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<br />(ii) Following a Determination of Taxability <br />and upon at least thirty (30) days' advance written notice to <br />the Borrower (or such lesser period of notice as the Borrower <br />may approve), the Holder may declare the entire Principal <br />Balance of this Note together with accrued interest thereon at <br />such retroactively increased Taxable Rate to be immediately due <br />and payable, together with the prepayment premium, if any, <br />specified in paragraph 8 hereof. <br /> <br />(iii) The Holder shall give notice, as soon as <br />practicable, to the Borrower of any Notice of Taxability <br />received by the Holder, as hereinafter defined, and permit the <br />Borrower to contest, litigate or appeal the same at its sole <br />expense. In the event any such contest, litigation or appeal <br />is undertaken, the increased interest provided in paragraph <br />l(c)(i) shall, nevertheless, be payable to the Holder and shall <br />be held by the Holder in escrow (without paying interest <br />thereon) pending final disposition of such contest, litigation <br />or appeal, provided that the Borrower shall indemnify and hold <br />harmless the Holder and each prior Holder from any and all <br />penalties, interest or other liabilities which they may incur <br />on account of such contest, litigation or appeal. <br /> <br />(d) As used herein with initial capital letters, the <br />following terms shall have the following meanings: <br /> <br />"Payment Date" means a date on which a payment <br />of principal and/or interest is due hereunder, determined as <br />follows: the first (1st) Payment Date shall be the first day <br />of the month following the date hereof, and subsequent <br />quarterly Payment Dates shall occur on the first day of each <br />succeeding month through and including the Final Maturity Date. <br /> <br />"Call Date" means the first day of the month which <br />coincides with or next precedes the tenth (10th) anniversary of <br />the date hereof, which date is also the 120th Payment Date. <br /> <br />"Final Maturity Date" means the first day of the <br />month which coincides with or next precedes the twentieth <br />(20th) anniversary of the date hereof. <br /> <br />20 <br />