Declaration Estoppel Certificate Clause Samples
A Declaration Estoppel Certificate is a document used to confirm the current status and enforceability of certain facts or obligations, typically in the context of real estate or financial transactions. It is often provided by a party such as a tenant, borrower, or association to a third party like a lender or buyer, certifying details such as the existence of agreements, outstanding obligations, or the absence of defaults. The core practical function of this certificate is to prevent the certifying party from later contradicting the statements made in the certificate, thereby providing assurance and clarity to third parties relying on the declared information.
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Declaration Estoppel Certificate. Declaration Estoppel Certificate substantially in the form of EXHIBIT G-2 executed by the Declarant under that certain instrument entitled "Best on the Boulevard Shopping Center Grant of Reciprocal Easements and Declaration of Restrictions" dated November 30, 1994, recorded on December 9, 1994, in Book 941209, Document No. 01660 of the Official Records of ▇▇▇▇▇ County, Nevada affecting Parcels 1, 3 and 4. Seller shall not be obligated to expend any funds in connection with obtaining any such Declaration Estoppel Certificate, and the failure of Seller to obtain any such Declaration Estoppel Certificate shall not be a breach or default hereunder. If Seller is unable to deliver the Declaration Estoppel Certificate referred to in this SECTION 7.3.8, then Purchaser's sole remedies and recourses shall be limited to either (a) waiving the requirement for the Declaration Estoppel Certificate in question and proceeding to Closing without reduction of the Purchase Price or (b) terminating this Agreement by immediate notification to Seller, in which event this Agreement shall be terminated as provided for in SECTION 10.2. Either decision must be made within three (3) business days of receipt of the Declaration Estoppel Certificate or Purchaser will be deemed to have elected to proceed under (a) above. The parties further agree that Seller may extend the Closing for a period of up to but not in excess of fifteen (15) days in order to permit Seller additional time to secure the requested Declaration Estoppel Certificate.
Declaration Estoppel Certificate. Seller shall, at Purchaser’s expense, submit a written Declaration Estoppel Certificate to the parties designated by Purchaser under each Declaration and shall use commercially reasonable efforts to pursue obtaining such Declaration Estoppel Certificates prior to the expiration of the Inspection Period; each Declaration Estoppel Certificate shall be prepared by Purchaser in the form attached hereto as Schedule 5 or otherwise shall provide certifications reasonably satisfactory to Purchaser and Purchaser’s Lender (if applicable), and at a minimum shall (i) be dated within thirty (30) days prior to the Closing Date, (ii) confirm the monetary obligations of the owner of the Property, including any annual maintenance assessments, and (iii) confirm the absence of any defaults by Seller and Tenant under the Declaration as of the date thereof. The failure of Seller to obtain a Declaration Estoppel Certificate for each Declaration shall not constitute an event of default by Seller hereunder, nor shall receipt of the same constitute a Purchaser Condition Precedent to Closing under Section 6.1.
Declaration Estoppel Certificate. Seller shall use commercially reasonable efforts to obtain and deliver to Purchaser prior to Closing an original written Declaration Estoppel Certificate for each Declaration executed by the appropriate parties as provided for in Section 6.1(g).
Declaration Estoppel Certificate. Seller shall use commercially reasonable efforts (and, as used in this Agreement, commercially reasonable efforts shall not be deemed to include any obligation to institute legal proceedings, deliver notices of default or to expend any monies) to obtain an estoppel certificate, which certificate shall be substantially in the form attached hereto and made a part hereof as Exhibit CC (the “Declaration Estoppel Certificate”), from the owner of Atlantic Center Plaza (the “ACP Owner”), in connection with that certain Reciprocal Development and Easements Declaration made by ACA I, dated April 12, 1989, recorded April 12, 1989 in Deed Book 12413, Page 69, aforesaid records, as modified by First Modification of Reciprocal Development and Easements Declaration by Seller and Atlantic Center, Inc., dated August 20, 1998, recorded August 21, 1998, in Deed Book 25020, Page 1, aforesaid records (the “RDED”). Purchaser shall have no right to object to the Declaration Estoppel Certificate in the event the Declaration Estoppel Certificate contains the information required to be given by the ACP Owner under the terms of the RDED (as distinguished from the form of Declaration Estoppel Certificate attached hereto), provided the information contained in such Declaration Estoppel Certificate does not conflict with the terms of the RDED. Obtaining the Declaration Estoppel Certificate from the ACP Owner as described in this Section 4.9 is a condition precedent to Purchaser’s obligation to consummate the transactions contemplated by this Agreement; provided, however, in the event Seller is unable to obtain such estoppel, Seller shall have the right (but not the obligation) to deliver to Purchaser on the Closing Date a certificate in the form attached hereto and made a part hereof as Exhibit DD (the “Seller’s Declaration Estoppel Certificate”) executed by Seller and, in such event, Seller shall be deemed to have delivered the Declaration Estoppel Certificate under this Section 4.9 (and Purchaser shall have no right to terminate this Agreement for failure to deliver the Declaration Estoppel Certificate under this Section 4.9).
Declaration Estoppel Certificate. To the extent any recorded or unrecorded declaration of covenants, conditions, restrictions or easements apply to the Land (a “Declaration”), and if requested by Purchaser in writing, Seller shall, in good faith, attempt to obtain and deliver to Purchaser prior to Closing an original written Declaration Estoppel Certificate executed by the appropriate parties, in form and content reasonably acceptable to Purchaser and Purchaser’s Lender (if applicable), which certificate shall (i) be dated within thirty (30) days prior to the Closing Date, (ii) confirm the monetary obligations of the owner of the Property, including any annual maintenance assessments, and (iii) confirm the absence of any defaults by Seller and Tenant under the Declaration as of the date thereof (the “Declaration Estoppel Certificate”). Notwithstanding anything in this Agreement to the contrary, in no event shall Seller’s failure to obtain and deliver the Declaration Estoppel Certain as provided herein shall constitute a default by Seller hereunder, unless Seller fails to make a good faith attempt to request the same from the appropriate parties.
Declaration Estoppel Certificate. Seller shall make commercially reasonable efforts to deliver to Purchaser, at least five (5) days prior to the Closing Date, an original, executed estoppel certificate from Las Colinas Association ("Association"), addressed to Purchaser, Purchaser's lender and Seller, stating the annual assessment amount payable to the Association with respect to the Property, the period covered by such assessment, any unpaid amount owed to the Association with respect to the Property, and any outstanding defaults relating to the Property under the applicable declaration of covenants, conditions and restrictions ("Declaration Estoppel").
Declaration Estoppel Certificate. Prior to Closing, Seller shall -------------------------------- obtain from the Owner's Association under the Declaration a written certificate stating the amount of Assessments for which Seller is liable and whether such Assessments have been paid in full as provided in Section 13.9 of the Declaration.
Declaration Estoppel Certificate. One (1) original of the Declaration Estoppel Certificate, duly executed by the Association.
Declaration Estoppel Certificate. Seller shall use commercially reasonable efforts to obtain and deliver to Purchaser prior to Closing a written Declaration Estoppel Certificate for the Declaration executed by the appropriate parties thereto, prepared by Purchaser in the form and content reasonable acceptable to Purchaser which otherwise provides certifications reasonably satisfactory to Purchaser and Purchaser’s lender (if applicable), which at a minimum shall (i) be dated within thirty (30) days prior to the Closing Date, (ii) confirm the monetary obligations of the owner of the Property, including any annual maintenance assessments, and (iii) confirm the absence of any defaults by Seller, Tenant and Underlying Landlord under the Declaration as of the date thereof. Any failure to obtain the Declaration Estoppel Certificate shall not be deemed a default by Seller hereunder.