Common use of Release of All Property Clause in Contracts

Release of All Property. (a) After the Permitted Defeasance Date, if Bxxxxxxx has elected to defease the entire Loan, and after the Permitted Prepayment Date, if Bxxxxxxx has elected to prepay the entire Loan, and all the applicable requirements of Section 2.4 hereof and this Section 2.5 have been satisfied, all of the Property shall be released from the Lien of the respective Security Instruments. (b) In connection with the release of the Security Instruments, Borrower shall submit to Lender, not less than ten (10) Business Days prior to the Defeasance Date or prepayment date (as applicable), a release of Lien (and related Loan Documents) for each Individual Property for execution by Lxxxxx. Each such release shall be in a form appropriate in the jurisdiction in which the Individual Property is located and that would be satisfactory to a prudent lender and contains standard provisions, if any, 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. Borrower shall reimburse Lender and Servicer for any reasonable out-of-pocket costs and expenses Lender and Servicer incur arising from such release (including reasonable out-of-pocket attorneys’ fees and expenses) and Borrower shall pay, in connection with such release, all recording charges, filing fees, taxes or other reasonable expenses payable in connection therewith. (c) Lender shall, upon the written request and at the expense of Borrower, upon payment in full of the Debt (or upon the occurrence of a Total Defeasance Event) in accordance with the terms and provisions of the Note and this Agreement, in lieu of applying monies as a full repayment of the Debt, and in lieu of releasing the Lien of the Security Instrument and the other Loan Documents, in consideration of an amount equal to that necessary for a full repayment of the Debt in accordance with the terms and provisions of the Note and this Agreement, endorse the Note, and assign the Security Instrument and the other Loan Documents (if the same is so requested), without representation or warranty by or recourse to Lender (other than representations relating to due execution and authority), to a lender designated by Bxxxxxxx, and Lender shall execute and deliver to Borrower or such lender such instruments and other documents as shall be reasonably necessary, in compliance with all applicable laws, to evidence any such assignment of the Security Instrument and the Loan (including, if applicable, any of the note splitter agreements, Assigned Loan Documents and other documents referenced in Section 2.5.2(n) hereof). Borrower shall reimburse Lender and Servicer for any reasonable out of pocket costs and expenses Lender and Servicer incur arising from such assignment (including reasonable out-of-pocket attorneys’ fees and expenses) and Borrower shall pay, in connection with such assignment all recording charges, filing fees, taxes or other reasonable expenses in connection with therewith.

Release of All Property. (a) After the Permitted Defeasance Date, if Bxxxxxxx Xxxxxxxx has elected to defease the entire Loan, and after the Permitted Prepayment Date, if Bxxxxxxx Xxxxxxxx has elected to prepay the entire Loan, and all the applicable requirements of Section 2.4 hereof and this Section 2.5 have been satisfied, all of the Property shall be released from the Lien of the respective Security Instruments. (b) In connection with the release of the Security Instruments, Borrower shall submit to Lender, not less than ten (10) Business Days prior to the Defeasance Date or prepayment date (as applicable), a release of Lien (and related Loan Documents) for each Individual Property for execution by LxxxxxXxxxxx. Each such release shall be in a form appropriate in the jurisdiction in which the Individual Property is located and that would be satisfactory to a prudent lender and contains standard provisions, if any, 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. Borrower shall reimburse Lender and Servicer for any reasonable out-of-pocket costs and expenses Lender and Servicer incur arising from such release (including reasonable out-of-pocket attorneys’ fees and expenses) and Borrower shall pay, in connection with such release, all recording charges, filing fees, taxes or other reasonable expenses payable in connection therewith. (c) Lender shall, upon the written request and at the expense of Borrower, upon payment in full of the Debt (or upon the occurrence of a Total Defeasance Event) in accordance with the terms and provisions of the Note and this Agreement, in lieu of applying monies as a full repayment of the Debt, and in lieu of releasing the Lien of the Security Instrument and the other Loan Documents, in consideration of an amount equal to that necessary for a full repayment of the Debt in accordance with the terms and provisions of the Note and this Agreement, endorse the Note, and assign the Security Instrument and the other Loan Documents (if the same is so requested), without representation or warranty by or recourse to Lender (other than representations relating to due execution and authority), to a lender designated by BxxxxxxxXxxxxxxx, and Lender shall execute and deliver to Borrower or such lender such instruments and other documents as shall be reasonably necessary, in compliance with all applicable laws, to evidence any such assignment of the Security Instrument and the Loan (including, if applicable, any of the note splitter agreements, Assigned Loan Documents and other documents referenced in Section 2.5.2(n) hereof). Borrower shall reimburse Lender and Servicer for any reasonable out of pocket costs and expenses Lender and Servicer incur arising from such assignment (including reasonable out-of-pocket attorneys’ fees and expenses) and Borrower shall pay, in connection with such assignment all recording charges, filing fees, taxes or other reasonable expenses in connection with therewith.. 47 0123905.0782082 4863-1270-3898v11