Common use of Releases of Mortgaged Property Clause in Contracts

Releases of Mortgaged Property. No Mortgage Note or Mortgage requires the mortgagee to release all or any material portion of the related Mortgaged Property that was included in the valuation for such Mortgaged Property, and/or generates income, from the lien of the related Mortgage except upon payment in full of all amounts due under the related Mortgage Loan, or upon satisfaction of the defeasance provisions of such Mortgage Loan, other than the Mortgage Loans that require the mortgagee to grant a release of a portion of the related Mortgaged Property upon (a) the satisfaction of certain legal and underwriting requirements where the portion of the related Mortgaged Property permitted to be released was not considered by the Seller to be material in underwriting the Mortgage Loan or, in the case of a substitution, where the Mortgagor is entitled to substitute a replacement parcel at its unilateral option upon the satisfaction of specified conditions, and/or (b) the payment of a release price and prepayment consideration in connection therewith, consistent with the Seller's normal commercial mortgage lending practices (and in both (a) and (b), any release of the Mortgaged Property has been reflected in the Mortgage Loan Schedule). Except as described in the prior sentence (other than with respect to defeasance and substitution), no Mortgage Loan permits the full or partial release or substitution of collateral unless (1) the mortgagor is entitled to substitute a replacement parcel at its unilateral option upon satisfaction of specified conditions, and (2) the mortgagee or servicer can require the Mortgagor to provide an opinion of tax counsel to the effect that such release or substitution of collateral (a) would not constitute a "significant modification" of such Mortgage Loan within the meaning of Treas. Reg. ss.1.8606-2(b)(2) and (b) would not cause such Mortgage Loan to fail to be a "qualified mortgage" within the meaning of Section 860G(a)(3)(A) of the Code. The loan documents require the related Mortgagor to bear the cost of such opinion.

Releases of Mortgaged Property. No Mortgage Note or Mortgage requires the mortgagee to release all or any (A) Since origination, no material portion of the related Mortgaged Property that was included in the valuation for such Mortgaged Property, and/or generates income, has been released from the lien of the related Mortgage in any manner which materially and adversely affects the value of the Mortgage Loan or materially interferes with the security intended to be provided by such Mortgage; and (B) the terms of the related Mortgage Loan documents do not permit the release of any portion of the Mortgaged Property from the lien of the Mortgage except upon in compliance with REMIC Provisions and only (i) in consideration of payment in full (or in certain cases, the allocated loan amount) therefor, (ii) in connection with the substitution of all amounts due under the related Mortgage Loan, or upon satisfaction a portion of the Mortgaged Property in exchange for delivery of U.S. “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended, in a defeasance provisions (or a partial defeasance, in the case of such Mortgage Loan, other than the Mortgage Loans that require the mortgagee to grant a release of a portion of the related Mortgaged Property upon Property) meeting the requirements of paragraph (a42) the satisfaction of certain legal and underwriting requirements below, (iii) where the such portion of the related Mortgaged Property permitted to be released was not considered by the Seller to be material in for purposes of underwriting the Mortgage Loan orand such release was contemplated at origination, (iv) conditioned on the satisfaction of certain underwriting and other requirements, including payment of (or partial defeasance in the amount of) a release price in an amount equal to not less than 125% of the allocated loan amount for such Mortgaged Property or the portion thereof to be released, or (v) as set forth on Exhibit B-24, in connection with the substitution of a replacement property in compliance with REMIC Provisions; provided that in the case of a substitutionclauses (i), where the Mortgagor is entitled to substitute a replacement parcel at its unilateral option upon the satisfaction of specified conditions, and/or (b) the payment of a release price and prepayment consideration in connection therewith, consistent with the Seller's normal commercial mortgage lending practices (and in both (aiii) and (biv), any for all Mortgage Loans originated after December 6, 2010, a payment of principal is required to be made in an amount required by the REMIC Provisions if the fair market value of the real property constituting the remaining Mortgaged Property after the release is not equal to at least (x) 80% of the principal balance of the Mortgage Loan (or Whole Loan, if applicable) outstanding after the release or (y) the fair market value of the Mortgaged Property has been reflected in immediately before the release. The Mortgage Loan Schedule). Except as described in the prior sentence (other than with respect to defeasance and substitution), no Mortgage Loan permits the full or partial release or substitution of collateral unless (1) the mortgagor is entitled to substitute a replacement parcel at its unilateral option upon satisfaction of specified conditions, and (2) the mortgagee or servicer can documents require the Mortgagor to provide an opinion of tax counsel to the effect that such release or substitution of collateral (a) would not constitute a "significant modification" of such Mortgage Loan within the meaning of Treas. Reg. ss.1.8606pay all related reasonable out-2(b)(2) and (b) would not cause such Mortgage Loan to fail to be a "qualified mortgage" within the meaning of Section 860G(a)(3)(A) of-pocket expenses of the Code. The loan documents require the related Mortgagor to bear the cost of lender incurred in connection with any such opinionproperty release.

Releases of Mortgaged Property. No Mortgage Note or Mortgage requires the mortgagee to release all or any material portion of the related Mortgaged Property that was included in the valuation for such Mortgaged Property, and/or generates income, from the lien of the related Mortgage except upon (i) payment in full of all amounts due under the related Mortgage Loan, or upon satisfaction (ii) delivery of non-callable "government securities" within the meaning of Treas. Reg. Section 1.860G-2(a)(8)(i) in connection with a defeasance of the defeasance provisions of such related Mortgage Loan, other than or (iii) releases of portions of the Mortgaged Property (a) which will not have a material adverse effect on the value of the collateral for the related Mortgage Loan or (b) which were given no value in the appraisal of the Mortgaged Property or of that portion of the Mortgaged Property used to calculate the loan-to-value ratio of the Mortgaged Property for underwriting purposes; provided that the Mortgage Loans that are Crossed Mortgage Loans, and the other individual Mortgage Loans secured by multiple parcels, may require the mortgagee respective mortgagee(s) to grant a release releases of a portion portions of the related Mortgaged Property or, in the case of a group of Crossed Mortgage Loans, the release of one or more related Mortgaged Properties upon (ai) the satisfaction of certain legal and underwriting requirements where the portion of the related Mortgaged Property permitted to be released was not considered by the Seller to be material in underwriting the Mortgage Loan or, in the case of a substitution, where the Mortgagor is entitled to substitute a replacement parcel at its unilateral option upon the satisfaction of specified conditions, and/or and (bii) the payment of a release price of at least 125% of the allocated loan amount of such property and prepayment consideration in connection therewith; and provided, consistent with further, that certain groups of Crossed Mortgage Loans may permit the Seller's normal commercial mortgage lending practices (and in both (a) and (b), any related Borrower to obtain the release of one or more of the related Mortgaged Property has been reflected in the Mortgage Loan Schedule). Except as described in the prior sentence (Properties by substituting comparable real estate property, subject to, among other than with respect to defeasance and substitution)conditions precedent, no Mortgage Loan permits the full or partial release or substitution receipt of collateral unless (1) the mortgagor is entitled to substitute a replacement parcel at its unilateral option upon satisfaction of specified conditions, and (2) the mortgagee or servicer can require the Mortgagor to provide an opinion of tax counsel to the effect confirmation from each Rating Agency that such release and substitution will not result in a qualification, downgrade or substitution withdrawal of collateral (a) would not constitute a "significant modification" any of such its then-current ratings of the Certificates. Each Mortgage Loan that contains a provision for any defeasance of mortgage collateral permits defeasance (i) no earlier than two years following the Closing Date, (ii) only with substitute collateral constituting non-callable "government securities" within the meaning of Treas. Reg. ss.1.8606-2(b)(2Section 1.860G-2(a)(8)(i) and (biii) would to the Seller's actual knowledge, only for the purpose of facilitating the disposition of mortgaged real property and not cause such as part of an arrangement to collateralize a REMIC offering with obligations that are not real estate mortgages. No release or partial release of any Mortgaged Property, or any portion thereof, expressly permitted or required pursuant to the terms of any Mortgage Loan to fail to be would constitute a "qualified mortgage" within the meaning of Section 860G(a)(3)(A) significant modification of the Coderelated Mortgage Loan under Treas. The loan documents require the related Mortgagor to bear the cost of such opinionReg. Section 1.860G-2(b)(2).

Releases of Mortgaged Property. No In the case of each Mortgage Note or Mortgage requires the mortgagee to release all or any Loan, since origination, no material portion of the related Mortgaged Property that was included in the valuation for such Mortgaged Property, and/or generates income, has been released from the lien of the related Mortgage, in any manner which materially and adversely affects the value of the Mortgage Loan or materially interferes with the security intended to be provided by such Mortgage. The terms of the related Mortgage do not provide for release of any material portion of the Mortgaged Property from the lien of the Mortgage except (a) in consideration of payment therefor of the release price applicable to such Mortgaged Property set forth in the Mortgage Loan documents, (b) upon payment in full of all amounts due under the related Mortgage Loan, or upon satisfaction of the defeasance provisions of such Mortgage Loan, other than (c) upon defeasance permitted under the terms of such Mortgage Loans that require Loan by means of substituting for the mortgagee to grant a release of a portion of the related Mortgaged Property upon (a) the satisfaction of certain legal and underwriting requirements where the portion of the related Mortgaged Property permitted to be released was not considered by the Seller to be material in underwriting the Mortgage Loan or, in the case of a substitutionMortgage Loan secured by multiple Mortgaged Properties, where one or more of such Mortgaged Properties) non-callable obligations of the Mortgagor is entitled United States of America, sufficient to substitute pay the Mortgage Loan in accordance with its terms, (d) upon substitution of a replacement parcel at its unilateral option property with respect to such Mortgage Loan, (e) where release is conditional upon the satisfaction of specified conditions, and/or (b) certain underwriting and legal requirements which would be acceptable to a reasonably prudent commercial mortgage lender and the payment of a release price and prepayment consideration applicable to such Mortgaged Property set forth in connection therewith, consistent with the Seller's normal commercial mortgage lending practices Mortgage Loan documents or (and in both (af) and (b), any release releases of unimproved out-parcels or other portions of the Mortgaged Property has been reflected in which will not have a material adverse effect on the underwritten value of the security for the Mortgage Loan Schedule). Except as described and which were not afforded any value in the prior sentence (other than with respect to defeasance and substitution), no Mortgage Loan permits appraisal obtained at the full or partial release or substitution of collateral unless (1) the mortgagor is entitled to substitute a replacement parcel at its unilateral option upon satisfaction of specified conditions, and (2) the mortgagee or servicer can require the Mortgagor to provide an opinion of tax counsel to the effect that such release or substitution of collateral (a) would not constitute a "significant modification" of such Mortgage Loan within the meaning of Treas. Reg. ss.1.8606-2(b)(2) and (b) would not cause such Mortgage Loan to fail to be a "qualified mortgage" within the meaning of Section 860G(a)(3)(A) origination of the Code. The loan documents require the related Mortgagor to bear the cost of such opinionMortgage Loan.

Releases of Mortgaged Property. No Mortgage Note or Mortgage requires the mortgagee to release all or any material portion of the related Mortgaged Property that was included in the valuation for such Mortgaged Property, and/or generates income, from the lien of the related Mortgage except upon payment in full of all amounts due under the related Mortgage Loan, or upon satisfaction of the defeasance provisions of such Mortgage Loan, other than the Mortgage Loans that require the mortgagee to grant a release of a portion of the related Mortgaged Property upon (a) the satisfaction of certain legal and underwriting requirements where the portion of the related Mortgaged Property permitted to be released was not considered by the Seller to be material in underwriting the Mortgage Loan or, in the case of a substitution, where the Mortgagor is entitled to substitute a replacement parcel at its unilateral option upon the satisfaction of specified conditions, and/or (b) the payment of a release price and prepayment consideration in connection therewith, consistent with the Seller's ’s normal mixed-use, commercial or multifamily mortgage lending practices (as applicable) (and in both (a) and (b), any release of the Mortgaged Property has been reflected in the Mortgage Loan Schedule). Except as described in the prior sentence (other than with respect to defeasance and substitution), no Mortgage Loan permits the full or partial release or substitution of collateral unless (1) the mortgagor is entitled to substitute a replacement parcel at its unilateral option upon satisfaction of specified conditions, and (2) the mortgagee or servicer can require the Mortgagor to provide an opinion of tax counsel to the effect that such release or substitution of collateral (a) would not constitute a "“significant modification" ” of such Mortgage Loan within the meaning of Treas. Reg. ss.1.8606§1.1001-2(b)(2) 3 and (b) would not cause such Mortgage Loan to fail to be a "“qualified mortgage" ” within the meaning of Section 860G(a)(3)(A) of the Code. The loan documents with respect to each Mortgage Loan require the related Mortgagor to bear the cost of such opinion.

Releases of Mortgaged Property. No Mortgage Note or Mortgage requires the mortgagee to release all or any (A) Since origination, no material portion of the related Mortgaged Property that was included in the valuation for such Mortgaged Property, and/or generates income, has been released from the lien of the related Mortgage in any manner that materially and adversely affects the value of the Mortgage Loan or materially interferes with the security intended to be provided by such Mortgage; and (B) the terms of the related Mortgage Loan documents do not permit the release of any portion of the Mortgaged Property from the lien of the Mortgage except upon (i) in consideration of payment in full (or in certain cases, the allocated loan amount) therefor, (ii) in connection with the substitution of all amounts due under the related Mortgage Loan, or upon satisfaction a portion of the Mortgaged Property in exchange for delivery of U.S."government securities" within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended, in a defeasance provisions (or a partial defeasance, in the case of such Mortgage Loan, other than the Mortgage Loans that require the mortgagee to grant a release of a portion of the related Mortgaged Property upon Property) meeting the requirements of paragraph (a42) the satisfaction of certain legal and underwriting requirements below, (iii) where the such portion of the related Mortgaged Property permitted to be released was not considered by the Seller to be material in for purposes of underwriting the Mortgage Loan orand such release was contemplated at origination, in the case of a substitution, where the Mortgagor is entitled to substitute a replacement parcel at its unilateral option upon (iv) conditioned on the satisfaction of specified conditionscertain underwriting and other requirements, and/or (b) the including payment of (or partial defeasance in the amount of) a release price in an amount equal to not less than the greater of (x) 90% of the net sales proceeds and prepayment consideration (y) a minimum amount equal to 125% of the allocated loan amount for such Mortgaged Property or the portion thereof to be released, or (v) in connection therewith, consistent with the Seller's normal commercial mortgage lending practices (and in both (a) and (b), any release substitution of the Mortgaged Property has been reflected in the a replacement property acceptable to mortgagee pursuant to its underwriting standards. The Mortgage Loan Schedule). Except as described in the prior sentence (other than with respect to defeasance and substitution), no Mortgage Loan permits the full or partial release or substitution of collateral unless (1) the mortgagor is entitled to substitute a replacement parcel at its unilateral option upon satisfaction of specified conditions, and (2) the mortgagee or servicer can documents require the Mortgagor to provide an opinion of tax counsel to the effect that such release or substitution of collateral (a) would not constitute a "significant modification" of such Mortgage Loan within the meaning of Treas. Reg. ss.1.8606pay all related reasonable out-2(b)(2) and (b) would not cause such Mortgage Loan to fail to be a "qualified mortgage" within the meaning of Section 860G(a)(3)(A) of-pocket expenses of the Code. The loan documents require the related Mortgagor to bear the cost of such opinionlender in connection with any release described in this paragraph (24).

Releases of Mortgaged Property. No Mortgage Except as described in the next sentence, no Note or Mortgage requires the mortgagee lender to release all or any material portion of the related Mortgaged Property that was included in the valuation appraisal for such Mortgaged Property, and/or generates income, income from the lien of the related Mortgage except upon payment in full of all amounts due under the related Mortgage Loan, Loan or upon satisfaction of in connection with the defeasance provisions of such Mortgage Loan, other than the related Note and Mortgage. Except as disclosed in Schedule V to this Agreement or the Prospectus Supplement with respect to Crossed Mortgage Loans that require and Mortgage Loans secured by multiple Mortgaged Properties, no Mortgage Loan requires the mortgagee lender to grant a release releases of a portion portions of the related Mortgaged Property Properties except upon (a) the satisfaction of certain legal and underwriting requirements where the portion of the related Mortgaged Property permitted to be released was not considered by the Seller to be material in underwriting the Mortgage Loan or, in the case of a substitution, where the Mortgagor is entitled to substitute a replacement parcel at its unilateral option upon the satisfaction of specified conditions, and/or (b) the payment of a release price and prepayment consideration in connection therewith, consistent with the Seller's normal commercial mortgage lending practices (and in both (a) and (b), any release of the Mortgaged Property has been reflected in the Mortgage Loan Schedule). Except as described in the prior first sentence (other than with respect hereof and for those Mortgage Loans identified on Schedule V to defeasance and substitution)this Agreement, no Mortgage Loan permits the full or partial release or substitution of collateral unless (1) the mortgagor is entitled to substitute a replacement parcel at its unilateral option upon satisfaction of specified conditions, and (2) the mortgagee lender or servicer can require the Mortgagor Borrower to provide an opinion of tax counsel to the effect that such release or substitution of collateral (a) would not constitute a "significant modification" of such Mortgage Loan within the meaning of Treas. Reg. ss.1.8606-2(b)(2Treasury Regulations Section 1.860G-2(b)(2) and (b) would not cause such Mortgage Loan to fail to be a "qualified mortgage" within the meaning of Section 860G(a)(3)(A) of the Code. The loan documents require the related Mortgagor Borrower to bear the cost of such opinion.

Releases of Mortgaged Property. No Mortgage Note or Mortgage requires the mortgagee to release all or any material portion of the related Mortgaged Property that was included in the valuation for such Mortgaged Property, and/or generates income, from the lien of the related Mortgage except upon payment in full of all amounts due under the related Mortgage Loan, or upon satisfaction of the defeasance provisions of such Mortgage Loan, other than the Mortgage Loans that require the mortgagee to grant a release of a portion of the related Mortgaged Property upon (ai) the satisfaction of certain legal and underwriting requirements where the portion of the related Mortgaged Property permitted to be released was not considered by the Seller originator to be material in underwriting the Mortgage Loan or, in the case of a substitution, where the Mortgagor is entitled to substitute a replacement parcel at its unilateral option upon the satisfaction of specified conditions, and/or (bii) the payment of a release price and prepayment consideration in connection therewith, consistent with the Seller's ’s normal multi-family, commercial or mixed-use mortgage lending practices (as applicable) (and in both (ai) and (bii), any release of the Mortgaged Property has been reflected in the Mortgage Loan Schedule). Except as described in the prior sentence (other than with respect to defeasance and substitution), no Mortgage Loan permits the full or partial release or substitution of collateral unless (1i) the mortgagor is entitled to substitute a replacement parcel at its unilateral option upon satisfaction of specified conditions, and (2ii) the mortgagee or servicer can require the Mortgagor to provide an opinion of tax counsel to the effect that such release or substitution of collateral (ax) would not constitute a "“significant modification" ” of such Mortgage Loan within the meaning of Treas. Reg. ss.1.8606§1.1001-2(b)(2) 3 and (by) would not cause such Mortgage Loan to fail to be a "“qualified mortgage" ” within the meaning of Section 860G(a)(3)(A) of the Code. The loan documents with respect to each Loan that permits the full or partial release or substitution of collateral require the related Mortgagor to bear the cost of such opinion.

Releases of Mortgaged Property. No With respect to Mortgage Note or Mortgage requires the mortgagee to release all or any material portion Loan No. ___, Mall At Millenia, Section 10.27 of the related Mortgaged Property that was included in Loan Agreement allows the valuation for such Mortgaged Property, and/or generates income, from borrower to obtain a release of the lien of the related Mortgage except upon payment in full of all amounts due under as to an "Expansion Parcel" which is identified on Schedule IV to the related Mortgage Loan, or upon satisfaction of the defeasance provisions of such Mortgage Loan, other than the Mortgage Loans that require the mortgagee Loan Agreement subject to grant a release of a portion of the related Mortgaged Property upon (a) the satisfaction of certain legal and underwriting requirements where the portion requirements. With respect to Mortgage Loan No. ___, Sky Ridge II, loan documents allow for release of certain portions of the related Mortgaged Property permitted property (the "Specified Release Tracts"), subject to satisfaction of certain terms and conditions, including but not limited to the following: (a) a certificate from the transferee certifying that the Specified Released Tract is not necessary for the operation or use of the property for its then current use, the Specified Released Tract may be released was not considered by subdivided from the Seller to be material in underwriting the Mortgage Loan or, property without diminution in the case pro-rata value of the property and the subdivision in connection with the release shall not adversely affect the utility or operation for the remaining property; (b) no event of default has occurred; (c) the meter and boundary description and actual dimensions of the proposed parcel shown by proposed plat sealed by a registered surveyor and dated within 6 months of the proposed release date shall conform in all material respects to the Specified Release Tract; and (d) sole expense and cost of the borrower to provide the lender with a survey of the property as it remains without the Specified Release Tract. In addition, the borrower may obtain a release of a substitutionparcel other than the Specified Release Tracts, where provided that (a) the Mortgagor is entitled to substitute a replacement parcel at its unilateral option upon borrower satisfies the satisfaction conditions set forth in clause (a) of specified conditionsthe preceding, and/or (b) the payment borrower provides lender with a rating agency confirmation that such release with not result in a withdrawal, qualification or downgrade of a release price and prepayment consideration the certificates issued in connection therewith, consistent with the Seller's normal commercial mortgage lending practices (and in both (a) securitization of this loan and (b), any release c) borrower shall pay lender an amount equal to 125% of the Mortgaged Property has been reflected in amount of the debt allocable to the released parcel. With respect to Mortgage Loan Schedule)No. Except as described in ___, Marlboro Industrial Park, borrower may release an undeveloped portion of the prior sentence property (other than with respect to defeasance and substitution), no Mortgage Loan permits about 11 acres) located at the full or partial release or substitution rear of collateral unless (1) the mortgagor is entitled to substitute a replacement parcel at its unilateral option industrial park upon satisfaction of specified conditionsconditions set forth in Section 20.1 of the Mortgage (including, but not limited to, (i) no event of default exists, (ii) subdivision of the release parcel from the property, (iii) delivery of endorsements to lender's title policy, (iv) municipal confirmation of release parcel's (and property's) compliance with zoning and applicable laws and (2v) borrower's certification that there will be no adverse impact on property as a result of release and development of release parcel. The borrower is not required to make a partial prepayment, however, the mortgagee or servicer can require the Mortgagor to provide an opinion of tax counsel to the effect property that such release or substitution of collateral (a) would not constitute a "significant modification" of such Mortgage Loan within the meaning of Treas. Reg. ss.1.8606-2(b)(2) and (b) would not cause such Mortgage Loan to fail to may be a "qualified mortgage" within the meaning of Section 860G(a)(3)(A) released was part of the Code. The loan documents require the related Mortgagor to bear the cost of such opinionappraised value.

Releases of Mortgaged Property. No Mortgage Note or Mortgage requires the mortgagee to release all or any material portion of the related Mortgaged Property that was included in the valuation for such Mortgaged Property, and/or generates income, from the lien of the related Mortgage except upon payment in full of all amounts due under the related Mortgage Loan, or upon satisfaction of the defeasance provisions of such Mortgage Loan, other than the Mortgage Loans that require the mortgagee to grant a release of a portion of the related Mortgaged Property upon (a) the satisfaction of certain legal and underwriting requirements where the portion of the related Mortgaged Property permitted to be released was not considered by the Seller originator to be material in underwriting the Mortgage Loan or, in the case of a substitution, where the Mortgagor is entitled to substitute a replacement parcel at its unilateral option upon the satisfaction of specified conditions, and/or (b) the payment of a release price and prepayment consideration in connection therewith, consistent with the Seller's related Originator’s normal multi-family, commercial or mixed-use mortgage lending practices (as applicable) (and in both (a) and (b), any release of the Mortgaged Property has been reflected in the Mortgage Loan Schedule). Except as described in the prior sentence (other than with respect to defeasance and substitution), no Mortgage Loan permits the full or partial release or substitution of collateral unless (1) the mortgagor Mortgagor is entitled to substitute a replacement parcel at its unilateral option upon satisfaction of specified conditions, and (2) the mortgagee or servicer can require the Mortgagor to provide an opinion of tax counsel to the effect that such release or substitution of collateral (a) would not constitute a "“significant modification" ” of such Mortgage Loan within the meaning of Treas. Reg. ss.1.8606§1.1001-2(b)(2) 3 and (b) would not cause such Mortgage Loan to fail to be a "“qualified mortgage" ” within the meaning of Section 860G(a)(3)(A) of the Code. The loan documents with respect to each Loan that permits the full or partial release or substitution of collateral require the related Mortgagor to bear the cost of such opinion.