Common use of Voluntary and Involuntary Prepayments Clause in Contracts

Voluntary and Involuntary Prepayments. (a) This Note may be prepaid, in full or in part, at any time, without penalty or premium, upon written notice by the Borrower to the Lender not less than thirty (30) days prior to the prepayment date. Such prepayment shall be made by paying (i) the amount of principal outstanding, (ii) all accrued interest, and (iii) all other sums due Lender at the time of such prepayment. In connection with any such prepayment, the Borrower shall wire transfer the amount required hereunder in immediately available funds by 2:00 p.m., New York City time, on the date of prepayment. For all purposes including the accrual of interest, any prepayment received by Lender on any day other than the last calendar day of a Loan Month shall be deemed to have been received on the last calendar day of such Loan Month. Notwithstanding the foregoing, upon any prepayment of the Loan, Borrower shall be liable for any applicable termination, cancellation or other applicable fees as set forth in the Borrower Loan Agreement. (b) Upon ▇▇▇▇▇▇’s exercise of any right of acceleration under this Note, Borrower shall pay to Lender, in addition to the entire unpaid principal balance of this Note outstanding at the time of the acceleration, all accrued interest and all other sums due Lender. (c) The Borrower shall prepay the outstanding principal balance of this Note at the direction of the Lender, in whole or in part, at a price equal to the outstanding principal balance of this Note, plus accrued interest plus any other amounts payable under this Note or the other Borrower Loan Documents, upon the occurrence of any event or condition described below: (1) in whole or in part, if the Mortgaged Property shall have been damaged or destroyed to the extent that it is not practicable or feasible to rebuild, repair or restore the damaged or destroyed property within the period and under the conditions described in the Security Instrument following such event of damage or destruction; or (2) in whole or in part, if title to, or the use of, all or a portion of the Mortgaged Property shall have been taken under the exercise of the power of eminent domain by any Governmental Authority which results in a prepayment of this Note under the conditions described in the Security Instrument; or (3) in whole or in part, to the extent that insurance proceeds or proceeds of any condemnation award with respect to the Mortgaged Property are not applied to restoration of the Mortgaged Property in accordance with the provisions of the Security Instrument. In connection with any such prepayment, the Borrower shall wire transfer immediately available funds by no later than 2:00 p.m., New York City time, on the date fixed by the Lender, which date shall be communicated by the Lender in writing to the Borrower. To the extent that the Borrower receives any insurance proceeds or condemnation awards that are to be applied to the prepayment of this Note, such amounts shall be applied to the prepayment of this Note. (d) Any permitted or required prepayment of less than the unpaid principal balance of this Note shall not extend or postpone the due date of any subsequent monthly installments or change the amount of such installments, unless ▇▇▇▇▇▇ agrees otherwise in writing.

Voluntary and Involuntary Prepayments. (a) This Note may be prepaid, in full or in part, at any time, without penalty or premium, upon written notice by the Borrower to the Lender not less than thirty (30) days prior to the prepayment date. Such prepayment shall be made by paying (i) the amount of principal outstanding, (ii) all accrued interest, and (iii) all other sums due Lender at the time of such prepayment. In connection with any such prepayment, the Borrower shall wire transfer the amount required hereunder in immediately available funds by 2:00 p.m., New York City time, on the date of prepayment. For all purposes including the accrual of interest, any prepayment received by Lender on any day other than the last calendar day of a Loan Month shall be deemed to have been received on the last calendar day of such Loan Month. Notwithstanding the foregoing, upon any prepayment of the Loan, Borrower shall be liable for any applicable termination, cancellation or other applicable fees as set forth in the Borrower Loan Agreement. (b) Upon ▇▇▇▇▇▇’s exercise of any right of acceleration under this Note, Borrower shall pay to Lender, in addition to the entire unpaid principal balance of this Note outstanding at the time of the acceleration, all accrued interest and all other sums due Lender. (c) The Borrower shall prepay the outstanding principal balance of this Note at the direction of the Lender, in whole or in part, at a price equal to the outstanding principal balance of this Note, plus accrued interest plus any other amounts payable under this Note or the other Borrower Loan Documents, upon the occurrence of any event or condition described below: (1) in whole or in part, if the Mortgaged Property shall have been damaged or destroyed to the extent that it is not practicable or feasible to rebuild, repair or restore the damaged or destroyed property within the period and under the conditions described in the Security Instrument following such event of damage or destruction; or (2) in whole or in part, if title to, or the use of, all or a portion of the Mortgaged Property shall have been taken under the exercise of the power of eminent domain by any Governmental Authority which results in a prepayment of this Note under the conditions described in the Security Instrument; or; (3) in whole or in part, to the extent that insurance proceeds or proceeds of any condemnation award with respect to the Mortgaged Property are not applied to restoration of the Mortgaged Property in accordance with the provisions of the Security Instrument; or (4) in whole but not in part at the prepayment price equal to the outstanding principal balance of the Note prepaid, plus accrued interest plus any other amounts payable under this Note or the Loan Agreement through the date of prepayment, upon the written direction of the Lender no later than the day before (a) any sale of the Project, restructuring of the Borrower or any other event that would cause or be deemed to cause an assumption of obligations of an unrelated party for purposes of Section 1.150-1(d)(2) of the Regulations (any such event referred to herein as a “Transfer”) which Transfer would occur within six months of a “refinancing” (as contemplated by such Regulation), or (b) any “refinancing” that would occur within six months of a Transfer; (5) in whole, upon a Determination of Taxability; or (6) as and to the extent required by the Lender pursuant to Section 3.3 of the Loan Agreement. In connection with any such prepayment, the Borrower shall wire transfer immediately available funds by no later than 2:00 p.m., New York City time, on the date fixed by the Lender, which date shall be communicated by the Lender in writing to the Borrower. To the extent that the Borrower receives any insurance proceeds or condemnation awards that are to be applied to the prepayment of this Note, such amounts shall be applied to the prepayment of this Note. (d) Any permitted or required prepayment of less than the unpaid principal balance of this Note shall not extend or postpone the due date of any subsequent monthly installments or change the amount of such installments, unless ▇▇▇▇▇▇ agrees otherwise in writing.