Common use of Prepayments After Default Clause in Contracts

Prepayments After Default. After the occurrence and during the continuance of an Event of Default and notwithstanding any acceleration of the Debt in accordance with the applicable terms and conditions hereof, the Default Prepayment Premium shall, in all cases, be deemed a portion of the Debt due and owing hereunder and under the other Loan Documents. Without limitation of the foregoing, if, after the occurrence and during the continuance of an Event of Default, (i) payment of all or any part of the Debt is tendered by Borrower (voluntarily or involuntarily), a purchaser at foreclosure or any other Person, (ii) Lender obtains a recovery of all or a portion of the Debt (through an exercise of remedies hereunder or under the other Loan Documents or otherwise) or (iii) the Debt is deemed satisfied (in whole or in part) through an exercise of remedies hereunder or under the other Loan Documents or at law, the Default Prepayment Premium, the Breakage Costs and the Interest Shortfall, in addition to the outstanding principal balance, all accrued and unpaid interest and other amounts payable under the Loan Documents, shall be deemed due and payable hereunder. Notwithstanding anything to the contrary contained herein or in any other Loan Document, during the continuance of an Event of Default (i) any prepayment of the Debt shall be applied to the Debt in such order and priority as may be determined by Lender in its sole discretion and (ii) the word “prepayment” when used herein and in the other Loan Documents shall also be deemed to mean repayment and payment.

Prepayments After Default. After the occurrence and (a) If, during the continuance of an Event of Default or from and notwithstanding any after an acceleration of the Debt in accordance with Obligations pursuant to the applicable terms and conditions hereofof this Agreement, the Default Prepayment Premium shallby operation of law or otherwise, in all cases, be deemed a portion of the Debt due and owing hereunder and under the other Loan Documents. Without limitation of the foregoing, if, after the occurrence and during the continuance of an Event of Default, (i) payment of all or any part of the Debt is tendered by or on behalf of Borrower or Guarantor and accepted by Lender or is otherwise recovered by Lender (voluntarily or involuntarilyincluding through application of any Reserve Funds), such tender or recovery shall be deemed to be a purchaser voluntary prepayment by Borrower in violation of the prohibition against prepayment set forth in Section 2.4.1 hereof, and the Debt shall include, all of: (i) all accrued interest at foreclosure or any other Personthe Default Rate and, if such tender and acceptance is not made on a Monthly Payment Date, interest that would have accrued on the Debt to, but not including, the next Monthly Payment Date, (ii) Lender obtains a recovery of all or a portion of an amount equal to the Debt (through an exercise of remedies hereunder or under the other Loan Documents or otherwise) or Prepayment Fee, and (iii) in the Debt is deemed satisfied (in whole event the payment occurs on or in part) through an exercise of remedies hereunder or under prior to the other Loan Documents or at lawDefeasance Lockout Expiration Date, the Default Prepayment PremiumLiquidated Damages Amount. (b) IF DURING THE CONTINUANCE OF AN EVENT OF DEFAULT, the Breakage Costs and the Interest ShortfallALL OR ANY PART OF THE LOAN IS REPAID ON OR PRIOR TO THE DEFEASANCE LOCKOUT EXPIRATION DATE, in addition to the outstanding principal balanceTHEN BORROWER SHALL PAY TO LENDER, all accrued and unpaid interest and other amounts payable under the Loan DocumentsAS LIQUIDATED DAMAGES AND NOT AS A PENALTY, shall be deemed due and payable hereunder. Notwithstanding anything to the contrary contained herein or in any other Loan DocumentAND IN ADDITION TO ANY AND ALL OTHER SUMS AND FEES PAYABLE UNDER THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS, during the continuance of an Event of Default AN AMOUNT EQUAL TO TEN PERCENT (i10%) any prepayment of the Debt shall be applied to the Debt in such order and priority as may be determined by Lender in its sole discretion and OF THE PRINCIPAL AMOUNT BEING REPAID (ii) the word THE “prepayment” when used herein and in the other Loan Documents shall also be deemed to mean repayment and paymentLIQUIDATED DAMAGES AMOUNT”).

Prepayments After Default. After (A) the occurrence and during the continuance of an Event of Default and notwithstanding (B)(i) any acceleration of the Debt in accordance with Debt, including, without limitation, any acceleration pursuant to Section 10.2(a) hereof due to an Event of Default under Section 10.1(g) hereof or (ii) any prepayment of the applicable terms and conditions hereofDebt, the Default Prepayment Yield Maintenance Premium shall, in all cases, be deemed a portion of the Debt due and owing hereunder and under the other Loan Documents. Without limitation of the foregoing, if, after the occurrence and during the continuance of an Event of Default, (ix) payment of all or any part of the Debt is tendered by Borrower (voluntarily or involuntarily), a purchaser at foreclosure foreclosure, or any other PersonPerson (which such payment shall be deemed an attempt to circumvent the prohibition against prepayment prior to the Defeasance Lockout Release Date as set forth herein), (iiy) Lender obtains a recovery of all or a portion of the Debt (through an exercise of remedies hereunder or under the other Loan Documents or otherwise) ), or (iiiz) the Debt is deemed satisfied (in whole or in part) through an exercise of remedies hereunder or under the other Loan Documents or at law, the Default Prepayment Yield Maintenance Premium, the Breakage Costs and the Interest Shortfall, in addition to the outstanding principal balance, all accrued and unpaid interest interest, Interest Shortfall, and other amounts payable under the Loan Documents, shall be deemed due and payable hereunder. Borrower acknowledges that (i) a prepayment will cause damage to Lender; (ii) the Yield Maintenance Premium is intended to compensate Lender for the loss of its investment and the expense incurred and time and effort associated with making the Loan, which will not be fully repaid if the Loan is tendered, prepaid or repaid (in each case, in whole or in part and voluntarily or involuntarily) prior to the Maturity Date; (iii) it will be extremely difficult and impractical to ascertain the extent of Lender’s damages caused by a prepayment after an acceleration or any other tender, prepayment or repayment of the Debt (in each case, in whole or in part and voluntarily or involuntarily) not permitted by the Loan Documents; and (iv) the Yield Maintenance Premium represents Lender’s and Borrower’s reasonable estimate of Lender’s damages from the prepayment and is not a penalty. Notwithstanding anything to the contrary contained herein or in any other Loan Document, during the continuance of an Event of Default (i) any tender, prepayment or repayment of the Debt shall be applied to the Debt in such order and priority as may be determined by Lender in its sole discretion and (ii) the word “prepayment” when used herein and in the other Loan Documents shall also be deemed to mean repayment and paymentdiscretion.

Prepayments After Default. After the occurrence and during the continuance of an Event of Default and notwithstanding any acceleration of the Debt in accordance with the applicable terms and conditions hereof, the Default Prepayment Premium shall, in all cases, be deemed a portion of the Debt due and owing hereunder and under the other Loan Documents. Without limitation of the foregoing, ifIf, after the occurrence and during the continuance of an Event of Default, (i) payment prepayment of all or any part of the Debt is tendered by Borrower (voluntarily which tender may be rejected by Lender to the extent permitted by applicable Legal Requirements) or involuntarilyotherwise recovered by Lender (including through application of any Reserve Funds), such tender or recovery shall be deemed (a) to have been made on the next occurring Monthly Payment Date and such prepayment shall be applied first to the Monthly Debt Service Payment due on such date and (b) to be a purchaser at foreclosure or any other Person, (ii) Lender obtains a recovery of all or a portion voluntary prepayment by Borrower in violation of the Debt (through an exercise of remedies hereunder or under the other Loan Documents or otherwise) or (iii) the Debt is deemed satisfied (prohibition against prepayment set forth in whole or in part) through an exercise of remedies hereunder or under the other Loan Documents or at lawSection 2.4.1 hereof, the Default Prepayment Premium, the Breakage Costs and the Interest ShortfallBorrower shall pay, in addition to the outstanding Debt, or portion thereof then being prepaid or satisfied, (i) the Yield Maintenance Premium on the Outstanding Principal Balance, or portion thereof then being prepaid or satisfied, as of the date such prepayment is deemed to have been paid to Lender (provided, however, no Yield Maintenance Premium or other prepayment fee or penalty shall be required to be paid in connection with a prepayment made on or after the Open Prepayment Date), (ii) all interest which would have accrued on the principal balanceamount prepaid through, but not including, such Monthly Payment Date, (iii) if such prepayment occurs prior to the final sale of the Loan in a Secondary Market Transaction, Hedge Losses, (iv) all accrued other sums then due and unpaid interest and other amounts payable under the Loan Documents, shall be deemed due and payable hereunder. Notwithstanding anything to the contrary contained herein or in any other Loan Document, during the continuance of an Event of Default (iv) any prepayment of the Debt shall be applied to the Debt in such order all reasonable out-of-pocket costs and priority as may be determined expenses incurred by Lender in its sole discretion and (ii) the word “connection with such prepayment” when used herein and in the other Loan Documents shall also be deemed to mean repayment and payment.

Prepayments After Default. After the occurrence and If concurrently with or during the continuance of an Event of Default and notwithstanding any acceleration of the Debt in accordance with the applicable terms and conditions hereof, the Default Prepayment Premium shall, in all cases, be deemed a portion of the Debt due and owing hereunder and under the other Loan Documents. Without limitation of the foregoing, if, after the occurrence and during the continuance existence of an Event of Default, (i) payment of all or any part of the Debt principal of the Loan is tendered (which tender may be rejected by Borrower (voluntarily or involuntarily)Lender to the extent permitted by applicable Legal Requirements) by Borrower, a purchaser at foreclosure foreclosure, or any other Person, or otherwise recovered by Lender (including through application of any Reserve Funds or any other cash collateral for the Loan pursuant to the Loan Documents), (i) such tender or recovery shall be deemed to be a voluntary prepayment in an attempt to circumvent the prohibition against prepayment set forth in Section 2.4.1 herein and (ii) Lender obtains a recovery of all Borrower, such purchaser at foreclosure or a portion of other Person shall pay the Debt (through an exercise of remedies hereunder or under the other Loan Documents or otherwise) or (iii) the Debt is deemed satisfied (in whole or in part) through an exercise of remedies hereunder or under the other Loan Documents or at lawMinimum Interest Payment Amount, the Default Prepayment Premium, Exit Fee and the Breakage Costs and the Interest ShortfallCosts, in addition to the outstanding principal balanceOutstanding Principal Balance, all accrued and unpaid interest and other amounts payable under the Loan DocumentsDocuments (including the Interest Shortfall), shall be deemed due all out-of-pocket costs and payable hereunderexpenses incurred by Lender in connection with such prepayment and if such prepayment occurs prior to the final sale of the Loan in a Secondary Market Transaction, Hedge Losses. Notwithstanding anything to the contrary contained herein or in any other Loan Document, during the continuance of an Event of Default (i) any prepayment of the Debt shall be applied to the Debt in such order and priority as may be determined by Lender in its sole discretion and (ii) the word “prepayment” when used herein and in the other Loan Documents shall also be deemed to mean repayment and paymentdiscretion.

Prepayments After Default. After the occurrence and during During the continuance of an Event of Default and notwithstanding any acceleration of the Debt in accordance with the applicable terms and conditions hereof, the Default Prepayment Premium shall, in all cases, be deemed a portion of the Debt due and owing hereunder and under the other Loan Documents. Without limitation of the foregoing, if, after the occurrence and during the continuance of an Event of Default, (i) payment of all or any part of the Debt is tendered by Borrower (voluntarily or involuntarily), a purchaser at foreclosure or any other ​ ​ Person, (ii) Lender obtains a recovery of all or a portion of the Debt (through an exercise of remedies hereunder or under the other Loan Documents or otherwise) or (iii) the Debt is deemed satisfied (in whole or in part) through an exercise of remedies hereunder or under the other Loan Documents or at law, the Default Prepayment Premium, the Breakage Costs Costs, the Exit Fee, if applicable, and the Interest Shortfall, in addition to the outstanding principal balance, all accrued and unpaid interest and other amounts payable under the Loan Documents, shall be deemed due and payable hereunder. Notwithstanding anything to the contrary contained herein or in any other Loan Document, during the continuance of an Event of Default (i) any prepayment of the Debt shall be applied to the Debt in such order and priority as may be determined by Lender in its sole discretion and (ii) the word “prepayment” when used herein and in the other Loan Documents shall also be deemed to mean repayment and payment.

Prepayments After Default. After the occurrence and during the continuance of an Event of Default and notwithstanding any acceleration of the Debt in accordance with the applicable terms and conditions hereof, the Default Prepayment Premium shall, in all cases, be deemed a portion of the Debt due and owing hereunder and under the other Loan Documents. Without limitation of the foregoing, ifIf, after the occurrence and during the continuance of an Event of Default, (i) payment prepayment of all or any part of the Debt is tendered by Borrower (voluntarily which tender may be rejected by Lender to the extent permitted by applicable Legal Requirements) or involuntarilyotherwise recovered by Lender (including through application of any Reserve Funds), such tender or recovery shall be deemed (a) to have been made on the next occurring Monthly Payment Date and such prepayment shall be applied first to the Monthly Debt Service Payment due on such date and (b) to be a purchaser at foreclosure or any other Person, (ii) Lender obtains a recovery of all or a portion voluntary prepayment by Borrower in violation of the Debt (through an exercise of remedies hereunder or under the other Loan Documents or otherwise) or (iii) the Debt is deemed satisfied (prohibition against prepayment set forth in whole or in part) through an exercise of remedies hereunder or under the other Loan Documents or at lawSection 2.4.1 hereof, the Default Prepayment Premium, the Breakage Costs and the Interest ShortfallBorrower shall pay, in addition to the outstanding Debt, or portion thereof then being prepaid or satisfied, (i) an amount equal to the greater of (x) five percent (5%) of the Outstanding Principal Balance, or portion thereof then being prepaid or satisfied, and (y) the Yield Maintenance Premium on the Outstanding Principal Balance, or portion thereof then being prepaid or satisfied, as of the date such prepayment is paid to Lender, (ii) all interest which would have accrued on the principal balanceamount prepaid through, but not including, such Monthly Payment Date, (iii) if such prepayment occurs prior to the final sale of the Loan in a Secondary Market Transaction, Hedge Losses, (iv) all accrued other sums due and unpaid interest and other amounts payable under the Loan Documents, shall be deemed due and payable hereunder. Notwithstanding anything to the contrary contained herein or in any other Loan Document, during the continuance of an Event of Default (iv) any prepayment of the Debt shall be applied to the Debt in such order all reasonable out-of-pocket costs and priority as may be determined expenses incurred by Lender in its sole discretion and (ii) the word “connection with such prepayment” when used herein and in the other Loan Documents shall also be deemed to mean repayment and payment.

Prepayments After Default. After (i) the occurrence and during the continuance of an Event of Default and notwithstanding (ii)(A) any acceleration of the Debt prior to the Prepayment Lockout Release Date as set forth herein, including, without limitation, any acceleration pursuant to Section 10.2(a) hereof due to an Event of Default under Section 10.1(g) hereof or (B) any prepayment of the Debt other than in accordance connection with (i) a Property Release other than a Default Release prior to the applicable terms and conditions hereofPrepayment Lockout Release Date as set forth herein or (ii) a Casualty/Condemnation Prepayment, the Yield Maintenance Default Prepayment Premium shall, shall be due and payable by Borrower to Lender and in all cases, be deemed a portion of the Debt due and owing hereunder and under the other Loan Documents. Without limitation of the foregoing, if, after the occurrence and during the continuance of an Event of Default, (ix) payment of all or any part of the Debt is tendered by Borrower (voluntarily or involuntarily), a purchaser at foreclosure foreclosure, or any other PersonPerson prior to the Prepayment Lockout Release Date as set forth herein (which such payment shall be deemed an attempt to circumvent the prohibition against prepayment prior to the Prepayment Lockout Release Date as set forth herein), (iiy) Lender obtains a recovery of all or a portion of the Debt (through an exercise of remedies hereunder or under the other Loan Documents or otherwise) prior to the Prepayment Lockout Release Date as set forth herein, or (iiiz) the Debt is deemed satisfied (in whole or in part) through an exercise of remedies hereunder or under the other Loan Documents or at lawlaw prior to prior to the Prepayment Lockout Release Date as set forth herein), the Yield Maintenance Default Prepayment Premium, the Breakage Costs and the Interest Shortfall, in addition to the outstanding principal balance, all accrued and unpaid interest interest, Interest Shortfall, and other amounts payable under the Loan Documents, shall be deemed due and payable hereunder. Borrower acknowledges that (1) a prepayment prior to the Prepayment Lockout Release Date as set forth herein will cause damage to Lender; (2) the Yield Maintenance Default Premium is intended to compensate Lender for the loss of its investment and the expense incurred and time and effort associated with making the Loan, which will not be fully repaid if the Loan is tendered, prepaid or repaid (in each case, in whole or in part and voluntarily or involuntarily) prior to the Prepayment Lockout Release Date as set forth herein; (3) it will be extremely difficult and impractical to ascertain the extent of Lender's damages caused by a prepayment after an acceleration or any other tender, prepayment or repayment of the Debt (in each case, in whole or in part and voluntarily or involuntarily) not permitted by the Loan Documents; and (4) the Yield Maintenance Default Premium represents Lender's and Borrower's reasonable estimate of Lender's damages from the prepayment and is not a penalty. In the event any of the foregoing events set forth above in this Section 2.7(c) occur after the Prepayment Lockout Release Date but prior to the Open Period Start Date, in addition to the outstanding principal balance, all accrued and unpaid interest, Interest Shortfall, and other amounts payable under the Loan Documents, the Yield Maintenance Premium (but not the Yield Maintenance Default Premium) shall be due and payable by Borrower to Lender and in all cases, be deemed a portion of the Debt due and owing hereunder and under the other Loan Documents. Notwithstanding anything to the contrary contained herein or in any other Loan Document, any tender, prepayment or repayment of the Debt during the continuance of an Event of Default (i) any prepayment of the Debt shall be applied to the Debt in such order and priority as may be determined by Lender in its sole discretion and (ii) the word “prepayment” when used herein and in the other Loan Documents shall also be deemed to mean repayment and paymentdiscretion.

Prepayments After Default. After (A) the occurrence and during the continuance of an Event of Default and notwithstanding (B)(i) any acceleration of the Debt in accordance with Debt, including, without limitation, any acceleration pursuant to Section 10.2(a) hereof due to an Event of Default under Section 10.1(g) hereof or (ii) any prepayment of the applicable terms and conditions hereofDebt, the Default Prepayment Spread Maintenance Premium shall, in all cases, be deemed a portion of the Debt due and owing hereunder and under the other Loan Documents. Without limitation of the foregoing, if, after the occurrence and during the continuance of an Event of Default, (ix) payment of all or any part of the Debt is tendered by Borrower (voluntarily or involuntarily), a purchaser at foreclosure foreclosure, or any other Person, (iiy) Lender obtains a recovery of all or a portion of the Debt (through an exercise of remedies hereunder or under the other Loan Documents or otherwise) ), or (iiiz) the Debt is deemed satisfied (in whole or in part) through an exercise of remedies hereunder or under the other Loan Documents or at law, the Default Prepayment Spread Maintenance Premium, the Breakage Costs and the Interest Shortfall, in addition to the outstanding principal balance, all accrued and unpaid interest interest, Interest Shortfall, Breakage Costs (provided that the same are not duplicative of any Interest Shortfall paid in connection with such payment), the Prepayment Premium, and other amounts payable under the Loan Documents, shall be deemed due and payable hereunder. Borrower acknowledges that (i) a prepayment will cause damage to Lender; (ii) the Default Spread Maintenance Premium is intended to compensate Lender for the loss of its investment and the expense incurred and time and effort associated with making the Loan, which will not be fully repaid if the Loan is tendered, prepaid or repaid (in each case, in whole or in part and voluntarily or involuntarily) prior to the Maturity Date; (iii) it will be extremely difficult and impractical to ascertain the extent of Lender’s damages caused by a prepayment after an acceleration or any other tender, prepayment or repayment of the Debt (in each case, in whole or in part and voluntarily or involuntarily) not permitted by the Loan Documents; and (iv) the Default Spread Maintenance Premium represents Lender’s and Borrower’s reasonable estimate of Lender’s damages from the prepayment and is not a penalty. Notwithstanding anything to the contrary contained herein or in any other Loan Document, during the continuance of an Event of Default (i) any tender, prepayment or repayment of the Debt shall be applied to the Debt in such order and priority as may be determined by Lender in its sole discretion and (ii) the word “prepayment” when used herein and in the other Loan Documents shall also be deemed to mean repayment and paymentdiscretion.