of the Land (not to exceed 19.0201 acres in the aggregate) identical to the real property depicted on EXHIBIT B attached hereto (the "RELEASE PARCEL") be released from the Lease and, in accordance with the Seller's reacquisition rights set forth in the Deed, conveyed to Seller (or its affiliate), and Lessor shall release the Release Parcel from the Lease and, in accordance with the Seller's reacquisition rights set forth in the Deed, so convey the Release Parcel upon the satisfaction of the Partial Release Conditions (hereinafter defined) in relation to the 1994 Term Loan, the 1995 Term Loan, the Ohio Term Loan or the 1997 Term Loan, the Secured Party will, at the Debtors' request, execute and deliver to the Debtors a release of the 1994 Loan Collateral or the 1995 Loan Collateral or the Ohio Loan Collateral or the 1997 Loan Collateral (as appropriate) from the lien of this Security Agreement (including appropriate releases on Form UCC- 3) and, upon execution and delivery of such release, the 1994 Loan Collateral, the 1995 Loan Collateral, the Ohio Loan Collateral or the 1997 Loan Collateral (as the case may be) will no longer be deemed 'Collateral' subject to this Security Agreement. As used herein, the 'Partial Release Conditions' will be deemed satisfied only if ALL of the following shall have occurredadditional conditions: (i) the 1994 Term Loan or the 1995 Term Loan or the Ohio Term Loan or the 1997 Term Loan (as the case may be) Seller shall have been paid satisfied its subdivision obligations set forth in fullthe Deed such that the Release Parcel and the remaining portion of the Leased Property shall each constitute a legally subdivided parcel of real property under the Applicable Laws, (ii) the cash and/or readily-marketable Government Securities pledged remaining portion of the Leased Property shall not be dependent upon the Release Parcel for services, utilities, parking or access unless perpetual easements have been granted for the benefit of the remaining portion of the Leased Property in form satisfactory to the Secured Party under Section 1.8 of the Letter Agreement shall have an aggregate fair market value of not less than the 'Required Minimum Value' (as defined Participants and otherwise in the Letter Agreement) accordance with Applicable Laws regarding subdivision and Alkermes shall agree to maintain such pledged cash and/or readily-marketable Government Securities in such amount so that the fair market value thereof shall never be less than such 'Required Minimum Value' and zoning, (iii) there any improvements situated on the remaining portion of the Leased Property shall then exist be situated entirely on the remaining portion of the Leased Property and no Event portion of Default nor any event or circumstance whichthe improvements situated on the remaining portion of the Leased Property shall be situated on the portion of the Release Parcel, (iv) Lessee shall deliver to Lessor, Administrative Agent and the Participants a (x) Title Policy complying with the passage requirements of time or the giving of notice or both, could become an Event of Default. At the time Section 6.1(r) of the making of any Additional Term LoanParticipation Agreement, or (y) endorsements to the existing Title Policies satisfactory to the Participants, in either case insuring, among other things, the Bank continued lien priority of the Liens in favor of Administrative Agent and the Debtors may, by written modification to this Security Agreement, set forth the circumstances, if any, under which a partial release may be obtained including endorsements with respect to the Additional Loan Collateral pledged in connection with subdivision and zoning of the relevant Additional Term LoanLeased Property, and (v) Lessee shall execute and deliver such modifications, amendments or supplements to the Operative Documents to reflect the sale of the Release Parcel as reasonably requested by Lessor or Administrative Agent."

Partial Release. The Secured Party agrees that(a) Upon not less than thirty (30) days’ prior written notice from Xxxxxxxx, upon Lender shall release (the satisfaction of the “Partial Release Conditions (hereinafter defined) in relation to the 1994 Term Loan, the 1995 Term Loan, the Ohio Term Loan or the 1997 Term Loan, the Secured Party will, at the Debtors' request, execute and deliver to the Debtors a release of the 1994 Loan Collateral or the 1995 Loan Collateral or the Ohio Loan Collateral or the 1997 Loan Collateral (as appropriateRelease”) from the lien of this Security Agreement (including appropriate releases on Form UCC- 3) and, upon execution and delivery Instrument that portion of such release, the 1994 Loan Collateral, the 1995 Loan Collateral, the Ohio Loan Collateral or the 1997 Loan Collateral (Property known as the case may be) will no longer be deemed 'Collateral' subject to this Security Agreement. As used herein“North Block” and more particularly described in Exhibit D attached hereto (the “Release Parcel”), the 'Partial Release Conditions' will be deemed satisfied only if ALL of the following shall have occurred: provided that (i) at the 1994 Term Loan or time such request is made and at the 1995 Term Loan or time of the Ohio Term Loan or Partial Release, there is no Event of Default under the 1997 Term Loan (as the case may be) shall have been paid in full, Documents; (ii) Borrower pays to Lender at the cash and/or readily-marketable Government Securities pledged time of the release an amount equal to the Secured Party under Section 1.8 sum of (a) an amount equal to 28.8% of the Letter Agreement unpaid principal balance of the Loan at that time (the “North Parcel Allocated Loan Amount”) plus (b) the Prepayment Premium applicable to the North Parcel Allocated Loan Amount; plus (c) all accrued interest with respect to the North Parcel Allocated Loan Amount, (iii) Borrower delivers to Lender, at Borrower’s sole cost, such title insurance coverage as Lender may deem reasonably necessary to insure that this Instrument remains a valid first lien against the remainder of the Property (the “Remaining Property”), with access to all of the public sidewalks surrounding the Remaining Property and with access at the same access points as exist on the date hereof to the publicly dedicated streets of North Garfield Street and North Highland Street, subject only to such exceptions to title as were evidenced in the title policy insuring this Instrument, current taxes due but not yet payable, such exceptions approved in writing by Lender after the date hereof, and such other exceptions as may be approved by Xxxxxx, in its sole discretion; (iv) Lender shall have an aggregate fair market value of not less than received evidence satisfactory to it that the 'Required Minimum Value' Debt Service Coverage Ratio (using the Debt Service Coverage Ratio and NOI definitions contained in Section 5.02) is at least 1.60 to 1.00 for the preceding twelve (12) month period and Xxxxxx receives satisfactory evidence that this Debt Service Coverage Ratio will be maintained for the next succeeding twelve (12) months with respect to the Remaining Property; (v) the Loan to Value Ratio (as defined in Section 5.02) of the Letter AgreementLoan (after the payment of the North Parcel Allocated Loan Prudential Loan No. 706108495 Clarendon Center/Deed of Trust Amount) to the Remaining Property shall not exceed fifty-five percent (55%); (vi) Lender shall have received satisfactory evidence that both the Release Parcel and Alkermes the Remaining Property shall agree be in compliance with all applicable laws, ordinances, rules and regulations, including, but not limited to, lot split and platting requirements, building codes, subdivision, zoning, and land use laws; (vii) Lender shall have received satisfactory evidence that both the Release Parcel and the Remaining Property will constitute separate real estate tax parcels, and accordingly each will be separately taxed and assessed; (viii) any space lease applicable to maintain such pledged cash and/or readily-marketable Government Securities the Release Parcel shall be separate from all space leases applicable to the Remaining Property and any lease on the Remaining Property shall not be dependent on or tied in such amount so that any way to any space lease on the fair market value thereof Release Parcel; (ix) Borrower shall never be less than such 'Required Minimum Value' and (iii) there shall then exist no Event of Default nor any event or circumstance whichpay, with the passage of time or the giving of notice or both, could become an Event of Default. At at the time of the making request for the Partial Release, a servicing fee of any Additional Term Loan, the Bank $10,000 and the Debtors may, by written modification to this Security Agreement, set forth the circumstances, if any, under which a partial release may be obtained with respect to the Additional Loan Collateral pledged Lender’s legal fees and disbursements and expenses incurred in connection with the relevant Additional Term Loanrequest for the Partial Release whether or not the request for the Partial Release is granted by Xxxxxx; (x) Lender shall have determined, in its sole discretion, that the Remaining Property will have all of the underground parking below the Remaining Property (which is comprised of 460 spaces) and no other property or property owner shall be granted an easement to use any of such 460 parking spaces under the Remaining Property except for an easement (in form and substance reasonably satisfactory to Lender) for use by the public and customers of the retail tenants on the Release Parcel; (xi) Lender shall have received evidence satisfactory to Lender that all necessary Tenant approvals (if any) have been obtained in connection with the Partial Release; (xii) Borrower and any guarantor shall reaffirm their respective obligations under the Documents; (xiii) the Partial Release shall not affect any obligations of Borrower or any guarantor under the Documents, except that the monthly principal and interest payment amount due under Section 1(b) of the Note shall be adjusted in accordance with the provisions of Paragraph 1(e) of the Note; (xiv) Borrower shall have created easements for utilities, signage, drainage, parking, ingress and egress and other appropriate purposes in, on and over the Release Parcel for the benefit of the Remaining Property to the extent required by Lender and such easements shall be insured as appurtenances in Lender’s title insurance policy via appropriate endorsements; and (xv) Lender shall receive an updated survey and legal descriptions of the Release Parcel and the Remaining Property. Notwithstanding anything contained herein to the contrary, if after payment of the North Parcel Allocated Loan Amount the financial tests set forth in clauses (iv) and (v) above would not be satisfied, then Borrower shall have the right to increase the North Parcel Allocated Loan Amount to the amount that would need to be repaid in order to cause the conditions set forth in clauses (iv) and (v) to be satisfied."

Partial Release. The Secured Party agrees thatIn the event that Mortgagor wishes to sell the Mortgaged Property, upon and if the satisfaction Adjacent Premises is not be sold simultaneously, and provided that neither Mortgagor nor the owner of the Partial Release Conditions (hereinafter defined) Adjacent Premises is in relation default in the performance of any of their respective obligations under this Mortgage or any other loan documents relating to the 1994 Term Loan, the 1995 Term Loan, the Ohio Term Loan this Mortgage or the 1997 Term Loanmortgage on the Adjacent Premises, the Secured Party will, at the Debtors' request, execute and deliver to the Debtors a release of the 1994 Loan Collateral or the 1995 Loan Collateral or the Ohio Loan Collateral or the 1997 Loan Collateral (as appropriate) from the lien of this Security Agreement (including appropriate releases on Form UCC- 3) and, upon execution and delivery of such release, the 1994 Loan Collateral, the 1995 Loan Collateral, the Ohio Loan Collateral or the 1997 Loan Collateral (as the case may be) will no longer be deemed 'Collateral' subject to this Security Agreement. As used herein, the 'Partial Release Conditions' will be deemed satisfied only if ALL of the following shall have occurred: (i) the 1994 Term Loan leases of the Adjacent Premises have a remaining term of at least two (2) years, or the 1995 Term Loan or the Ohio Term Loan or the 1997 Term Loan (as the case may be) shall have been paid in full, (ii) if any leases have a remaining term of less than two (2) years, Xxxxxxx Industrial, LLC shall enter into a lease of such space for the cash and/or readily-marketable Government Securities pledged remainder of such two (2) year period (the term of which shall commence upon expiration of such existing lease(s), unless they shall thereafter be extended or renewed), Mortgagee agrees to provide a release of mortgage as to the Secured Party under Section 1.8 Mortgaged Property and to release all other security interests related to the Mortgaged Property for a principal payment in an amount equal to the greater of: (1) (a) 51.36% of the Letter Agreement shall outstanding principal balance of the Loan, if third party tenants have remaining term of at least two (2) years, or (b) 56.49% of the outstanding principal balance of the Loan, if a lease from Xxxxxxx Industrial, LLC has been required; or (2) an aggregate fair market value of not less than the 'Required Minimum Value' (as defined in the Letter Agreement) and Alkermes shall agree to maintain such pledged cash and/or readily-marketable Government Securities in such amount so sufficient that the fair market value thereof shall never be less than such 'Required Minimum Value' and (iii) there shall then exist no Event of Default nor any event or circumstance which, Adjacent Premises is in compliance with the passage of time or the giving of notice or both, could become an Event of Default. At the time financial covenants set forth in Section 10 of the making of any Additional Term Loan, the Bank and the Debtors may, by written modification to this Security Agreement, set forth the circumstances, if any, under which a partial release may be obtained Mortgage with respect to the Additional Loan Collateral pledged in connection Adjacent Premises, together with payment of any prepayment and/or swap breakage fee which may be due as a result of such prepayment. If required by Mortgagee, an updated appraisal to confirm compliance with the relevant Additional Term loan to value covenant may be required. Upon release of the Mortgaged Property, Mortgagor shall be automatically released from all obligations under the Note and every other document or instrument relating to the Loan except for any obligations which expressly survive the payment of the Loan; and Xxxxxxx Industrial, LLC shall be released from all obligations under its Non-Recourse Guaranty of the Loan as they pertain to the Mortgaged Property, except for any obligations which expressly survive the payment of the Loan. The liability of Mortgagor shall remain in full force and effect as to the remaining balance due and all obligations as they pertain to the Adjacent Premises."