Common use of Estoppel Certificate Clause in Contracts

Estoppel Certificate. Tenant shall, within fifteen (15) days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correct.

Appears in 4 contracts

Samples: Lease (Arena Pharmaceuticals Inc), Lease (Arena Pharmaceuticals Inc), Lease (Arena Pharmaceuticals Inc)

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Estoppel Certificate. Tenant shallwill, within fifteen (15) days after receipt of written notice from following any request by Landlord, execute, acknowledge promptly execute and deliver a statement in writing to Landlord an estoppel certificate substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaserB, (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, to Tenant’s 's knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective lenders, investors or purchasers of the Building or the Property. Any Tenant's failure to execute and deliver such estoppel certificate within ten days after Landlord's request therefor shall be a material default by Tenant under this Lease, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, including the right to terminate this Lease and sue xxx damages proximately caused thereby, it being agreed and understood by Tenant that Tenant's failure to so deliver such estoppel certificate in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all the Building, the Property, or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is interest in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctthem.

Appears in 4 contracts

Samples: Lease (Juniper Networks Inc), Lease (Juniper Networks Inc), Lease (Juniper Networks Inc)

Estoppel Certificate. Tenant shallwill, within fifteen (15) days after receipt of written notice from following any request by Landlord, execute, acknowledge promptly execute and deliver a statement in writing to Landlord an estoppel certificate substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective lenders, investors or purchasers of the Building or the Property. Any Tenant’s failure to execute and deliver such estoppel certificate within ten business days after Landlord’s request therefor shall be a material default by Tenant under this Lease, and no further notice shall be required under Paragraph 12.1(c) or any other provision of this Lease, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, it being agreed and understood by Tenant that Tenant’s failure to so deliver such estoppel certificate in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all the Building, the Property, or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is interest in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctthem.

Appears in 4 contracts

Samples: Lease (Cardiodx Inc), Sublease (Gigamon Inc.), Lease (Cardiodx Inc)

Estoppel Certificate. Tenant shallagrees from time to time, within fifteen ten (1510) days after receipt request of written notice from Landlord, execute, acknowledge and to deliver a statement in writing substantially in the form attached hereto as Exhibit Dto Landlord, or on any other form reasonably requested by a proposed Lender or purchaserLandlord’s designee, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, an estoppel certificate stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered effect, that this Lease has not been modified (or stating all modifications, written or oral, to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewisethis Lease), Landlord shallthe date to which Rent has been paid, within fifteen (15) days after receipt the unexpired portion of written notice from Tenantthis Lease, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured current defaults on by Landlord or Tenant under this Lease (or specifying any such defaults), that the part of Tenant hereunder and that leasehold estate granted by this Lease is the sole interest of Tenant in full force the Premises and/or the land at which the Premises are situated, and effect and without modification except such other matters pertaining to this Lease as may be represented reasonably requested by Landlord or any mortgagee, beneficiary, purchaser or prospective purchaser of the Building or Project or any interest therein. Failure by Tenant in any to execute and deliver such certificate prepared shall constitute an acceptance of the Premises and acknowledgment by Tenant and delivered to Landlord for execution and that all other the statements set forth in such certificate included are true and correctcorrect without exception. Tenant agrees that if Tenant fails to execute and deliver such certificate within such ten (10) day period, Landlord may execute and deliver such certificate on Tenant’s behalf and that such certificate shall be binding on Tenant. Landlord and Tenant intend that any statement delivered pursuant to this Paragraph may be relied upon by any mortgagee, beneficiary, purchaser or prospective purchaser of the Building or Project or any interest therein. The parties agree that Tenant’s obligation to furnish such estoppel certificates in a timely fashion is a material inducement for Landlord’s execution of this Lease, and shall be an Event of Default if Tenant fails to fully comply or makes any material misstatement in any such certificate. Landlord shall provide a similar estoppel certificate within ten (10) days after request of Tenant.

Appears in 3 contracts

Samples: Tenant Improvement Agreement (SVMK Inc.), Tenant Improvement Agreement (SVMK Inc.), Sublease (Zuora Inc)

Estoppel Certificate. Tenant shall, within fifteen shall at any time upon not less than ten (1510) days after receipt of days' prior written notice from Landlord, Landlord execute, acknowledge acknowledge, and deliver to Landlord a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, certifying (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect) ), the amount of any security deposit, and the dates date to which rental the rent and other charges are paid in advance, if any, ; and (b) acknowledging (if accurate) that there are not, to Tenant’s 's knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be conclusively relied upon by any prospective purchaser or encumbrancer of all or any portion of to the real property of which the Premises are a partPremises. At Landlord's option, Tenant’s 's failure to deliver such statement within the prescribed such time shall be binding a material breach of this Lease or shall be conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that (i) this Lease is in full force and effect and effect, without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. LikewiseLandlord, Landlord shall, within fifteen (15ii) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on in Landlord's performance, and (iii) not more than one month's rent has been paid in advance or such failure may be considered by Landlord as a default by Tenant under this Lease. If Landlord desires to finance, refinance, or sell the Premises, or any part thereof, Tenant hereby agrees to deliver to any lender or purchaser designated by Landlord summary financial statements of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented reasonably required by Tenant such lender or purchaser. All such financial statements shall be received by Landlord and such lender or purchaser in any certificate prepared by Tenant confidence and delivered to Landlord shall be used only for execution and that all other statements the purposes herein set forth in such certificate are true and correctforth.

Appears in 3 contracts

Samples: Office Lease (Ask Jeeves Inc), Office Lease (Ask Jeeves Inc), Office Lease (Ask Jeeves Inc)

Estoppel Certificate. Tenant shall, within fifteen (15) 10 business days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (bii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, not any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (ciii) setting forth such further information with respect to the status of this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within such time shall, at the prescribed time option of Landlord, constitute a Default under this Lease, and, in any event, shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correctexecution. LikewiseUpon request by Tenant, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver will similarly execute an estoppel certificate containing substantially certificate: (i) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the same content shown on Exhibit D nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advanced, if any, (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord ii) acknowledging that there are no not, to Landlord’s knowledge, any uncured defaults on the part of Tenant hereunder hereunder, or specifying such defaults if any are claimed and that (iii) setting forth such further information with respect to the status of this Lease is in full force and effect and without modification except or the Premises as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctreasonably requested thereon.

Appears in 3 contracts

Samples: Lease Agreement (Immune Design Corp.), Lease Agreement (Immune Design Corp.), Lease Agreement (Exelixis Inc)

Estoppel Certificate. Tenant shallwill, within fifteen (15) days after receipt of written notice from following any request by Landlord, execute, acknowledge promptly execute and deliver a statement in writing to Landlord an estoppel certificate substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaserB, (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, to Tenant’s 's knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective lenders, investors or purchasers of the Building or the Property. Any Tenant's failure to execute and deliver such estoppel certificate within ten days after Landlord's request therefor shall be a material default by Tenant under this Lease, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, including the right to terminate this Lease and xxx for damages proximately caused thereby, it being agreed and understood by Tenant that Tenant's failure to so deliver such estoppel certificate in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all the Building, the Property, or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is interest in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctthem.

Appears in 3 contracts

Samples: Lease (Juniper Networks Inc), Lease (Digital Microwave Corp /De/), Lease (Digital Microwave Corp /De/)

Estoppel Certificate. Tenant shall, within fifteen at any time and from time to time, upon not less than ten (1510) days after receipt of days' prior written notice from Landlord, execute, acknowledge and deliver to Landlord a statement in writing substantially certifying the following information, (but not limited to the following information in the form attached hereto as Exhibit D, or on any other form reasonably event further information is requested by a proposed Lender or purchaser, Landlord): (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect); (ii) and the dates to which the rental and other charges are paid in advance, if any; (iii) the amount of Tenant's security deposit, if any; and (biv) acknowledging (if accurate) that there are not, to Tenant’s 's knowledge, any uncured defaults on the part of Landlord hereunder, and no events or conditions then in existence which, with the passage of time or notice or both, would constitute a default on the part of Landlord hereunder, or specifying such defaults defaults, events or conditions, if any are claimed, . It is expressly understood and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any agreed that any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a partReal Property. Tenant’s 's failure to deliver such statement within the prescribed such time shall be binding upon constitute an admission by Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate contained therein are true and correct. LikewiseFurthermore, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and if Tenant fails to timely deliver an estoppel certificate containing substantially to Landlord pursuant to the same content shown on Exhibit D (as appropriately modified terms of this Article 25, then without limiting any other rights and remedies of Landlord, Landlord shall have the right to reflect that the certificate is being executed by charge Tenant an amount equal to $500 per day for each day thereafter until Tenant delivers to Landlord in favor of Tenant). Landlord’s failure to deliver such an estoppel certificate pursuant to the terms hereof. Tenant acknowledges and agrees that (A) such charge compensates Landlord for the administrative costs caused by the delinquency, and (B) Landlord's damage would be difficult to compute and the amount stated above represents a reasonable estimate of such damage. Tenant hereby irrevocably appoints Landlord as Tenant's attorney-in-fact and in Tenant's name, place and stead to execute any and all documents described in this Article 25 if Tenant fails to do so within the prescribed specified time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctperiod.

Appears in 3 contracts

Samples: Standard Office Lease (Neurmedix, Inc.), Standard Office Lease (Neurmedix, Inc.), Standard Office Lease (Neurmedix, Inc.)

Estoppel Certificate. Tenant shall, within fifteen ten (1510) business days after of receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto to this Lease as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaserG-1, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within such the prescribed time shall, at Landlord’s option, constitute a Default (as defined below) under this Lease, and, in any event, shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correctexecution. Likewise, Landlord shall, within fifteen ten (1510) business days after of receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing a statement in writing substantially in the same content shown form attached to this Lease as Exhibit G-2 (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on Exhibit D the part of Tenant hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant)may be reasonably requested thereon. Landlord’s failure to deliver such estoppel certificate statement within such the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctexecution.

Appears in 2 contracts

Samples: Sublease Agreement (Natera, Inc.), Lease (Natera, Inc.)

Estoppel Certificate. Tenant shall, within fifteen at any time and from time to time, upon not less than five (155) days after receipt of days’ prior written notice from Landlord, execute, acknowledge and deliver to Landlord a statement in writing substantially in (the form attached hereto as Exhibit D“Estoppel Certificate”) certifying the following information, or on any other form reasonably (but not limited to the following information if further information is requested by a proposed Lender or purchaser, Landlord): (ai) certifying that this Lease is unmodified and in full force and effect (or, . if modified, . stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect); (ii) and the dates to which the rental and other charges are paid in advance, if any; (iii) the amount of Tenant’s security deposit, if any; and (biv) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, and no events or conditions then in existence which, with the passage of time or notice or both. would constitute a default on the part of Landlord hereunder, or specifying such defaults defaults, events or conditions, if any are claimed, . It is expressly understood and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any agreed that any such statement contained in the Estoppel Certificate delivered by Tenant as provided herein may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a partReal Property. Tenant’s failure to deliver such statement within the prescribed such time shall be binding upon constitute an admission by Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate contained therein are true and correct. Likewiseif Tenant fails to timely deliver the Estoppel Certificate to Landlord, then Tenant hereby irrevocably appoints Landlord shallas Tenant’s attorney-in-fact and in Tenant’s name, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge place and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified stead to reflect that the certificate is being executed by Landlord execute any and all documents described in favor of Tenant). Landlord’s failure this Article 25 if Tenant fails to deliver such estoppel certificate do so within the prescribed specified time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctperiod.

Appears in 2 contracts

Samples: Office Lease (Castle Biosciences Inc), Office Lease (Castle Biosciences Inc)

Estoppel Certificate. Tenant shall, shall within fifteen ten (1510) days after receipt of each prior written notice request from Landlord, execute, acknowledge execute and deliver a statement in writing substantially in form and substance satisfactory to Landlord, an estoppel letter signed by an officer or partner of Tenant and certifying the form attached hereto as Exhibit D, or on status of the following: the Commencement Date and the Expiration Date; the date to which Rent has been paid; the amount of Rent then being paid; the amount of any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that security deposit; Tenant acceptance of the Premises; if this Lease is unmodified and in full force and effect and if it has been modified, amended or assigned (or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect) and the dates to which rental and other charges are paid in advance, ); if any, (b) acknowledging (all improvements have been fully completed; if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to under this Lease or any existing condition upon which the Premises giving of notice or lapse of time would constitute a default; if Tenant has received any concession; if there are offsets to the payment of Rent; if Tenant has received notice from any insurance company of any defects or inadequacies of the Premises; if Tenant has options or rights other than as set forth in this Lease; and such other matters which Landlord may reasonably request. If the letter is to be reasonably requested thereondelivered to a purchaser or other subsequent owner of the Project, it shall further include the agreement of Tenant to recognize such purchaser or other subsequent owner as Landlord under this Lease and to pay Rent to the purchaser or other subsequent owner or its designee in accordance with the terms of this Lease. Any It is expressly understood and agreed that any such statement may be relied upon by any prospective purchaser purchaser, mortgagee or encumbrancer ground lessor of all or any portion of the real property of which the Premises are a partProject. Tenant’s 's failure to deliver such statement within the prescribed time said 10-day period shall be binding upon Tenant that there are no uncured defaults on the part an event of Landlord hereunder and that default under this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctLease.

Appears in 2 contracts

Samples: Presidential Towers (U S Realtel Inc), Presidential Towers (U S Realtel Inc)

Estoppel Certificate. Tenant shallwill, within fifteen upon ten (1510) business days after receipt of written notice from prior request by Landlord, execute, acknowledge and deliver to Landlord a statement in writing executed by Tenant, substantially in the form of Exhibit D attached hereto as Exhibit Dhereto, or on any certifying, among other form reasonably requested by a proposed Lender or purchaserthings, (a) certifying the date of this Lease, that this Lease is unmodified and in full force and effect (or, if modifiedthere have been modifications, stating the nature of such modification and certifying that this Lease as so modified is in full force and effecteffect as modified, and setting forth such modifications) and the dates date to which rental the Basic Rent and additional rent and other charges are paid in advancesums payable hereunder have been paid, if any, (b) acknowledging (if accurate) and either stating that there are not, to Tenant’s knowledge, any uncured defaults the knowledge of Tenant no default exists hereunder on the part of Landlord hereunder, or Tenant or specifying each such defaults if any are claimed, default of which Tenant may have knowledge and (c) setting forth such further information with respect to this Lease or the Premises other matters as may be reasonably requested thereonby Landlord. Any The parties agree and intend that any such statement by Tenant may be relied upon by any prospective purchaser or encumbrancer of all or any portion mortgagee of the real property of which Building or the Premises are a partProject. Tenant’s failure to timely deliver such a statement within the prescribed time shall be binding upon deemed to be an acknowledgment by Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification (except as may be represented set forth by Landlord in any certificate prepared Landlord), there are no uncured defaults under this Lease by Landlord and delivered to Tenant for execution no more than one monthly installment of Basic Rent and that all additional rent and other statements set forth sums payable hereunder have been paid in such certificate are true and correctadvance. LikewiseLandlord will, Landlord shall, within fifteen upon ten (1510) business days after receipt of written notice from prior request by Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being Tenant a statement in writing executed by Landlord substantially in favor the form of Tenant). Landlord’s failure to deliver Exhibit D attached hereto with such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except changes as may be represented by required when Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctis the requesting party.

Appears in 2 contracts

Samples: Belvedere Place (Redwood Trust Inc), Belvedere Place (Redwood Trust Inc)

Estoppel Certificate. Tenant shall, within fifteen (15) days after receipt from time to time, upon written request of written notice from Landlord, execute, acknowledge and deliver to Landlord or its designee a statement in writing substantially in written certificate of Tenant stating: that Tenant has accepted the form attached hereto as Exhibit DPremises (or if Tenant has not done so, or that Tenant has not accepted the Premises and specifying the reasons therefore); the commencement and expiration dates of this Lease; the dates on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that which rent under this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and has been paid; that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewisehas not been modified (or if there have been modifications, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect reflect as modified and without modification except as stating the modifications); whether or not there are, to Tenant's knowledge, then existing any defaults by Landlord in the performance of its obligations under this Lease (and if so, specifying the name); whether or not there are then existing any defenses against the enforcement of any obligations of Tenant under this Lease (and if so, specifying the same); the amount of the security deposit and prepaid rent, if any, that has been deposited with Landlord; and any other information reasonably requested. It is agreed that any such certificate deliver pursuant to this paragraph may be represented relied upon by a prospective purchaser or mortgagee of any part of Landlord's interest in the Premises, or an assignee of any mortgage and any part of Landlord's interest. If Tenant fails to respond within thirty (30) days after receipt by Tenant in of Landlord's written request, Tenant shall be deemed to have admitted the accuracy of any certificate prepared information supplied by Landlord to such prospective purchaser, mortgagee or assignee, but such admission shall not relieve Tenant of the obligation to provide the said Certificate. Further, at Landlord's option, such failure shall be deemed a breach by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctof this Lease.

Appears in 2 contracts

Samples: Commercial Lease Agreement (Intracel Corp), Commercial Lease Agreement (Intracel Corp)

Estoppel Certificate. Tenant shall, shall at any time and from time to time within fifteen twenty (1520) days after receipt of written notice request from Landlord execute and deliver to Landlord or any prospective Landlord or mortgagee or prospective mortgagee a sworn and acknowledged estoppel certificate, in form reasonably satisfactory to Landlord and/or any prospective Landlord, execute, acknowledge Landlord’s mortgagee or prospective mortgagee certifying and deliver a statement in writing substantially in the form attached hereto stating as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, follows: (ai) certifying that this Lease has not been modified or amended (or if modified or amended, setting forth such modifications or amendments); (ii) this Lease (as so modified or amended) is unmodified and in full force and effect (or, or if modified, stating the nature of such modification and certifying that this Lease as so modified is not in full force and effect, the reasons therefore); (iii) the Tenant has no offsets or defenses to its performance of the terms and provisions of this Lease, including the dates to which rental and other charges payment of Rent (or if there are paid any such defenses or offsets, specifying the same); (iv) Tenant is in advancepossession of the Leased Premises, if anysuch be the case; (v) if an assignment of rents or leases has been served upon Tenant by a mortgagee or prospective mortgagee, (b) acknowledging (if accurate) that there are not, Tenant has received such assignment and agrees to Tenant’s knowledge, any uncured defaults on be bound by the part of Landlord hereunder, or specifying such defaults if any are claimed, provisions thereof; and (cvi) setting forth any other accurate statements reasonably required by Landlord or required by its mortgagee or any prospective Landlord or prospective mortgagee. It is intended that any such further information with respect statement delivered pursuant to this Lease or the Premises as may be reasonably requested thereon. Any such statement subparagraph may be relied upon by any prospective purchaser or encumbrancer mortgagee and their respective successors and assigns and Tenant shall be liable for all loss, cost or expense resulting from the failure of all any sale or funding of any loan caused by any material misstatement contained in such estoppel certificate or the failure by Tenant to execute and deliver such estoppel certificate or any portion subordination agreement requested by such mortgagee or prospective mortgagee. Tenant hereby irrevocably appoints Landlord or if Landlord is a trust, Landlord’s beneficiary, as attorney-in-fact for the Tenant with full power and authority to execute and deliver in the name of Tenant such estoppel certificate if Tenant fails to deliver the same within such twenty (20) day period and such certificate as signed by Landlord or Landlord’s beneficiary, as the case may be, shall be fully binding on Tenant if Tenant fails to deliver a contrary certificate within ten (10) days after receipt by Tenant of a copy of the real property certificate executed by Landlord or Landlord’s beneficiary, as the case may be, on behalf of which the Premises are a partTenant. Tenant’s failure In addition to any other remedy Landlord may have hereunder, Landlord may, at its option, if Tenant does not deliver such statement to Landlord an estoppel certificate as set forth above within the prescribed time shall be binding upon twenty (20) days after Tenant that there are no uncured defaults on the part of Landlord hereunder and that is requested so to do, cancel this Lease effective the last day of the then current month, without incurring any liability on account thereof, and the Term hereby granted is in full force and effect and without modification except as may be represented by expressly limited accordingly. Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shallagrees that, within fifteen twenty (1520) days after receipt of written notice request from Tenant, execute, acknowledge Landlord shall execute and deliver an to Tenant a similar estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctcertificate.

Appears in 2 contracts

Samples: Lease Agreement (Connecture Inc), Lease Agreement (Connecture Inc)

Estoppel Certificate. Tenant shall, within shall at any time and from time to time upon not less than fifteen (15) days after receipt of written business days’ prior notice from Landlord, execute, acknowledge and deliver to Landlord a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (oror if there have been modifications, if modified, stating that the nature of such modification and certifying that this Lease as so modified same is in full force and effect) effect as modified and stating the modifications), and the dates to which rental and other charges are Rent has been paid in advance, if any, (b) acknowledging (stating whether or not Landlord is in default in performance of any covenant, agreement, term, provision or condition contained in this Lease and, if accurate) that there are notso, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying each such defaults if any are claimeddefault, and (c) setting forth such further information with respect to this Lease or the Premises other facts as Landlord may be reasonably requested thereon. Any request, it being intended that any such statement delivered pursuant hereto may be relied upon by any prospective purchaser of the Building or encumbrancer of all any interest of Landlord therein, any Mortgagee or prospective Mortgagee thereof, any lessor or prospective lessor thereof, any lessee or prospective lessee thereof, or any portion prospective assignee of any mortgage thereof. Time is of the real property essence with respect to any such requested certificate, Tenant hereby acknowledging the importance of which such certificates in mortgage financing arrangements, prospective sales and the Premises are a partlike. Tenant’s failure If Tenant shall fail to execute and deliver to Landlord any such statement within the prescribed time shall be binding upon such 15-business day period, Tenant that there are no uncured defaults on the part of hereby appoints Landlord hereunder as Tenant’s attorney-in-fact in its name and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered behalf to Tenant for execution and that all other statements set forth in execute such certificate are true and correct. Likewisestatement, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver such appointment being coupled with an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctinterest.

Appears in 2 contracts

Samples: Sublease (Praxis Precision Medicines, Inc.), Sublease (Praxis Precision Medicines, Inc.)

Estoppel Certificate. Tenant shallshall execute and deliver to Landlord, within fifteen twenty (1520) days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledgerequest, any uncured defaults on the part of Landlord hereunder, estoppel certificate or specifying such defaults if any are claimed, and (c) setting forth such further information with respect other statement to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by furnished to any prospective purchaser or encumbrancer of all or any portion lender against the Premises. Such estoppel certificate shall acknowledge and certify each of the real property of which following matters, to the Premises are a part. Tenant’s failure to deliver such statement within extent each may be true: that the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification not subject to any rental offsets, claims, or defenses to its enforcement; the commencement and termination dates of the term; that Tenant is paying rent on a current basis; that any improvements required to be furnished under the Lease have been completed in all respects; that the Lease constitutes the entire agreement between Tenant and Landlord relating to the Premises; that Tenant has accepted the Premises and is in possession thereof; that the Lease has not been modified, altered, or amended except in specified respects by specified instruments; that Tenant has no notice of any prior assignment, hypothecation, or pledge of rents or the Lease; and such other matters as may reasonably be represented by requested. Tenant shall also, upon request of Landlord, certify and agree for the benefit of any lender against the Premises or the building (“Lender”) that Tenant will not look to such Lender: as being liable for any act or omission of Landlord; as being obligated to cure any defaults of Landlord in any certificate prepared by Landlord and delivered under the Lease which occurred prior to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewisethe time Lender, Landlord shallits successors or assigns, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). acquired Landlord’s failure to deliver such estoppel certificate within interest in the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part Premises by foreclosure or otherwise, as being bound by any payment of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented rent or additional rent by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth more than one (1) month in such certificate are true and correctadvance; or as being bound by Landlord to any amendment or modification of the Lease without Lender’s written consent. Failure to deliver the documents required under this Section 22 in the time period required shall constitute an Event of Default without the need for any notice or cure period.

Appears in 2 contracts

Samples: Commercial Ground Lease (Palace Entertainment Holdings, Inc.), Palace Entertainment Holdings, Inc.

Estoppel Certificate. Tenant shall, shall within fifteen ten (1510) days after receipt of written notice a request therefore from Landlord, Landlord execute, acknowledge and deliver to Landlord a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaserwriting, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect) effect and the dates date to which rental the Rent and other charges are paid in advance, if any), and (bii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults defaults, if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be inclusively relied upon by any a prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a partpremises. Tenant’s failure to deliver such statement within the prescribed such time shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and Tenant, (i) that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. LikewiseLandlord, Landlord shall, within fifteen (15ii) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on in Landlord’s performance, and (iii) that not more than one month’s Rent has been paid in advance. If Landlord desires to finance or refinance the project or any part thereof, Tenant hereby agrees to deliver to any lender designated by Landlord such financial statements of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented reasonably required by Tenant such lender. All such financial statements shall be received by Landlord in any certificate prepared by Tenant confidence and delivered to Landlord shall be used only for execution and that all other statements the purposes herein set forth in such certificate are true and correctforth.

Appears in 2 contracts

Samples: Lease Agreement, Sunpower Corp

Estoppel Certificate. Tenant shallwill, within fifteen (15) days after receipt of written notice from following any request by Landlord, execute, acknowledge promptly execute and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, to Landlord an esstoppel certificate (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, not to Tenant’s 's knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective lenders, investors or purchasers of the Building or the Property. Any Tenant's failure to execute and deliver such estoppel certificate within ten days after Landlord's request therefor shall be a material default by Tenant under this Lease, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, including the right to terminate this Lease and xxx for damages proximately caused thereby, it being agreed and understood by Tenant that Tenant's failure to so deliver such estoppel certificate in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all the Building, the Property, or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is interest in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctthem.

Appears in 2 contracts

Samples: Office Lease (Maker Communications Inc), Office Lease (Maker Communications Inc)

Estoppel Certificate. Tenant shall, within fifteen (15) 10 business days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (bii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, not any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (ciii) setting forth such further information with respect to the status of this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Following the original 10 business day period provided for in this Section 23, Tenant’s failure to deliver such statement within 5 business days after a second written notice from Landlord shall, at the prescribed time option of Landlord, constitute a Default under this Lease, and, in any event, shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correctexecution. LikewiseUpon request by Tenant, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver will similarly execute an estoppel certificate containing substantially certificate: (i) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the same content shown on Exhibit D nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advanced, if any, (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord ii) acknowledging that there are no not, to Landlord’s knowledge, any uncured defaults on the part of Tenant hereunder hereunder, or specifying such defaults if any are claimed and that (iii) setting forth such further information with respect to the status of this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctreasonably requested thereon.

Appears in 2 contracts

Samples: Lease Agreement (Illumina Inc), Lease Agreement (Illumina Inc)

Estoppel Certificate. Tenant shall, within fifteen (15) days after receipt 10 Business Days of written notice from Landlord, execute, acknowledge and deliver a statement to Landlord, or any prospective or lender, in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (bii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, not any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (ciii) setting forth such further information with respect to the status of this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within such time shall, at the prescribed time shall option of Landlord, constitute a Default under this Lease, and, in any event, be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correctexecution. Likewise, Landlord shall, within fifteen (15) days after receipt 10 Business Days of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified a comparable statement to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correct.

Appears in 2 contracts

Samples: Lease Agreement (Foundation Medicine, Inc.), Lease Agreement (Foundation Medicine, Inc.)

Estoppel Certificate. Tenant shall, within fifteen (15) 10 business days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (bii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, not any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (ciii) setting forth such further information with respect to the status of this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within such time shall, at the prescribed time option of Landlord, constitute a Default under this Lease, and, in any event, shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correctexecution. LikewiseUpon request by Tenant, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver will similarly execute an estoppel certificate containing substantially certificate: (i) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the same content shown on Exhibit D nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advanced, if any, (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord ii) acknowledging that there are no not, to Landlord’s knowledge, any uncured defaults on the part of Tenant hereunder hereunder, or specifying such defaults if any are claimed and that (iii) setting forth such further information with respect to the status of this Lease is in full force and effect and without modification except or the Premises as may be represented reasonably requested thereon. Any such statement delivered by Landlord may be relied upon by Tenant, or any actual or proposed assignee or subtenant of Tenant in or any certificate prepared by Tenant and delivered actual or proposed lender to Landlord for execution and that all other statements set forth in such certificate are true and correctTenant.

Appears in 2 contracts

Samples: Lease Agreement (Ambrx Biopharma Inc.), Lease Agreement (Ambrx Biopharma Inc.)

Estoppel Certificate. Tenant shall, within fifteen (15) 10 business days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (bii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, not any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (ciii) setting forth such further information with respect to the status of this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within such time shall, at the prescribed time option of Landlord, constitute a Default under this Lease, and, in any event, shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth execution. Upon request by Tenant no more than once in such certificate are true and correct. Likewiseany 12 month period during the Term, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver will similarly execute an estoppel certificate containing substantially certificate: (i) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the same content shown on Exhibit D nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advanced, if any, and (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord ii) acknowledging that there are no uncured defaults not, to Landlord’s knowledge, any Defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in hereunder, or specifying such Defaults if any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctclaimed.

Appears in 2 contracts

Samples: Lease Agreement, Lease Agreement (Ligand Pharmaceuticals Inc)

Estoppel Certificate. Tenant shall(a) LESSEE'S OBLIGATION TO EXECUTE ESTOPPEL CERTIFICATE WHEN REQUESTED From time to time, within fifteen upon at least TEN (1510) days after receipt of DAYS' prior written notice from Lessor or Ground Lease Landlord, Lessee shall execute, acknowledge and deliver to Lessor or Ground Lease Landlord, as the case may be, at no cost to Lessor, a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (ai) certifying that that, as of the date of such statement, this Sublease and the Ground Lease is are each unmodified and in full force and effect (or, if modifiedmodified at such time, stating the nature of such modification and certifying that this Lease Sublease or the Ground Lease, as the case may be, as so modified modified, is then in full force and effect), (ii) and certifying the dates Base Rent Commencement Date, (ii) certifying the date to which rental and the Rent or other charges are then paid in advance, if any, and the amount of the Rent and other charges paid by Tenant, AND (biii) acknowledging (if accurate) that that, as of the date of such statement, there are not, to Tenant’s Lessee's knowledge, any uncured defaults on the part of Lessor hereunder or any uncured defaults on the part of Lessor or Ground Lease Landlord hereunderunder the Ground Lease, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be conclusively relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctSubleased Premises.

Appears in 2 contracts

Samples: Sublease Agreement (Tumbleweed Inc), Sublease Agreement (Tumbleweed Inc)

Estoppel Certificate. Tenant shall, within fifteen 26.3.1 Within twenty (1520) days after receipt of written notice from request therefor by Landlord, execute, acknowledge Tenant agrees to execute and deliver a statement to Landlord in writing substantially in the recordable form attached hereto as Exhibit Dan estoppel certificate addressed to Landlord and any existing or proposed mortgagee or assignee of Landlord’s interest in, or on purchaser of, the Demised Premises or the Building or any other form reasonably requested by a proposed Lender or purchaserpart thereof, certifying (aif such be the case) certifying that this Lease is unmodified and is in full force and effect (orand if there have been modifications, if modified, stating that the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease same is in full force and effect as modified and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenantstating said modifications). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord ; that there are no uncured defaults on defenses or offsets against the part enforcement thereof or stating those claimed by Tenant; stating the date to which Base Rental, Tenant’s Forecast Additional Rental, Tenant’s Additional Rental and other charges have been paid; and, following any casualty or condemnation that does not result Subject to a request for confidential treatment, certain portions of this agreement have been intentionally omitted. The omitted portions subject to the confidential treatment request are designated by three asterisks [***]. A complete version of this agreement has been separately filed with the Securities and Exchange Commission. in a termination of this Lease, that Tenant hereunder reaffirms the Lease as required in Articles 21 and that this Lease is in full force and effect and without modification except 32 hereof. Such certificate shall also include such other information as may reasonably be represented required by Landlord or such mortgagee, proposed mortgagee, assignee or purchaser. If Tenant in any certificate prepared by Tenant does not execute and delivered deliver to Landlord for execution and that all other statements set forth such estoppel certificate as referenced above within such twenty (20) day period, Landlord shall provide Tenant with an additional five (5) days’ written notice after which, if Tenant has not complied with this Article 26.3, Tenant shall be deemed automatically in such certificate are true and correctdefault hereunder without any further notice required by Landlord.

Appears in 2 contracts

Samples: Deed of Lease Agreement, Deed of Lease Agreement (Newmarket Corp)

Estoppel Certificate. Tenant shallor Landlord, as the case may be, shall execute and deliver to the other party, within fifteen thirty (1530) days after receipt of written notice from Landlordrequest therefor, execute, any estoppel certificate or other statement to be furnished to any prospective purchaser of or any lender against the Premises. Such estoppel certificate shall acknowledge and deliver a statement certify each of the following matters, to the extent each may be true: that the Lease is in writing substantially in the form attached hereto as Exhibit Deffect and not subject to any rental offsets, claims, or defenses to its enforcement; the commencement and termination dates of the term; that Tenant is paying rent on a current basis; that any improvements required to be furnished under the Lease have been completed in all respects; that the Lease constitutes the entire agreement between Tenant and Landlord relating to the Premises; that Tenant has accepted the Premises and is in possession thereof; that the Lease has not been modified, altered, or amended except in specified respects by specified instruments; and that such party has no notice of any prior assignment, hypothecation, or pledge of rents or the Lease. Such estoppel certificate shall also set forth any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect matter pertaining to this Lease which a party may reasonably require the other to certify. Without limiting the foregoing, Tenant shall also, upon request of Landlord, certify and agree for the benefit of any lender against the Premises or the building (“Lender”) that Tenant will not look to such Lender: as being liable for any act or omission of Landlord; as being obligated to cure any defaults of Landlord under the Lease which occurred prior to the time Lender, its successors or assigns, acquired Landlord’s interest in the Premises by foreclosure or otherwise, as may be reasonably requested thereon. Any such statement may be relied upon being bound by any prospective purchaser payment of rent or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented additional rent by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth more than one (1) month in such certificate are true and correctadvance; or as being bound by Landlord to any amendment or modification of the Lease without Lender’s written consent.

Appears in 2 contracts

Samples: Lease (Palace Entertainment Holdings, Inc.), Palace Entertainment Holdings, Inc.

Estoppel Certificate. Tenant shallagrees from time to time, within fifteen ten (1510) days after receipt request of written notice from Landlord, execute, acknowledge and to deliver a statement in writing substantially in the form attached hereto as Exhibit Dto Landlord, or on any other form reasonably requested by a proposed Lender or purchaserLandlord's designee, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, an estoppel certificate stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered effect, that this Lease has not been modified (or stating all modifications, written or oral, to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewisethis Lease), Landlord shallthe date to which Rent has been paid, within fifteen (15) days after receipt the unexpired portion of written notice from Tenantthis Lease, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured current defaults on by Landlord or Tenant under this Lease (or specifying any such defaults), that the part of Tenant hereunder and that leasehold estate granted by this Lease is the sole interest of Tenant in full force the Premises and/or the land at which the Premises are situated, and effect and without modification except such other matters pertaining to this Lease as may be represented reasonably requested by Landlord or any mortgagee, beneficiary, purchaser or prospective purchaser of the Building or Project or any interest therein. Failure by Tenant in any to execute and deliver such certificate prepared shall constitute an acceptance of the Premises and acknowledgment by Tenant and delivered to Landlord for execution and that all other the statements set forth in such certificate included are true and correctcorrect without exception. Tenant agrees that if Tenant fails to execute and deliver such certificate within such ten (10) day period, Landlord may execute and deliver such certificate on Tenant's behalf and that such certificate shall be binding on Tenant. Landlord and Tenant intend that any statement delivered pursuant to this Paragraph may be relied upon by any mortgagee, beneficiary, purchaser or prospective purchaser of the Building or Project or any interest therein. The parties agree that Tenant's obligation to furnish such estoppel certificates in a timely fashion is a material inducement for Landlord's execution of this Lease, and shall be an event of default (without any cure period that might be provided under Paragraph 26.A(3) of this Lease) if Tenant fails to fully comply or makes any material misstatement in any such certificate.

Appears in 2 contracts

Samples: Credit Agreement, Lease (Access Integrated Technologies Inc)

Estoppel Certificate. Tenant shall, within fifteen Upon not less than ten (1510) days after receipt of days’ prior written notice from request by Landlord, to execute, acknowledge and deliver to Landlord a statement in writing substantially writing, which may be in the form attached hereto as Exhibit DC or in another form reasonably similar thereto, or on any such other form reasonably requested by a proposed Lender as Landlord may provide from time to time, certifying all or purchaser, any of the following: (ai) certifying that this Lease is unmodified and in full force and effect effect, (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effectii) whether all Additional Rent has been paid and the dates to which rental it has been paid, (iii) whether or not Landlord is in default in performance of any of the terms of this Lease, (iv) whether Tenant has made any claim against Landlord under this Lease and, if so, the nature thereof and other charges are paid in advancethe dollar amount, if any, of such claim, (bv) acknowledging (if accurate) that whether there are not, to Tenant’s knowledge, exist any uncured defaults on offsets or defenses against enforcement of any of the terms of this Lease upon the part of Landlord hereunder, or specifying such defaults if any are claimedTenant to be performed, and (cvi) setting forth such further information with respect to this the Lease or the Premises as Landlord may be reasonably requested thereonrequest. Any such statement delivered pursuant to this subsection 6.1.11 may be relied upon by any prospective purchaser or encumbrancer mortgagee of all the Property, or any portion prospective assignee of the real property of which the Premises are a partsuch mortgage. Tenant’s failure If Tenant fails to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed required time period, and such failure continues for an additional five (5) days following a second written request from Landlord, then Tenant shall be binding upon Landlord obligated to pay to Landlord, as Additional Rent within twenty (20) days of demand, a fee in the amount of $500.00 per day for each day that there are no uncured defaults Tenant fails to deliver the requested estoppel in the period beginning on the part day after the expiration of the initial 10-day period, and ending on the day Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctactually delivers the estoppel.

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Cynosure Inc)

Estoppel Certificate. Tenant shallwill, within fifteen (15) days after receipt of written notice from following any request by Landlord, execute, acknowledge promptly execute and deliver a statement in writing to Landlord an estoppel certificate substantially in the form attached hereto as Exhibit DE, or on any and certifying such other form reasonably requested by a proposed Lender or purchaser, (a) certifying that information about this Lease is unmodified and in full force and effect (orLease, if modifiedtrue, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective lenders, investors or purchasers of the Building or the Property. Any Tenant's failure to execute and deliver such estoppel certificate within ten (10) days after Landlord's request therefor shall be a material default by Tenant under this Lease, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, including the right to terminate this Lease and sue xxx damages proximately caused thereby, it being agreed and understood by Tenant that Tenant's failure to so deliver such estoppel certificate in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all the Building, the Property, or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is interest in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctthem.

Appears in 2 contracts

Samples: Lease (Redback Networks Inc), Lease (Redback Networks Inc)

Estoppel Certificate. Tenant shall, within fifteen Within ten (1510) days after receipt of written notice from request therefor by Landlord, executeor if on any sale, acknowledge and deliver a statement in writing substantially assignment or hypothecation by Landlord of Landlord’s interest in the form attached hereto as Exhibit DProject, Building, Lot and/or Parking Area, or on any other form reasonably requested by part thereof, an Estoppel certificate shall be required from Tenant, Tenant shall deliver, in recordable form, such a certificate to any proposed Lender mortgagee or purchaser, (a) and to Landlord, certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accuratesuch be the case) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (ci) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect effect; (ii) the date of Tenant’s most recent payment of Rent, and that Tenant has no defenses or offsets outstanding, or stating those offsets or defenses claimed by Tenant; (iii) and any other information reasonably requested. Tenant’s failure to deliver said certificate in time shall be conclusive upon Tenant that: (i) this Lease is in full force and effect, without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen Landlord; (15ii) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part in Landlord’s performance and Tenant has no right of offset, counterclaim or deduction against Rent hereunder; and (iii) no more than one period’s Base Rent has been paid in advance. Failure of Tenant hereunder to deliver such a certificate to Landlord or any proposed mortgagee or purchaser within ten (10) days following Landlord’s request therefor shall be deemed Tenant’s acknowledgment of the correctness of the statements made in the foregoing sentence and that this Lease is in full force and effect and without modification except as the aforementioned mortgagee(s) and/or purchaser(s) may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctrely on said statements.

Appears in 2 contracts

Samples: Lease (Zogenix, Inc.), Consent to Assignment Agreement (Zogenix, Inc.)

Estoppel Certificate. Tenant shall, within fifteen Within ten (1510) days after receipt of Landlord’s written notice from request, Tenant shall provide Landlord with an Estoppel certificate, in such form as required by Landlord, executeits mortgagee or any third party, acknowledge indicating, to the extent same is true (and deliver a statement in writing substantially in if not true, stating the form attached hereto as Exhibit Dcorrect facts), or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part have been no modifications of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of other than that which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that has been disclosed, there are no uncured defaults on the part of Landlord, the amount of Rent and the date of Rent last paid, that Tenant is not entitled to any future Rent concessions, that Tenant has no purchase rights, extension rights or other rights of first refusal and such other information requested by Landlord hereunder or Landlord’s mortgagee. Landlord and Tenant intend that any statement delivered pursuant to this Paragraph may be relied upon by any mortgagee, beneficiary or purchaser and Tenant shall be liable for all loss, cost or expense resulting from the failure of any sale or funding of any loan caused by any material misstatement contained in such Estoppel certificate. If Tenant fails to execute and deliver such certificate within such ten (10) day period, same shall be deemed a material default under this Lease and Landlord or Landlord’s beneficiary, agent or mortgagee may execute and deliver such Estoppel certificate on Tenant’s behalf, and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any such Estoppel certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be fully binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctTenant.

Appears in 2 contracts

Samples: Commercial Lease Agreement (Zomedica Pharmaceuticals Corp.), Commercial Lease Agreement (Zomedica Pharmaceuticals Corp.)

Estoppel Certificate. (a) Tenant shallshall execute and deliver to Landlord, from time to time and within fifteen ten (1510) days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge's request, any uncured defaults on the part of Landlord hereunder, estoppel certificate or specifying such defaults if any are claimed, and (c) setting forth such further information with respect other statement to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by furnished to any prospective purchaser or encumbrancer of all or any portion lender against the Premises (“Estoppel Certificate”). Such Estoppel Certificate shall acknowledge and certify, without limitation, each of the real property of which following matters, to the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall extent each may be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and true: that this Lease is in full force and effect and without modification not subject to any rental offsets, claims, or defenses to its enforcement; the commencement and termination dates of the Term; that Tenant is paying Rent on a current basis; that any improvements required to be furnished under the Lease have been completed in all respects; that the Lease constitutes the entire agreement between Tenant and Landlord relating to the Premises; that Xxxxxx has accepted the Premises and is in possession thereof; that the Lease has not been modified, altered, or amended except as may be represented in specified respects by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution specified instruments; and that all other statements set forth Tenant has no notice of any prior assignment, hypothecation, or pledge of Rents or the Lease. Tenant shall also, upon request of Landlord, certify and agree for the benefit of any lender against the Premises or potential lender against the Premises or potential purchaser of the Center or any portion thereof, that Tenant will not look to such lender or purchaser: (i) as being liable for any act or omission of Landlord; (ii) as being obligated to cure any defaults of Landlord under the Lease which occurred prior to the time such lender, its successors or assigns, acquired Landlord's interest in such certificate are true and correct. Likewise, Landlord shall, within fifteen the Premises by foreclosure or otherwise; (15iii) days after receipt as being bound by any payment of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented Rent by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution more than one (1) month in advance; (iv) as being bound by Landlord to any amendment or modification of the Lease without such lender’s consent; or (v) as being obligated to return any Security Deposit. Tenant shall also certify and that all agree for the benefit of any lender against the Premises or potential lender against the Premises or potential purchaser of the Center or any portion thereof as to other statements set forth in matters as requested by any such certificate are true and correctlender or potential purchaser.

Appears in 2 contracts

Samples: Retail Lease Agreement, Retail Lease Agreement

Estoppel Certificate. Tenant shall, within fifteen (15a) days after receipt of written notice Within 10 Business Days following request from Landlord, executeany Superior Mortgagee or any Superior Lessor, acknowledge and Tenant shall deliver to Landlord a statement executed and acknowledged by Tenant, in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchasersatisfactory to Landlord, (ai) certifying stating the Commencement Date, the Rent Commencement Date and the Expiration Date, and that this Lease is unmodified and then in full force and effect and has not been modified (or, or if modified, setting forth all modifications), (ii) setting forth the date to which Fixed Rent and any Additional Rent have been paid, together with the amount of monthly Fixed Rent, Tax Payment and Operating Payment then payable, (iii) stating whether or not, to the best of Tenant’s knowledge, Landlord is in default under this Lease, and, if Tenant asserts that Landlord is in default, setting forth the specific nature of any such defaults, (iv) stating whether Landlord has failed to complete any work required to be performed by Landlord under this Lease, (v) stating whether there are any sums payable to Tenant by Landlord under this Lease, (vi) stating the nature amount of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advancesecurity deposit, if any, under this Lease, (bvii) acknowledging (if accurate) that stating whether there are notany subleases affecting the Premises, (viii) stating the address of Tenant to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimedwhich all notices and communications under this Lease shall be sent, and (cix) setting forth responding to any other matters reasonably requested by Landlord, such further information with respect Superior Mortgagee or such Superior Lessor. Tenant acknowledges that any statement delivered pursuant to this Lease or the Premises as may be reasonably requested thereon. Any such statement Section 6.02(a) may be relied upon by any prospective purchaser or encumbrancer owner of the Land or the Building, or all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within interest in the prescribed time shall be binding upon Landlord that there are no uncured defaults on Land or the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented Building or under any Superior Lease, or by Tenant in any certificate prepared Superior Mortgagee or assignee thereof, or by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctany Superior Lessor or assignee thereof.

Appears in 2 contracts

Samples: Lease (Y-mAbs Therapeutics, Inc.), Lease (Y-mAbs Therapeutics, Inc.)

Estoppel Certificate. Tenant shall, within fifteen at any time and from time to time, upon not less than ten (1510) days after receipt of days' prior written notice from request by Landlord, execute, acknowledge and deliver to Landlord a statement in writing substantially in writing, executed by the form attached hereto as Exhibit Dpresident or a vice president of Tenant, or on any other form reasonably requested by a proposed Lender or purchaser, certifying (a) certifying that this Lease is unmodified and in full force and effect (or, if modifiedthere have been modifications, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect as modified, and without modification except as setting forth such modifications), (b) the dates to which Basic Rent, Additional Rent and all other sums payable hereunder have been paid, (c) that, to the knowledge of the signer of such certificate, no default by either Landlord or Tenant exists hereunder or specifying each such default of which the signer may have knowledge, and (d) that, to the knowledge of the signer of such certificate, there are no proceedings pending or threatened against Tenant before or by any court or administrative agency which, if adversely decided, would materially and adversely affect the financial condition and operations of Tenant or, if any such proceedings are pending or threatened to said signer's knowledge, specifying and describing the same. Any such statements by Tenant may be represented relied upon by Lender, Landlord in or their assignees or by any prospective purchaser or mortgagee of the Leased Premises. Any certificate prepared by Landlord required under this Paragraph 22 shall (i) state briefly the nature and delivered to Tenant for execution and that all other scope of the examination or investigation upon which the statements set forth contained in such certificate are true based, (ii) state that, in the opinion of each person signing such certificate, he has made such examination or investigation as is reasonably necessary to enable him to express an informed opinion as to the subject matter of such certificate, and correct. Likewise, Landlord shall, within fifteen (15iii) days after receipt certify to the correctness of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctcontained therein.

Appears in 2 contracts

Samples: Lease Agreement (High Voltage Engineering Corp), Lease Agreement (High Voltage Engineering Corp)

Estoppel Certificate. 12.1. Tenant shallshall from time to time, within fifteen (15) days after receipt Landlord's request or that of written notice from any mortgagee of Landlord, execute, acknowledge execute and deliver to Landlord a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, written instrument certifying (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and has not been modified, supplemented or amended (or, if there have been modifications, supplements or amendments, that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease it is in full force and effect as modified, supplemented or amended, and without modification except stating such modifications, supplements and amendments); (ii) the dates to which Base Rent and Additional Rent and any other charges arising hereunder have been paid; (iii) the amount of any prepaid rents or credits due Tenant, if any; (iv) if applicable, that Tenant has accepted possession and has entered into occupancy of the Premises, and certifying the Lease Commencement Date, each Subsequent Lease Commencement Date, the Expansion Space Lease Commencement Date (as defined in Article 62 below), the Rent Commencement Date, each Subsequent Rent Commencement Date, the Expansion Space Rent Commencement Date (as defined in Article 62 below) and the Termination Date; (v) whether or not, to the best knowledge of the Tenant, all conditions under the Lease to be performed by Landlord prior thereto have been satisfied and whether or not Landlord is then in default in the performance of any covenant, agreement or condition contained in this Lease and specifying each, if any, unsatisfied condition and each, if any, default of which the signer may have knowledge; and (vi) any other fact or condition reasonably requested. Any certification delivered pursuant to the provisions of this Article shall be represented intended to be relied upon by Tenant in Landlord or any certificate prepared by Tenant of its partners and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctany mortgagee or prospective mortgagee or purchaser of the Property or of any interest therein.

Appears in 2 contracts

Samples: Termination Agreement (American Management Systems Inc), Termination Agreement (American Management Systems Inc)

Estoppel Certificate. Tenant shallshall from time to time, within fifteen (15) ten days after Tenant's receipt of written notice from Landlord's request therefor, execute, acknowledge and deliver to Landlord a statement written instrument in writing substantially in the recordable form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effecti) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord has not been modified, supplemented or amended in any certificate prepared by Landlord and delivered to Tenant for execution and way (or, if there have been modifications, supplements or amendments thereto, that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease it is in full force and effect as modified, supplemented or amended, and without modification except as may be represented by Tenant in any certificate prepared by Tenant stating such modifications, supplements and delivered to Landlord for execution amendments) and that this Lease (as modified, supplemented or amended, as aforesaid) represents the entire agreement among Landlord and Tenant as to the Premises and the leasehold; (ii) the dates to which the Base Rent, Additional Rent and other charges arising hereunder have been paid, (iii) the amount of any prepaid rents or credits due to Tenant, if any; and (iv) that if applicable, Tenant has entered into occupancy of the Premises; and (b) stating, to the best knowledge of Tenant, whether or not all other statements set forth in conditions under the Lease to be performed by Landlord prior to the date of such certificate are true have been satisfied and correctwhether or not Landlord is then in default in the performance of any covenant, agreement or condition contained in this Lease and specifying, if any, each such unsatisfied condition and each such default; and (c) stating any other fact or certifying any other condition reasonably requested by Landlord, Landlord's Mortgagee (as defined below), or any prospective mortgagee or purchaser of the Property or of any interest therein.

Appears in 2 contracts

Samples: Denver Place South Tower (Jato Communications Corp), Kbkids Com Inc

Estoppel Certificate. Tenant shallagrees from time to time, within fifteen ten (1510) days Business Days after receipt request of written notice from Landlord, execute, acknowledge and to deliver a statement in writing substantially in the form attached hereto as Exhibit Dto Landlord, or on any other form reasonably requested by a proposed Lender or purchaserLandlord’s designee, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, an estoppel certificate stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect effect, that this Lease has not been modified (or stating all modifications, written or oral, to this Lease), the date to which Rent has been paid, the unexpired portion of this Lease, that, to Tenant’s knowledge, there are no current defaults by Landlord or Tenant under this Lease (or specifying any such defaults), that the leasehold estate granted by this Lease is the sole interest of Tenant in the Premises and/or the land at which the Premises are situated, and without modification except such other matters pertaining to this Lease as may be represented reasonably requested by Landlord in or any certificate prepared mortgagee, beneficiary, purchaser or prospective purchaser of the Building or Project or any interest therein. Failure by Landlord Tenant to execute and delivered to Tenant for execution and that all other statements set forth in deliver such certificate within such ten (10) Business Day period shall constitute an acceptance of the Premises and acknowledgment by Tenant that the statements included are true and correctcorrect without exception. LikewiseLandlord and Tenant intend that any statement delivered pursuant to this Paragraph may be relied upon by any mortgagee, Landlord shallbeneficiary, within fifteen (15) days after receipt purchaser or prospective purchaser of written notice from the Building or Project or any interest therein. The parties agree that Tenant, execute, acknowledge and deliver an ’s obligation to furnish such estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate certificates in a timely fashion is being executed by Landlord in favor of Tenant). a material inducement for Landlord’s failure to deliver such estoppel certificate within the prescribed time execution of this Lease, and shall be binding upon Landlord that there are no uncured defaults on the part an Event of Default if Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant fails to fully comply or makes any material misstatement in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctcertificate.

Appears in 2 contracts

Samples: Freshworks Inc., Freshworks Inc.

Estoppel Certificate. At Landlord’s request, Tenant shall, shall execute (within fifteen (15) days after receipt of written notice from Tenant receives any such request) estoppel certificates on a form specified by Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, addressed to (i) any mortgagee or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part prospective mortgagee of Landlord hereunder, or specifying such defaults if (ii) any are claimed, and (c) setting forth such further information with respect to this Lease purchaser or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of of, or interest in, the real property of which Building, certifying that the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and against Tenant without modification amendment except as may be represented by Landlord in any certificate prepared by Landlord and delivered provided therein, the date through which Gross Rent has been paid, that neither Tenant nor, to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewiseits knowledge, Landlord shallis in default under the Lease and to its knowledge Tenant has no claims, defenses, or offsets against the enforcement of the Lease in accordance with its terms, the amount of any security deposit or letter of credit held under the Lease, and such other matters concerning the Lease as such mortgagee(s) or purchaser(s) may reasonably require; provided, however, that in no event shall any such estoppel certificate require an amendment of the provisions hereof or otherwise affect or abridge Tenant’s rights hereunder. At Tenant’s request, Landlord shall execute (within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver Landlord receives any such request) an estoppel certificate containing substantially to a proposed subtenant, assignee, or lender of Tenant on a form reasonably acceptable to Landlord, certifying as to such facts (if true) regarding the same content shown on Exhibit D (Lease as appropriately modified to reflect are customarily addressed in such estoppel certificates; provided, however, that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver no event shall any such estoppel certificate within require an amendment of the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctprovisions hereof or otherwise affect or abridge Landlord’s rights hereunder.

Appears in 2 contracts

Samples: NewStar Financial, Inc., NewStar Financial, Inc.

Estoppel Certificate. Tenant Subtenant shall, within fifteen at any time and from time to time upon not less than twenty (1520) days after receipt of written days’ prior notice from Landlord, by Sublandlord execute, acknowledge and deliver to Sublandlord a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease Sublease is unmodified and in full force and effect (oror if there have been modifications, if modified, stating that the nature of such modification and certifying that this Lease as so modified same is in full force and effect) effect as so modified and stating the modifications), the dates to which rental Rent and other charges are have been paid in advance, if any, (b) acknowledging (if accurate) that there are notstating to the actual knowledge of Subtenant, to Tenant’s knowledgewhether or not Sublandlord is in default in the performance of any covenant, any uncured defaults on the part of Landlord hereunderagreement, or condition contained in this Sublease and, if so, specifying each such defaults if default of which Subtenant may have knowledge and containing any are claimed, other information and (c) setting forth such further information with respect certifications relating to this Lease or Sublease and the Premises as rights and obligations of the parties hereunder that reasonably may be reasonably requested thereonby Sublandlord. Any such statement delivered pursuant to this Section 18 may be relied upon by Sublandlord and any prospective purchaser of the Building or encumbrancer of all the land thereunder or any portion of mortgagee, ground lessor or other like encumbrancer upon the real property of which Building or the Premises are a partLand, or Sublandlord’s leasehold interest therein. TenantSubtenant’s failure to deliver such statement within the prescribed such time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and deemed a statement that this Lease Sublease is in full force and effect and effect, without modification modification, except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth Sublandlord in such certificate are true and correct. Likewiserequest, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured Events of Default or events that with the giving of notice or passage of time would constitute Events of Default, that there are no material defaults on the part of Tenant hereunder in Sublandlord’s performance, and that this Lease is not more than one month’s installment of Rent has been paid in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctadvance.

Appears in 2 contracts

Samples: Office Lease (Cascadian Therapeutics, Inc.), Sublease and Recognition Agreement (Cti Biopharma Corp)

Estoppel Certificate. Tenant Sub-Subtenant shall, within fifteen ten (1510) business days after receipt of written notice from LandlordSub-Sublandlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaserSub-Sublandlord and reasonably acceptable to Sub-Subtenant, (ai) certifying that this Lease Sub-Sublease is unmodified and in full force and or effect (or, if modified, stating the nature of such modification and certifying that this Lease Sub-Sublease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (ii) acknowledging to Sub-Subtenant’s actual knowledge that there are not any uncured defaults on the part of Sub-Sublandlord hereunder, or specifying such defaults if any are claimed, and (iii) setting forth such further factual information with respect to the status of this Sub-Sublease or the Premises as may be reasonably requested thereon. Sub-Sublandlord shall, within ten (10) business days of written notice from Sub-Subtenant, execute, acknowledge and deliver a statement in writing reasonably requested by Sub-Subtenant and reasonably acceptable to Sub-Sublandlord, (a) certifying that this Sub-Sublease and the Sublease are unmodified and in full force or effect (or, if modified, stating the nature of such modification and certifying that this Sub-Sublease and the Sublease as so modified are in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) to Sub-Sublandlord’s actual knowledge that there are not, to Tenant’s knowledge, not any uncured defaults on the part of Landlord hereunderSub-Subtenant hereunder or Sublandlord under the Sublease, or specifying such defaults if any are claimed, and (c) setting forth such further factual information with respect to the status of this Lease Sub-Sublease, the Sublease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correct.

Appears in 1 contract

Samples: Sub Sublease Agreement (Bluebird Bio, Inc.)

Estoppel Certificate. Within fifteen (15) days following written notice, Tenant shallshall execute and deliver to Landlord an estoppel certificate (a) ratifying this Lease; (b) confirming the Commencement Date and Expiration Date; and certifying (i) that this Lease is in full force and effect and has not been assigned, modified, supplemented or amended, except as stated; (ii) that, to Tenant’s knowledge, all conditions and agreements under this Lease to be performed by Landlord have been satisfied, except as stated; (iii) that to the best of Tenant’s knowledge, Landlord is not in default under this Lease, except as stated; (iv) that to the best of Tenant’s knowledge, it has no defenses or offsets against the enforcement of this Lease, except as stated; (v) reciting the advance rent, if any, paid by Tenant and the date to which such rent has been paid; (vi) reciting the amount of security deposited with Landlord, if any; and (vii) any other factual information relating to the Lease reasonably requested by Landlord. Any such estoppel certificate may be relied upon by Landlord, by a lender or prospective lender or purchaser of Landlord. Landlord shall at any time and from time to time, but in no event more than one time per year, within fifteen (15) days after receipt of following written notice from Landlordrequest therefor, execute, acknowledge and deliver a statement to Tenant an estoppel certificate, in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchasersatisfactory to Tenant, certifying: (ai) certifying that this Lease is unmodified and in full force and effect (or, if modifiedthere have been modifications, stating that the nature of such modification and certifying that this Lease as so modified same is in full force and effecteffect as modified and stating the modifications); (ii) and the dates to which rental and other charges are rent has been paid in advance, if any, ; (biii) acknowledging whether any options granted to Tenant pursuant to the provisions of this Lease have been exercised; (if accurateiv) that there are not, whether or not to Tenant’s the best of its knowledge, Landlord has given any uncured defaults on the part notices that Tenant is in default in performance of Landlord hereunder, or specifying such defaults if any are claimedof its obligations under this Lease, and if so, specifying each such default of which Landlord may have given notice; and (cv) setting forth as to any other matters reasonably requested by Tenant, it being intended that any such further information with respect certificate delivered pursuant to this Lease or the Premises as may be reasonably requested thereon. Any such statement Section 12.03 may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of party which the Premises are a part. Tenant’s failure Tenant wishes to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an receive said estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctcertificate.

Appears in 1 contract

Samples: Lease Agreement (Chembio Diagnostics, Inc.)

Estoppel Certificate. Tenant shallAt the request of an Owner, within fifteen (15) days after receipt Declarant shall supply to such Owner or any actual or potential encumbrancer or purchaser of a Site a written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit Dcertificate stating that there are no violations hereof, or on if there are any other form reasonably requested by a proposed Lender or purchasersuch violations, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification violations. Such certificate shall be delivered within ten (10) working days after such request by an Owner. Exhibit E Hazardous Materials Disclosure Certificate Your cooperation in this matter is appreciated. Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the landlord (identified below) to evaluate and certifying that this Lease finalize a lease agreement with you as so modified Tenant. After a lease agreement is in full force and effect) signed by you and the dates landlord ( the “Lease Agreement”), on an annual basis in accordance with the provisions of Section 27 of the signed Lease Agreement, you are to which rental provide an update to the information initially provided by you in this certificate. The information contained in the initial Hazardous Materials Disclosure Certificate and other charges are paid each annual certificate provided by you thereafter will be maintained in advance, if anyconfidentiality by Landlord subject to release and disclosure as required by (i) any lenders and owners and their respective environmental consultants, (bii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer purchaser(s) of all or any portion of the real property of on which the Premises are a partlocated, (iii) Landlord to defend itself or its lenders, partners or representatives against any claim or demand, and (iv) any laws, rules, regulations, orders, decrees, or ordinances, including, without limitation, court orders or subpoenas. Tenant’s failure to deliver such statement within the prescribed time Any and all capitalized terms used herein, which are not otherwise defined herein, shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially have the same content shown on Exhibit D (as appropriately modified meaning ascribed to reflect that such term in the signed Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate is being executed by Landlord in favor should be delivered to: Landlord: WILLOW PARK HOLDING COMPANY I, LLC, a Delaware limited liability company c/o Legacy Partners Commercial, Inc. 0000 Xxxx Xxxxx Xxxxxx, Xxxxx 000 Xxxxxx Xxxx, Xxxxxxxxxx 00000-0000 Attn: Willow Park Phone: (000) 000-0000 Name of (Prospective) Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part : NUANCE COMMUNICATIONS, INC., a California corporation Mailing Address: 0000 Xxxxxx Xxxx, Xxxxx 000 Xxxxx Xxxx, Xxxxxxxxxx 00000 Contact Person, Title and Telephone Number(s): Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Address of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correct.(Prospective) Premises: 0000 Xxxxxx Xxxx, Xxxxx 000 Xxxxx Xxxx, Xxxxxxxxxx 00000 Length of (Prospective) Initial Term: Five (5) Years

Appears in 1 contract

Samples: Lease Agreement (Nuance Communications)

Estoppel Certificate. Tenant shallagrees that from time to time, within fifteen upon not less than ten (1510) days after receipt of business days’ prior written notice from request by Landlord, executeTenant will promptly complete, acknowledge execute and deliver to Landlord or any party or parties designated by Landlord a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, certifying: (ai) certifying that this Lease is unmodified and in full force and effect (or, or if modified, stating there have been modifications that the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges same are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect as modified and without modification except identifying the modifications); (ii) the dates to which the Rent and other charges have been paid; (iii) that the Premises have been unconditionally accepted by Tenant (or if not, stating with particularity the reasons why the Premises have, not been unconditionally accepted); (iv) the amount of any Security Deposit held hereunder; (v) that, so far as may be represented by Landlord in any the party making the certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewiseknows, Landlord shallis not in default under any provisions of this Lease, within fifteen if such is the case, and if not, identifying all defaults with particularity; and (15vi) days after receipt any other factual matter reasonably requested by Landlord. Any purchaser or Mortgagee of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially any interest in the same content shown Building shall be entitled to rely on Exhibit D (as appropriately modified said statement. In the event that Tenant fails to reflect that the certificate is being executed by provide Landlord in favor of Tenant). Landlord’s failure to deliver with such estoppel certificate within such ten (10) business day period, Landlord shall provide Tenant with a second notice (the prescribed time shall be binding upon Landlord “Second Estoppel Notice”) requesting such estoppel certificate. For each day that there are no uncured defaults Tenant fails to remit the estoppel certificate, commencing on the part fifth (5th) day after Tenant’s receipt of the Second Estoppel Notice, Tenant hereunder and that this Lease is in full force and effect and without modification except shall pay a late fee of One Hundred Dollars ($100) per day until the day on which Tenant remits the estoppel certificate as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctherein.

Appears in 1 contract

Samples: Office Lease (Dynavax Technologies Corp)

Estoppel Certificate. Tenant shall, shall at any time and from time to time within fifteen ten (1510) business days after receipt of written notice request from Landlord, execute, acknowledge execute and deliver to Landlord or any prospective landlord, mortgagee or prospective mortgagee a statement sworn and acknowledged estoppel certificate, in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender satisfactory to Landlord, any prospective landlord, mortgagee or purchaser, prospective mortgagee certifying and stating as follows: (a) certifying that this Lease has not been modified or amended (or if modified or amended, setting forth such modifications or amendments); (b) this Lease as so modified or amended is unmodified and in full force and effect (or, or if modified, stating the nature of such modification and certifying that this Lease as so modified is not in full force and effect) and , the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and reasons therefore); (c) setting forth Tenant has no offsets or defenses to its performance of the terms and provisions of this Lease, including the payment of rent, or if there are any such further information with respect defenses or offsets, specifying the same; (d) Tenant is in possession of the Premises, if such be the case: (e) if an assignment of rents or leases has been served upon Tenant by a mortgagee or prospective mortgagee, Tenant has received such assignment and agrees to be bound by the provisions thereof; and (f) any other accurate statements reasonably required by Landlord, any prospective landlord, mortgagee or prospective mortgagee. It is intended that any such statement delivered pursuant to this Lease or the Premises as may be reasonably requested thereon. Any such statement subsection may be relied upon by any prospective purchaser or encumbrancer of all or mortgagee and their respective successors and assigns. In addition to any portion of the real property of which the Premises are a partother remedy Landlord may have hereunder, Landlord may. Tenant’s failure at its option, if Tenant does not deliver to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except an estoppel certificate as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, above within fifteen ten (1510) days after receipt of written Landlord sent a second request to Tenant’s notice from Tenantaddress requesting Tenant to do so, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that cancel this Lease effective the last day of the then current month, without incurring any liability on account thereof, and the Term is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctexpressly limited accordingly.

Appears in 1 contract

Samples: Sublease (Biopower Operations Corp)

Estoppel Certificate. Section 23.01. Tenant shallagrees, at any time, and from time to time, within fifteen ten (1510) days after receipt of written notice from request by Landlord, to execute, acknowledge and deliver to Landlord, a statement in writing substantially in the form attached hereto addressed to Landlord and/or to such other party(ies) as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, Landlord may designate: (ai) certifying that this Lease is unmodified and in full force and effect (or, if modifiedthere have been modifications, stating that the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease same is in full force and effect as modified and without modification except stating the modifications), (ii) stating the dates to which the Fixed Rent, additional rent and other charges have been paid, (iii) stating whether or not, to the best knowledge of the signer of such certificate, there exists any default by either party in the performance of any covenant, agreement, term, provision or condition contained in this Lease, and, if so, specifying each such default of which the signer may have knowledge, (iv) setting forth the names and addresses of the shareholders of Tenant (if Tenant shall be a corporate entity) and their holdings, and (v) setting forth such other information as Landlord may reasonably request concerning this Lease, it being intended that any such statement delivered pursuant hereto may be represented relied upon by Landlord in or a purchaser of Landlord's interest and by any certificate prepared Mortgagee, or prospective mortgagee, of any mortgage affecting the Building or the Land, or both, and by Landlord any Overlandlord or prospective Overlandlord under any Underlying Lease affecting the Land or Building, or both, and delivered by any Mortgagee or prospective mortgagee of any Underlying Lease. Failure by Tenant to comply with the provisions of this Article 23 shall constitute a waiver by Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured any defaults on the Landlord's part of Tenant hereunder and that under this Lease is in full force and effect and without modification except as may be represented a waiver of enforceability by Tenant in of any certificate prepared by Tenant modification of this Lease, as against any person above described entitled to rely upon such statement, but without however limiting any rights and delivered remedies available to Landlord for execution and that all other statements set forth in by reason of such certificate are true and correctfailure.

Appears in 1 contract

Samples: Commencement Date Agreement (CTC Communications Corp)

Estoppel Certificate. Tenant shallagrees that from time to time, within fifteen upon not less than seven (157) days after receipt of days' prior written notice from request by Landlord, executeTenant will, acknowledge and Tenant will cause any subtenant, licensee, concessionaire or other occupant of the Premises to, promptly complete, execute and deliver to Landlord or any party or parties designated by Landlord a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, certifying: (ai) certifying that this Lease is unmodified and in full force and effect (or, or if modified, stating there have been modifications that the nature of such modification and certifying that this Lease as so modified is same are in full force and effecteffect as modified and identifying the modifications); (ii) and the dates to which rental the Rent and other charges are paid have been paid; (iii) that the Premises have been unconditionally accepted by the Tenant (or if not, stating with particularity the reasons why the Premises have not been unconditionally accepted); (iv) the amount of any Security Deposit held hereunder; (v) that, so far as the party making the certificate knows, Landlord is not in advancedefault under any provisions of this Lease, if anysuch is the case, (b) acknowledging (and if accurate) that there are not, to Tenant’s knowledge, any uncured identifying all defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, with particularity; and (cvi) setting forth such further information with respect to this Lease or the Premises as may be any other matter reasonably requested thereonby Landlord. Any such statement may be relied upon by any prospective purchaser or encumbrancer Mortgagee of all or any portion of interest in the real property of which the Premises are Building shall be entitled to rely on said statement. Failure to give such a part. Tenant’s failure to deliver such statement within the prescribed time seven (7) days after said written request shall be binding conclusive evidence, upon Tenant that there are no uncured defaults on the part of which Landlord hereunder and any such purchaser or Mortgagee shall be entitled to rely, that this Lease is in full force and effect and without modification except as may Landlord is not in default and Tenant shall be represented by estopped from asserting against Landlord in or any certificate prepared by such purchaser or Mortgagee any defaults of Landlord and existing at that time but Tenant shall not thereby be relieved of the affirmative obligation to give such statement. Moreover, if Tenant fails to deliver or cause to be delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewisestatement within said seven (7) day period, Landlord shallshall be entitled to collect from Tenant upon demand, within as liquidated damages occasioned by such delay and not as a penalty (the actual damages resulting from such delay being impossible to ascertain), a sum equal to one-fifteenth of the Monthly Base Rent for each day, up to fifteen (15) days days, after receipt the expiration of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D said seven (as appropriately modified to reflect 7) day period that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure Tenant fails to deliver such estoppel certificate within the prescribed time statement. If such failure persists after such fifteen (15) day period, Landlord shall be binding upon Landlord that there are no uncured defaults on the part entitled to pursue any and all remedies it may have with respect to such Default, including termination of Tenant hereunder and that this Lease is in full force or Tenant's right to possession and effect and without modification except as may be represented collection of damages, including consequential damages, arising by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in reason of such certificate are true and correctDefault.

Appears in 1 contract

Samples: Office Space Lease (2 Infinity Inc)

Estoppel Certificate. Tenant shall, within fifteen Upon not less than ten (1510) days after receipt of prior written notice from request by Landlord, to execute, acknowledge and deliver to Landlord a statement in writing substantially in certifying, to the form attached hereto as Exhibit Dextent the same is true, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that to Tenant’s best knowledge and belief this Lease is unmodified and in full force and effect and that Tenant knows of no defenses, offsets or counterclaims against its obligations to pay the Annual Fixed Rent and Additional Rent and any other charges, and to perform its other covenants under this Lease (or, if modifiedthere have been any modifications, stating that the nature of such modification and certifying that this Lease as so modified same is in full force and effect) effect as modified, and stating the modifications and, if there are any defenses, offsets or counterclaims, setting them forth in reasonable detail), and the dates to which rental the Annual Fixed Rent and Additional Rent and other charges are have been paid in advancetogether with any other factual information relating to the tenancy reasonably requested by Landlord, if any, (b) acknowledging (if accurate) including affirmation that there are not, any lease requested to Tenant’s knowledge, any uncured defaults on be affixed to such estoppel contains the part entire lease and amendments. No such estoppel certificate shall have the effect of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to amending this Lease or the Premises as may be reasonably requested thereonwaiving any rights granted hereunder. Any such statement delivered pursuant to this Section 5.1.10 may be relied upon by any prospective purchaser or encumbrancer mortgagee of all the Premises, or any portion prospective assignee of the real property of which the Premises are a partany such mortgage. Tenant’s failure If Tenant shall fail timely to deliver such statement within the prescribed time shall be binding upon estoppel, Tenant that there are no uncured defaults on the part hereby grants Landlord, acting through its corporate general partner, an irrevocable power of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered attorney to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver such an estoppel certificate containing substantially estoppel, in the same content shown name of and on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor behalf of Tenant), certifying to the facts required by the estoppel. LandlordTenant acknowledges the interest of the Landlord hereunder in providing such estoppel to a potential lender or buyer. The use of such power of attorney is in addition to any other remedy Landlord may have for Tenant’s failure timely to deliver such estoppel certificate within comply, including, without limitation, the prescribed time shall be binding upon right of Landlord that there are no uncured defaults on to terminate the part term of this Lease without notice or opportunity of Tenant hereunder and that to cure, notwithstanding any other provision in this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctrequiring notice or granting a cure period.

Appears in 1 contract

Samples: Lease Agreement (Targanta Therapeutics Corp.)

Estoppel Certificate. Tenant shallwill, within fifteen (15) days after receipt of written notice from Landlordfollowing any request by Landlord or its Lender, execute, acknowledge promptly execute and deliver a statement in writing to Landlord or its Lender an estoppel certificate substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, F (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective Lenders, investors or purchasers of the Building or the Property. Any Tenant’s failure to execute and deliver such estoppel certificate within ten (10) business days after Landlord’s or Lender’s request therefor shall be a material default by Tenant under this Lease, and no further notice shall be required under Paragraph 12.1(c) or any other provision of this Lease, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, it being agreed and understood by Tenant that Tenant’s failure to so deliver such estoppel certificate in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all the Building, the Property, or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is interest in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctthem.

Appears in 1 contract

Samples: Lease (LumiraDx LTD)

Estoppel Certificate. Tenant shall, within fifteen Upon not less than ten (1510) days after receipt of business -------------------- days' prior written notice from request by Landlord, to execute, acknowledge and deliver to Landlord a statement in writing substantially writing, in such form as Landlord may provide from time to time, certifying all or any of the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying following: that this Lease is unmodified and in full force and effect and that Tenant has no defenses, offsets or counterclaims against its obligations to pay the Fixed Rent and Additional Rent and any other charges and to perform its other covenants under this Lease (or, if modifiedthere have been any modifications, stating that the nature of such modification and certifying that this Lease as so modified is in full force and effect) effect as modified and stating the modifications and, if there are any defenses, offsets or counterclaims, setting them forth in reasonable detail), and the dates to which rental the Fixed Rent and Additional Rent and other charges are paid have been paid, whether or not Landlord is in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, default in performance of any uncured defaults on of the part terms of Landlord hereunder, or specifying such defaults if any are claimedthis Lease, and (c) setting forth such further information with respect to this the Lease or the Premises as Landlord may be reasonably requested thereonrequest. Any such statement delivered pursuant to this subsection 6.1.1o may be relied upon by any prospective purchaser or encumbrancer mortgagee of the Premises, or any prospective assignee of such mortgage. Tenant shall also deliver to Landlord such financial information as may be reasonably required by Landlord to be provided to any mortgagee or prospective purchaser of the Premises. Upon not less than ten (10) business days' prior written request by Tenant, Landlord shall execute a similar certificate that may be relied upon by any transferee of all or any a portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in 's leasehold including any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from entity acquiring Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of for Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correct's financings.

Appears in 1 contract

Samples: Wells Real Estate Investment Trust Inc

Estoppel Certificate. Tenant shallwill, within fifteen ten (1510) days after receipt of written notice from following any request by Landlord, execute, acknowledge promptly execute and deliver a statement in writing to Landlord an estoppel certificate substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaserG, (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective lenders, investors or purchasers of the Building or the Property. Any Tenant’s failure to execute and deliver such estoppel certificate within ten (10) days after Landlord’s request therefor shall be a material default by Tenant under this Lease, it being agreed and understood by Tenant that Tenant’s failure to so deliver such estoppel certificate in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all the Building, the Property, or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is interest in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctthem.

Appears in 1 contract

Samples: Lease Agreement (Biolase, Inc)

Estoppel Certificate. Tenant shallagrees from time to time, within fifteen ten (1510) business days after receipt request of written notice from Landlord, execute, acknowledge and to deliver a statement in writing substantially in the form attached hereto as Exhibit Dto Landlord, or on any other form reasonably requested by a proposed Lender or purchaserLandlord's designee, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, an estoppel certificate stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered effect, that this Lease has not been modified (or stating all modifications, written or oral, to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewisethis Lease), Landlord shallthe date to which Rent has been paid, within fifteen (15) days after receipt the unexpired portion of written notice from Tenantthis Lease, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured current defaults on by Landlord or Tenant under this Lease (or specifying any such defaults), that the part of Tenant hereunder and that leasehold estate granted by this Lease is the sole interest of Tenant in full force the Premises and/or the land at which the Premises are situated, and effect and without modification except such other matters pertaining to this Lease as may be represented reasonably requested by Landlord or any mortgagee, beneficiary, purchaser or prospective purchaser of the Building or Project or any interest therein. Notwithstanding anything to the contrary, Tenant's execution of an estoppel certificate shall not be a waiver of Tenant's rights to audit or challenge the Operating Expenses as described in Section 7. Failure by Tenant in any to execute and deliver such certificate prepared shall constitute an acceptance of the Premises and acknowledgment by Tenant and delivered to Landlord for execution and that all other the statements set forth in such certificate included are true and correctcorrect without exception. Tenant agrees that if Tenant fails to execute and deliver such certificate within such ten (10) business day period, Landlord may execute and deliver such certificate on Tenant's behalf and that such certificate shall be binding on Tenant. Landlord and Tenant intend that any statement delivered pursuant to this Paragraph may be relied upon by any mortgagee, beneficiary, purchaser or prospective purchaser of the Building or Project or any interest therein. The parties agree that Tenant's obligation to furnish such estoppel certificates in a timely fashion is a material inducement for Landlord's execution of the Lease, and shall be an event of default (without any cure period that might be provided under Paragraph 26.A(3) of this Lease) if Tenant fails to fully comply or makes any material misstatement in any such certificate.

Appears in 1 contract

Samples: Lease (Geocities)

Estoppel Certificate. Tenant shallManager agrees, at any time and from time to time and within fifteen ten (1510) business days after receipt of written notice from Landlordrequest by Tenant, to execute, acknowledge and deliver to Tenant a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (ai) certifying that this Lease Agreement is unmodified and in full force and effect (oror if there have been modifications, if modified, stating that the nature of such modification and certifying that this Lease as so modified Agreement is in full force and effecteffect as modified and stating the modifications); (ii) stating the Management Fees payable and the dates to which rental the Management Fees and any other charges are hereunder have been paid by Tenant; (iii) stating whether or not Tenant is in advancedefault in the performance of any covenant, agreement or condition contained in this Agreement, and if anyso, specifying each such default of which Manager may have knowledge; (biv) acknowledging to Manager’s actual knowledge, Manager is not in default in any material respects relating to the Management Agreement; (if accuratev) [intentionally omitted]; (vii) certifying that there are not, bans on admissions of residents to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimedFacility; (viii) certifying that all financial statements and books and records have been maintained in accordance with GAAP, and that they are true, accurate, and complete in all material respects; (cxi) setting certifying that there are no Resident deposits held by Manager, except as set forth such further information with respect on a exhibit to this Lease or the Premises estoppel certificate; and (xii) certifying that Manager has not accepted any advance rents from Residents, except as may be reasonably requested thereonset forth on an exhibit to the estoppel certificate. Any such statement delivered pursuant hereto may be relied upon by any owner of the Facility, any prospective purchaser of the Facility, and lender or encumbrancer prospective lender of all Tenant, or any portion prospective assignee of the real property of which the Premises are a partany such loan. TenantManager’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and timely deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord provided in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall this Section will be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that a default under this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctAgreement.

Appears in 1 contract

Samples: Management Agreement (CNL Healthcare Properties, Inc.)

Estoppel Certificate. Tenant shallagrees from time to time, within fifteen ten (1510) days after receipt request of written notice from Landlord, execute, acknowledge and to deliver a statement in writing substantially in the form attached hereto as Exhibit Dto Landlord, or on any other form reasonably requested by a proposed Lender or purchaserLandlord’s designee, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, an estoppel certificate stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered effect, that this Lease has not been modified (or stating all modifications, written or oral, to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewisethis Lease), Landlord shallthe date to which Rent has been paid, within fifteen (15) days after receipt the unexpired portion of written notice from Tenantthis Lease, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured current defaults on by Landlord or Tenant under this Lease (or specifying any such defaults), that the part of Tenant hereunder and that leasehold estate granted by this Lease is the sole interest of Tenant in full force the Premises and/or the land at which the Premises are situated, and effect and without modification except such other matters pertaining to this Lease as may be represented reasonably requested by Landlord or any mortgagee, beneficiary, purchaser or prospective purchaser of the Building or Project or any interest therein. Failure by Tenant in any to execute and deliver such certificate prepared shall constitute an acceptance of the Premises and acknowledgment by Tenant and delivered to Landlord for execution and that all other the statements set forth in such certificate included are true and correctcorrect without exception. Tenant agrees that if Tenant fails to execute and deliver such certificate within such ten (10) day period, Landlord may execute and deliver such certificate on Tenant’s behalf and that such certificate shall be binding on Tenant. Landlord and Tenant intend that any statement delivered pursuant to this Paragraph may be relied upon by any mortgagee, beneficiary, purchaser or prospective purchaser of the Building or Project or any interest therein. The parties agree that Tenant’s obligation to furnish such estoppel certificates in a timely fashion is a material inducement for Landlord’s execution of this Lease, and shall be an event of default (without any cure period that might be provided under Paragraph 26.A(3) of this Lease) if Tenant fails to fully comply or makes any material misstatement in any such certificate.

Appears in 1 contract

Samples: Agreement of Sublease (Primal Solutions Inc)

Estoppel Certificate. 12.1 Tenant shallshall from time to time, within fifteen (15) 15 business days after receipt Landlord’s request or that of written notice from any mortgagee of Landlord, execute, acknowledge and deliver to Landlord and such mortgagee a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, written instrument (aan “Estoppel”) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effecti) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and has not been modified, supplemented or amended (or, if there have been modifications, supplements or amendments, that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease it is in full force and effect as modified, supplemented or amended, and without modification except as stating such modifications, supplements and amendments); (ii) the dates to which Minimum Rent and Additional Rent and any other charges arising hereunder have been paid; (iii) the amount of any prepaid rents or credits due Tenant, if any; (iv) if applicable, that Tenant has accepted possession and has entered into occupancy of the Premises, and certifying the Lease Commencement Date, Rent Commencement Date and the Expiration Date; (v) whether or not, to the knowledge of the Tenant, all conditions under the Lease to be performed by Landlord prior thereto have been satisfied and whether or not Landlord is then in default in the performance of any covenant, agreement or condition contained in this Lease and specifying each, if any, unsatisfied condition and each, if any, default of which the Tenant may have knowledge; and (vi) any other fact or condition reasonably requested. Any Estoppel delivered pursuant to the provisions of this Section shall be represented intended to be relied upon by Tenant in Landlord or any certificate prepared by Tenant of its partners and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctany mortgagee or prospective mortgagee or purchaser of the Property or of any interest therein.

Appears in 1 contract

Samples: Lease (Erytech Pharma S.A.)

Estoppel Certificate. Tenant shall, within fifteen (15) 10 business days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (bii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (ciii) setting forth to the best of Tenant’s knowledge such further information with respect to the status of this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within such time shall, at the prescribed time shall option of Landlord, be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correctexecution. LikewiseUpon request by Tenant, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver will similarly execute an estoppel certificate containing substantially certificate: (i) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the same content shown on Exhibit D nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord ii) acknowledging that there are no not, to Landlord’s knowledge, any uncured defaults on the part of Tenant hereunder hereunder, or specifying such defaults if any are claimed and that (iii) setting forth to the best of Landlord’s knowledge such further information with respect to the status of this Lease is in full force and effect and without modification except or the Premises as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctreasonably requested thereon.

Appears in 1 contract

Samples: Lease Agreement (Sirtris Pharmaceuticals, Inc.)

Estoppel Certificate. Tenant shallagrees that from time to time, within fifteen upon not less than ten (1510) days after receipt of business days’ prior written notice from request by Landlord, executeTenant will, acknowledge and Tenant will cause any subtenant, licensee, concessionaire or other occupant of the Premises to, promptly complete, execute and deliver to Landlord or any party or parties designated by Landlord a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, certifying: (ai) certifying that this Lease is unmodified and in full force and effect (or, or if modified, stating there have been modifications that the nature of such modification and certifying that this Lease as so modified is same are in full force and effecteffect as modified and identifying the modifications); (ii) and the dates to which rental the Rent and other charges are paid have been paid; (iii) that the Premises have been unconditionally accepted by Tenant (or if not, stating with particularity the reasons why the Premises have, not been unconditionally accepted); (iv) the amount of any Security Deposit held hereunder; (v) that, so far as the party making the certificate knows, Landlord is not in advancedefault under any provisions of this Lease, if anysuch is the case, (b) acknowledging (and if accurate) that there are not, to Tenant’s knowledge, any uncured identifying all defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, with particularity; and (cvi) setting forth such further information with respect to this Lease or the Premises as may be any other matter reasonably requested thereonby Landlord. The initial form of estoppel certificate is attached hereto as Exhibit E. Any such statement may be relied upon by any prospective purchaser or encumbrancer Mortgagee of all or any portion of interest in the real property of which the Premises are Building shall be entitled to rely on said statement. Failure to give such a part. Tenant’s failure to deliver such statement within the prescribed time ten (10) business days after said written request shall be binding conclusive evidence, upon Tenant that there are no uncured defaults on the part of which Landlord hereunder and any such purchaser or Mortgagee shall be entitled to rely, that this Lease is in full force and effect and without modification except as may Landlord is not in default and Tenant shall be represented by estopped from asserting against Landlord in or any certificate prepared by such purchaser or Mortgagee any defaults of Landlord and delivered existing at that time but Tenant shall not thereby be relieved of the affirmative obligation to give such statement. In the event that Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, fails to provide Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver with such estoppel certificate within such ten (10) business day period, Landlord shall provide Tenant with a second notice (the prescribed time “Second Estoppel Notice”) requesting such estoppel certificate. Such Second Estoppel Notice shall substantially state in capital letters, “FAILURE TO RETURN THE ESTOPPEL CERTIFICATE AS REQUESTED HEREIN SHALL RESULT IN A $100 PER DAY FEE.” For each day that Tenant fails to remit the estoppel certificate, commencing on the fifth (5th) day after Tenant’s receipt of the Second Estoppel Notice, Tenant shall pay a late fee of One Hundred Dollars ($100) per day until the day on which Tenant remits the estoppel certificate as set forth herein. In addition, if such failure persists after such five (5) day period, Landlord shall be binding upon Landlord that there are no uncured defaults on the part entitled to pursue any and all remedies it may have with respect to such Default, including termination of Tenant hereunder and that this Lease is in full force or Tenant’s right to possession and effect and without modification except as may be represented collection of damages arising by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in reason of such certificate are true and correctDefault.

Appears in 1 contract

Samples: Office Lease (Catabasis Pharmaceuticals Inc)

Estoppel Certificate. Tenant shall, within fifteen ten (1510) business days after of receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto to this Lease as Exhibit DI, or on any other commercially reasonable form reasonably (unless such other form modifies Tenant’s rights and obligations under this Lease or otherwise increases Tenant’s liability) requested by a proposed Lender lender, mortgagee or beneficiary (each, a “Lender”) or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall, at Landlord’s option, constitute a default under this Lease and, provided that Tenant does not cure such default within five (5) business days after receipt of notice thereof from Landlord, shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctexecution.

Appears in 1 contract

Samples: Lease (Avi Biopharma Inc)

Estoppel Certificate. Tenant shallagrees from time to time, within fifteen ten (1510) days after receipt request of written notice from Landlord, execute, acknowledge and to deliver a statement in writing substantially in the form attached hereto as Exhibit Dto Landlord, or on any other form reasonably requested by a proposed Lender or purchaserLandlord's designee, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, an estoppel certificate stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered effect, that this Lease has not been modified (or stating all modifications, written or oral, to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewisethis Lease), Landlord shallthe date to which Rent has been paid, within fifteen (15) days after receipt the unexpired portion of written notice from Tenantthis Lease, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured current defaults on the part of by Landlord or Tenant hereunder and that under this Lease is in full force (or specifying any such defaults), and effect and without modification except such other matters pertaining to this Lease as may be represented reasonably requested by Landlord. Failure by Tenant in any to execute and deliver such certificate prepared shall constitute an acceptance of the Premises and acknowledgment by Tenant and delivered to Landlord for execution and that all other the statements set forth in such certificate included are true and correctcorrect without exception. Tenant agrees that if Tenant fails to execute and deliver such certificate within such ten (10) day period, Landlord may execute and deliver such certificate on Tenant's behalf and that such certificate shall be binding on Tenant. Landlord and Tenant intend that any statement delivered pursuant to this Paragraph may be relied upon by any mortgagee, beneficiary, purchaser or prospective purchaser of the Project or any interest therein. The parties agree that Tenant's obligation to furnish such estoppel certificates in a timely fashion is a material inducement for Landlord's execution of the Lease, and shall be an event of default if Tenant fails to fully comply or makes any material misstatement in any such certificate.

Appears in 1 contract

Samples: Penederm Inc

Estoppel Certificate. Tenant shall, within fifteen (15) days after receipt during the Term of written notice from Landlordthis Lease, execute, acknowledge and deliver to Landlord, or to any entity Landlord shall designate, within ten (10) business days after written notice by Landlord pursuant to Section 25 hereof, a statement in writing substantially certified written estoppel certificate in the form attached hereto as Exhibit D, reasonably required by Landlord's lender or on any other form reasonably requested by a proposed Lender prospective lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect . Any statement delivered pursuant to this Lease or the Premises as may be reasonably requested thereon. Any such statement Article 12 may be relied upon by any mortgagee or prospective purchaser mortgagee of the Building or encumbrancer of all Landlord's interest, or any portion CIENA prospective assignee of the real property of which the Premises are a partany mortgagee. Tenant’s failure If Tenant fails to deliver such the statement to Landlord within the prescribed time ten (10) business days after Landlord's notice, Tenant shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and deemed to have acknowledged that this Lease is in full force and effect and effect, without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on in Landlord's performance. Furthermore, in the part event Tenant's failure to deliver the statement to Landlord within the ten (10) business day period results in (i) Landlord being placed in default by its lender under its financing for the Building or (ii) Landlord's inability to close any loan which it is negotiating, Tenant may, at Landlord's sole discretion, be deemed in default of this Lease and Landlord shall have all rights and remedies available to it under this Lease in regard to a default. If at any time during the Lease Term, Tenant's lender or a permitted assignee requires Tenant hereunder and that to provide it an estoppel certificate from Landlord, then within ten (10) business days after written notice from Tenant's lender or such assignee for same pursuant to Section 25 hereof, Landlord shall provide a certified written estoppel certificate addressed to said lender or such assignee, certifying as to whether to Landlord's knowledge: (i) this Lease is in full force and effect effect; and without modification except as (ii) Tenant is not in breach of this Lease (and if Tenant is in breach, the nature of the breach). The estoppel certificate may not be represented relied upon by Tenant anyone other than Tenant's lender or any permitted assignee. Notwithstanding the foregoing provisions, Landlord shall not be required to provide an estoppel certificate if Landlord has already provided one to the party requesting the same in any certificate prepared by Tenant and delivered to Landlord the twenty-four (24) months preceding the request for execution and that all other statements set forth in such certificate are true and correctan estoppel certificate.

Appears in 1 contract

Samples: Lease Agreement (Ciena Corp)

Estoppel Certificate. Xxxxxxxx agrees for the benefit of any Leasehold Mortgagee or as otherwise requested by Tenant shallfrom time to time, within fifteen upon not less than twenty (1520) days after receipt of written days’ prior notice from LandlordTenant or from Leasehold Mortgagee, execute, acknowledge and to deliver a statement in writing substantially in the form attached hereto as Exhibit D, certificate to Tenant or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying to Leasehold Mortgagee stating that this Lease is unmodified (or, if there have been modifications, setting them forth) and in full force and effect (oreffect, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental Rental and other charges are paid have been paid, and that to Xxxxxxxx’s actual knowledge, either Tenant is not in advancedefault in the performance of any of the terms or provisions of this Lease or, if any, (b) acknowledging (if accurate) that there are notdefaults, specifying the nature thereof with sufficient particularity that Tenant and Leasehold Mortgagee will know the nature of the acts which must be performed and the amounts of the payments which must be made to Tenant’s knowledge, cure any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimeddefault, and (c) setting forth such further information with respect to this Lease or the Premises other matters as may be reasonably requested thereon. Any by Tenant or Leasehold Mortgagee, it being agreed that any such statement certificate delivered pursuant to this Section 18.13 may be relied upon by any prospective purchaser or encumbrancer assignee of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that interest in this Lease is in full force and effect and without modification except as may be represented or by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctLeasehold Mortgagee or prospective Leasehold Mortgagee.

Appears in 1 contract

Samples: Ground Lease

Estoppel Certificate. Tenant shall, within fifteen (15) 10 business days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (bii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, not any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (ciii) setting forth such further information with respect to the status of this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within such time shall, at the prescribed time option of Landlord, constitute a Default under this Lease, and, in any event, shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correctexecution. Likewise, Landlord shall, within fifteen (15) 15 business days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially a statement in writing in any form reasonably requested by a proposed lender, assignee, or subtenant, (i) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the same content shown on Exhibit D nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (as appropriately modified ii) acknowledging that to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that actual knowledge there are no not any uncured defaults on the part of Tenant hereunder hereunder, or specifying such defaults if any are claimed, and that (iii) setting forth such further information with respect to the status of this Lease is in full force and effect and without modification except as may be represented reasonably requested thereon. Any such statement may be relied upon by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctprospective lender, assignee, or subtenant.

Appears in 1 contract

Samples: Lease Agreement (Constellation Pharmaceuticals Inc)

Estoppel Certificate. Tenant shallwill, within fifteen (15) days after receipt of written notice from following any request by Landlord, execute, acknowledge promptly execute and deliver a statement in writing to Landlord an estoppel certificate substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaserB, (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification modifications and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective lenders, investors or purchasers of the Building or the Property. Any Tenant’s failure to execute and deliver such estoppel certificate within ten days after Landlord’s request therefore shall be a material default by Tenant under this Lease if Tenant fails to execute and deliver such certificate within three (3) business days of Landlord’s written notice of such failure, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, including the right to terminate this Lease and xxx for damages proximately caused thereby, it being agreed and understood by Tenant that Tenant’s failure to so deliver such estoppel certificate in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all the Building, the Property, or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is interest in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctthem.

Appears in 1 contract

Samples: Lease (Vivus Inc)

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Estoppel Certificate. Tenant shallagrees from time to time, within fifteen ten (1510) days after receipt request of written notice from Landlord, execute, acknowledge and to deliver a statement in writing substantially in the form attached hereto as Exhibit Dto Landlord, or on any other form reasonably requested by a proposed Lender or purchaserLandlord's designee, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, an estoppel certificate stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered effect, that this Lease has not been modified (or stating all modifications, written or oral, to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewisethis Lease), Landlord shallthe date to which Rent has been paid, within fifteen (15) days after receipt the unexpired portion of written notice from Tenantthis Lease, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured current defaults on the part of by Landlord or Tenant hereunder and that under this Lease is in full force (or specifying any such defaults), and effect and without modification except such other matters pertaining to this Lease as may be represented reasonably requested by Landlord. Failure by Tenant in any to execute and deliver such certificate prepared shall constitute an acceptance of the Premises and acknowledgment by Tenant and delivered to Landlord for execution and that all other the statements set forth in such certificate included are true and correctcorrect without exception. Tenant agrees that if Tenant fails to execute and deliver such certificate within such ten (10) day period, Landlord may execute and deliver such certificate on Tenant's behalf and that such certificate shall be binding on Tenant. Landlord and Tenant intend that any statement delivered pursuant to this Paragraph may be relied upon by any mortgagee, beneficiary, purchaser or prospective purchaser of the Building or any interest therein. The parties agree that Tenant's obligation to furnish such estoppel certificates in a timely fashion is a material inducement for Landlord's execution of the Lease, and shall be an event of default if Tenant fails to fully comply or makes any material misstatement in any such certificate.

Appears in 1 contract

Samples: Lease (Symyx Technologies Inc)

Estoppel Certificate. Tenant shall, within fifteen (15) 10 business days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (bii) acknowledging (if accurate) that there are notthat, to Tenant’s knowledge, there are not any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (ciii) setting forth such further information with respect to the status of this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within 5 days Net Laboratory 10628 Science Ctr./Turning Point - Page 23 after Tenant’s receipt of a second written notice from Landlord delivered after the prescribed time expiration of the initial 10 business day period shall, at the option of Landlord, constitute a Default under this Lease, and, in any event, shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctexecution.

Appears in 1 contract

Samples: Lease Agreement (Turning Point Therapeutics, Inc.)

Estoppel Certificate. Tenant shall, within fifteen (15) 10 business days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (bii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, not any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (ciii) setting forth such further information with respect to the status of this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within 5 days after Tenant’s receipt of a second written notice from Landlord shall, at the prescribed time option of Landlord, constitute a Default under this Lease, and, in any event, shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correctexecution. LikewiseUpon request by Tenant, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver will similarly execute an estoppel certificate containing substantially certificate: (i) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the same content shown on Exhibit D nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advanced, if any, (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord ii) acknowledging that there are no not, to Landlord’s knowledge, any uncured defaults on the part of Tenant hereunder hereunder, or specifying such defaults if any are claimed and that (iii) setting forth such further information with respect to the status of this Lease is in full force and effect and without modification except or the Premises as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctreasonably requested thereon.

Appears in 1 contract

Samples: Lease Agreement (Arrowhead Pharmaceuticals, Inc.)

Estoppel Certificate. Tenant shallwill, within fifteen ten (1510) business days after receipt of written notice from following any request by Landlord, execute, acknowledge execute and deliver a statement in writing substantially to Landlord an estoppel certificate in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, D (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective lenders, investors or purchasers of the Building or the Property. Any Tenant’s failure to execute and deliver such estoppel certificate within ten (10) days after Landlord’s request therefor shall be a material default by Tenant under this Lease, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, including the right to terminate this Lease and xxx for damages proximately caused thereby, it being agreed and understood by Tenant that Tenant’s failure to so deliver such estoppel certificate in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all the Building, the Property, or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is interest in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctthem.

Appears in 1 contract

Samples: Lease (Silicon Image Inc)

Estoppel Certificate. Tenant shallwill, within fifteen (15) days after receipt of written notice from following any request by Landlord, execute, acknowledge promptly execute and deliver a statement in writing to Landlord an estoppel certificate substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaserJ, (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective lenders, investors or purchasers of the Building, the Property, or the Project. Any Tenant’s failure to execute and deliver such estoppel certificate within ten (10) days after Landlord’s request therefor shall be a material default by Tenant under this Lease, provided that Landlord provides Tenant with a written notice of such default and Tenant continues to fail to deliver such documentation within four (4) days of receipt of such default notice, in which case no further notice shall be required under Paragraph 12.1(c) or any other provision of this Lease, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, it being agreed and understood by Tenant that Tenant’s failure to so deliver such estoppel certificate in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all the Building, the Property, or any portion of the real property of which the Premises are a partinterest in them. Tenant’s failure certifications are, however, made solely to deliver estop Tenant from asserting against the party(ies) named therein (other than Landlord), facts or claims contrary Building D to those stated therein, and such statement within the prescribed time estoppel certificate shall be binding upon on Tenant that there are no uncured defaults on vis-à-vis the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord party(ies) named therein (other than Landlord) but shall not modify in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewiseway, Landlord shallTenant’s relationship, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). obligations or rights vis-à-vis Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correct.

Appears in 1 contract

Samples: Lease (Aruba Networks, Inc.)

Estoppel Certificate. Section 23 of the Lease is hereby amended in its entirety and replaced with the following: “Tenant shall, within fifteen (15) 10 business days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto to this Lease as Exhibit DG with the blanks filled in, or on any other form reasonably requested by a proposed Lender lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (bii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, not any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (ciii) setting forth such further information with respect to the status of this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within such time shall, at the prescribed time option of Landlord, constitute a Default under this Lease, and, in any event, shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correctexecution. LikewiseUpon request by Tenant, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver will similarly execute an estoppel certificate containing substantially certificate: (i) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the same content shown on Exhibit D nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advanced, if any, (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord ii) acknowledging that there are no not, to Landlord’s knowledge, any uncured defaults on the part of Tenant hereunder hereunder, or specifying such details if any are claimed and that (iii) setting forth such further information with respect to the status of this Lease is in full force and effect and without modification except or the Premises as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctreasonably requested thereon.

Appears in 1 contract

Samples: Sixth Amendment (Iomai Corp)

Estoppel Certificate. Tenant shall, within fifteen (15) days after receipt of agrees from time to time upon written notice request from Landlord, execute, acknowledge to execute and deliver to Landlord or to any third party designated by Landlord in such request, a statement in writing substantially written estoppel certificate (an “Estoppel Certificate”) in the form attached hereto as Exhibit Dsubmitted by Landlord to Tenant, or on any other form reasonably requested by a proposed Lender or purchaser, certifying: (a) certifying that this Lease is unmodified and in full force and effect (oror if there have been modifications, if modified, stating the nature a description of such modification modifications and certifying that this Lease as so modified is in full force and effect); (b) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and Rent has been paid; (c) setting forth such further information with respect that Tenant is in possession of the Premises, if that is the case; (d) that Landlord is not in default under this Lease, or, if Tenant believes Landlord is in default, the nature thereof in detail; (e) that Tenant has no off-sets or defenses to the performance of its obligations under this Lease (or the Premises if Tenant believes there are any off-sets or defenses, a full and complete explanation thereof); and (f) such additional matters as may be reasonably requested thereon. Any such statement by Landlord, it being agreed that each Estoppel Certificate may be relied upon by any prospective purchaser purchaser, Mortgagee, prospective Mortgagee, or encumbrancer of all other person having or any portion of acquiring an interest in the real property of which the Premises are a partBuilding. Tenant’s failure to execute and deliver any Estoppel Certificate to Landlord (or to any such statement designated third party) within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen ten (1510) days after receipt written request from Landlord shall automatically constitute Tenant’s approval of the requested Estoppel Certificate as though such Estoppel Certificate had been executed and delivered by Tenant to Landlord or such designated third party in form identical to the form submitted by Landlord to Tenant. Landlord agrees within ten (10) days after written notice request from Tenant to execute and deliver a similar Estoppel Certificate to Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially but not more than one (1) time during any year of the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctTerm.

Appears in 1 contract

Samples: Industrial Lease Agreement (Ufp Technologies Inc)

Estoppel Certificate. Tenant shall, within fifteen at any time and from time to time, upon not less than ten (1510) days after receipt of Business Days’ prior written notice from Landlord, execute, acknowledge execute and deliver a statement in writing substantially in to Landlord an estoppel certificate containing such statements of fact as Landlord may reasonably request including, but not limited to, the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, following: (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect); (b) and the dates date to which rental the Base Rent and other charges are paid in advance, if any, advance and the amounts then payable; (b) acknowledging (if accuratec) that there are not, to Tenant’s knowledge, any uncured defaults or unfulfilled obligations on the part of Landlord hereunderLandlord, or specifying such defaults or unfulfilled obligations, if any are claimed, ; and (cd) setting forth such further information with respect to this Lease or that Tenant has taken possession of the Premises as may be reasonably requested thereonPremises. Any such statement certificate may be conclusively relied upon by any prospective purchaser or encumbrancer of all or the Premises. Landlord shall, at any portion time and from time to time, upon not less than ten (10) Business Days’ prior written notice from Tenant, execute and deliver to Tenant an estoppel certificate containing such statements of fact as Tenant may reasonably request including, but not limited to, the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and following: (a) that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease, as so modified, is in full force and effect effect); (b) the date to which the Base Rent and without modification except as may be represented by Landlord other charges are paid in any certificate prepared by Landlord advance and delivered to Tenant for execution the amounts then payable; and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15c) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no not, to Landlord’s knowledge, any uncured defaults or unfulfilled obligations on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as Tenant, or specifying such defaults or unfulfilled obligations, if any are claimed. Any such certificate may be represented conclusively relied upon by any prospective subtenant or assignee or any purchaser or encumbrancer of Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and corrector its assets.

Appears in 1 contract

Samples: Lease (Praecis Pharmaceuticals Inc)

Estoppel Certificate. Tenant shallwill, within fifteen (15) days after receipt of written notice from following any request by Landlord, execute, acknowledge promptly execute and deliver a statement in writing to Landlord an estoppel certificate substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaserG, (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, to Tenant’s 's knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective lenders, investors or purchasers of the Building or the Property. Any Tenant's failure to execute and deliver such estoppel certificate within ten (10) business days after Landlord's request therefore shall be a material default by Tenant under this Lease, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, including the right to terminate this Lease and xxx for damages proximately caused thereby, it being agreed and understood by Tenant that Tenant's failure to so deliver such estoppel certificate in a timely manner could result in Landlord being 41. unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all the Building, the Property, or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is interest in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctthem.

Appears in 1 contract

Samples: By And (Equinix Inc)

Estoppel Certificate. Tenant shallGrantor, within fifteen ten (1510) days after receipt of the written notice from Landlordrequest by the Beneficiary and at Grantor's expense, executeshall furnish the Beneficiary or such other person or persons as the Beneficiary shall designate with a statement, acknowledge duly acknowledged and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchasercertified, (ai) certifying setting forth the amount of the indebtedness which Grantor acknowledges to be due on the Obligations and under this Deed of Trust and the defenses, offsets or counterclaims thereto claimed or asserted by Grantor, if any (and, if there are any defenses, offsets or counterclaims, setting them forth in reasonable detail and describing the basis therefor in reasonable detail), (ii) setting forth any obligations to be paid or performed hereunder and the then state of facts relative to the condition of the Mortgaged Property, and/or (iii) stating that this the Ground Lease is unmodified since the date of this Deed of Trust and in full force and effect and that Grantor has no defenses, offsets or counterclaims against its obligations under the Ground Lease (or, if modifiedthere have been any modifications, stating that the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease same is in full force and effect as modified and without modification except as may be represented by Landlord in stating the modifications and, if there are any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set defenses, offsets or counterclaims, setting them forth in reasonable detail), the dates to which the rent and other charges under the Ground Lease have been paid and a statement that the landlord is not in default thereunder (or if in default, the nature of such certificate are true default, in reasonable detail). In the event that Grantor fails to give the Beneficiary satisfactory evidence of the payment of all basic rent, additional rent and correct. Likewiseother charges required to be paid by Grantor under the Ground Lease within said 10-day period, Landlord shallthe Beneficiary may require Grantor to pay to the Beneficiary, within fifteen together with and in addition to any installments of principal and interest required to be paid under the Trust Indenture, a sum equal to all basic rent, additional rent and other charges next due under the Ground Lease at least five (155) days after receipt Business Days prior to the date on which such amounts shall be due and payable, which sums, to the extent received, shall be held without interest and applied by the Beneficiary to the payment of written notice from Tenantsuch basic rent, executeadditional rent and other charges, acknowledge and deliver an estoppel certificate containing substantially as the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant)become due and payable. Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correct.ARTICLE III ASSIGNMENT OF RENTS AND LEASES 3.1

Appears in 1 contract

Samples: Trust and Security Agreement (Panda Interfunding Corp)

Estoppel Certificate. Tenant shallwill execute and deliver to Landlord, within fifteen ten (1510) days after receipt Business Days of Landlord’s written notice from Landlorddemand, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit Daddressed to Landlord or to any third party selected by Landlord, or on any other form reasonably requested by a proposed Lender or purchaser, certifying (a) certifying that this Lease is unmodified and in full force and effect (and has not been amended or, if modifiedamended, stating the nature certifying copies of such modification amendment(s), (b) the amount of Base Monthly Rent and certifying that this Lease as so modified is in full force and effectAdditional Rent payable hereunder, (c) and the dates date to which rental Rent and other charges are paid in advance, if anypaid, (b) acknowledging (if accurated) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, hereunder or specifying such defaults if any they are claimed, (e) that Tenant will not amend, terminate or make prepayment of more than one month’s Rent under this Lease, (f) that any Notice (as defined below) required hereunder to be given to Landlord shall be given also to Mortgagee and any right of Tenant hereunder which is dependent on such Notice shall take effect only after Notice is so given, and (cg) setting forth all such further information with respect to this Lease or the Premises other matters as Landlord may be reasonably requested thereonrequest. Any such statement may be conclusively relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a partPremises. Tenant’s failure to deliver such statement within the prescribed time such ten (10) Business Day period shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that (x) this Lease is in full force and effect and effect, without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen Landlord; (15y) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of in Landlord’s performance; and (z) not more than one (1) month’s Rent has been paid in advance. Tenant hereunder shall indemnify, protect, defend (with counsel reasonably approved by Landlord in writing) and that this Lease is in full force hold Indemnitees harmless from and effect against any and without modification except as may be represented all Liabilities attributable to any failure by Tenant in to timely deliver any such estoppel certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctLandlord.

Appears in 1 contract

Samples: Office Lease Agreement (Greenwood Hall, Inc.)

Estoppel Certificate. Tenant shallshall execute (and acknowledge if required by any Lender or ground lessor) and deliver to Landlord, within fifteen ten (1510) days after receipt of written notice from LandlordLandlord provides such to Tenant, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and modification), the dates date to which rental the Rent and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s 's knowledge, any uncured defaults on the part of Landlord hereunder, hereunder or specifying such defaults if any as are claimed, and (c) setting forth such further information with respect to this Lease or the Premises other matters as Landlord may be reasonably requested thereonrequire. Any such statement may be conclusively relied upon by Landlord and any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a partPremises. Tenant’s 's failure to deliver such statement within the prescribed such time shall be binding conclusive upon the Tenant that there are no uncured defaults on the part of Landlord hereunder information contained in said estoppel certificate is true, correct and complete in all respects, including without limitation, that (a) this Lease is in full force and effect and effect, without modification except as may be represented by Landlord, (b) there are no uncured defaults in Landlord's performance, and (c) not more than one month's Rent has been paid in advance. Failure by Tenant to so deliver such certified estoppel certificate shall be a material default of the provisions of this Lease. Tenant shall be liable to Landlord, and shall indemnify Landlord in from and against any certificate prepared loss, cost, damage or expense, incidental, consequential, or otherwise, arising or accruing directly or indirectly, from any failure of Tenant to execute or deliver to Landlord any such certified estoppel certificate. Landlord shall execute (and acknowledge if required by Landlord any lender) and delivered deliver to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shallTenant, within fifteen ten (1510) business days after receipt Tenant provides such to Landlord, a statement in writing certifying that, to the best of written notice from TenantLandlord's actual knowledge) this Lease is unmodified and in full force and effect (or, executeif modified, acknowledge stating the nature of such modification), the date to which the Base Rent and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord other charges are paid in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord advance, if any and acknowledging that there are no not, to Landlord's actual knowledge, any uncured defaults on the part of Tenant hereunder or specifying such defaults as are claimed. Any such statement may be conclusively relied upon by Tenant and any prospective lender, joint venturer or purchaser of Tenant. Landlord's failure to deliver such statement within such time shall be conclusive upon the Landlord that (a) this Lease is in full force and effect and effect, without modification except as may be represented by Tenant Tenant; (b) there are no uncured defaults in any certificate prepared by Tenant Tenant's performance; and delivered to Landlord for execution and that all other statements set forth (c) not more than one month's Rent has been paid in such certificate are true and correctadvance.

Appears in 1 contract

Samples: Lease Agreement (Exodus Communications Inc)

Estoppel Certificate. Tenant shallwill execute and deliver to Landlord, within fifteen ten (1510) days after receipt Business Days of Landlord’s written notice from Landlorddemand, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit Daddressed to Landlord or to any third party selected by Landlord, or on any other form reasonably requested by a proposed Lender or purchaser, certifying (a) certifying that this Lease is unmodified and in full force and effect (and has not been amended or, if modifiedamended, stating the nature certifying copies of such modification amendment(s), (b) the amount of Base Monthly Rent and certifying that this Lease as so modified is in full force and effectAdditional Rent payable hereunder, (c) and the dates date to which rental Rent and other charges are paid in advance, if anypaid, (b) acknowledging (if accurated) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, hereunder or specifying such defaults if any they are claimed, (e) that Tenant will not amend, terminate or make prepayment of more than one month’s Rent under this Lease, (f) that any Notice (as hereinafter defined) required hereunder to be given to Landlord shall be given also to Mortgagee and any right of Tenant hereunder which is dependent on such Notice shall take effect only after Notice is so given, and (cg) setting forth all such further information with respect to this Lease or the Premises other matters as Landlord may be reasonably requested thereonrequest. Any such statement may be conclusively relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a partPremises. Tenant’s failure to deliver such statement within the prescribed time such ten (10) 4824-0900-0329v5/27933-0139 Business Day period shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that (x) this Lease is in full force and effect and effect, without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen Landlord; (15y) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of in Landlord’s performance; and (z) not more than one (1) month’s Rent has been paid in advance. Tenant hereunder shall indemnify, protect, defend (with counsel reasonably approved by Landlord in writing) and that this Lease is in full force hold Indemnitees harmless from and effect against any and without modification except as may be represented all Liabilities attributable to any failure by Tenant in to timely deliver any such estoppel certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctLandlord.

Appears in 1 contract

Samples: Office Lease Agreement (JOINT Corp)

Estoppel Certificate. 33.1. Tenant shallshall from time to time, within fifteen ten (1510) days after receipt Landlord shall have requested the same of written notice from LandlordTenant, execute, acknowledge and deliver to Landlord a statement written instrument in writing substantially recordable form and otherwise in the such form attached hereto as Exhibit D, or on any other form reasonably requested required by a proposed Lender or purchaser, Landlord (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord has not been modified, supplemented or amended in any certificate prepared by Landlord and delivered to Tenant for execution and way (or, if there have been modifications, supplements or amendments thereto, that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease it is in full force and effect as modified, supplemented or amended and without modification except as stating such modifications, supplements and amendments); (b) stating the rent payable and dates to which the rent and other charges hereunder have been paid by Xxxxxx; (c) stating whether or not to the best knowledge of Tenant, Landlord is in default in the performance of any covenant, agreement or condition contained in this Lease, and if so, specifying each such Event of Default of which Tenant may have knowledge; (d) stating the Lease Commencement Date and Lease Expiration Date, including any optional renewals; and (e) stating any other fact or certifying any other condition reasonably requested by Landlord or requested by any mortgagee or prospective mortgagee or purchaser of the Building or Land or of any interest therein. In the event that Tenant shall fail to return a fully executed copy of such certificate to Landlord within the foregoing ten (10) day period, then Tenant shall be in default under the Lease. Any such statement delivered pursuant hereto may be represented relied upon by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctowner of the Building or the Land, any mortgagee or prospective mortgagee or purchaser of the Building, Land or any interest therein or any prospective assignee of any mortgagee.

Appears in 1 contract

Samples: Work Agreement

Estoppel Certificate. Tenant shallwill, within fifteen (15) days after receipt of written notice from following any request by Landlord, execute, acknowledge promptly execute and deliver a statement in writing to Landlord an estoppel certificate substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective lenders, investors or purchasers of Building 2 or the Property. Any Tenant’s failure to execute and deliver such estoppel certificate within ten (10) days after Landlord’s request therefor, if such failure is not cured within five (5) days after Tenant’s receipt of written notice of such failure, shall be a material default by Tenant under this Lease, and no further notice shall be required under Paragraph 12.1 or any other provision of this Lease, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, it being agreed and understood by Tenant that Tenant’s failure to so deliver such estoppel certificate in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all Building 2, the Property, or any portion of the real property of which the Premises are a partinterest in them. Tenant’s failure Upon request by Tenant from time to time, Landlord agrees to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any a similar estoppel certificate prepared by Landlord and delivered to Tenant Tenant, revised for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correcta landlord.

Appears in 1 contract

Samples: By and Between (Applovin Corp)

Estoppel Certificate. Tenant shallagrees from time to time, within fifteen ten (1510) days after receipt request of written notice from Landlord, execute, acknowledge and to deliver a statement in writing substantially in the form attached hereto as Exhibit Dto Landlord, or on any other form reasonably requested by a proposed Lender or purchaserLandlord’s designee, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, an estoppel certificate stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered effect, that this Lease has not been modified (or stating all modifications, written or oral, to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewisethis Lease), Landlord shallthe date to which Rent has been paid, within fifteen (15) days after receipt the unexpired portion of written notice from Tenantthis Lease, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured current defaults on the part of by Landlord or Tenant hereunder and that under this Lease is in full force (or specifying any such defaults), and effect and without modification except such other matters pertaining to this Lease as may be represented reasonably requested by Landlord. Failure by Tenant in any to execute and deliver such certificate prepared shall constitute an acceptance of the Premises and acknowledgment by Tenant and delivered to Landlord for execution and that all other the statements set forth in such certificate included are true and correctcorrect without exception. Tenant agrees that if Tenant fails to execute and deliver such certificate within such ten (10) day period, Landlord may execute and deliver such certificate on Tenant’s behalf and that such certificate shall be binding on Tenant. Landlord and Tenant intend that any statement delivered pursuant to this Paragraph may be relied upon by any mortgagee, beneficiary, purchaser or prospective purchaser of the Building or any interest therein. The parties agree that Tenant’s obligation to furnish such estoppel certificates in a timely fashion is a material inducement for Landlord’s execution of the Lease, and shall be an event of default if Tenant fails to fully comply or makes any material misstatement in any such certificate.

Appears in 1 contract

Samples: Lease (Accelrys, Inc.)

Estoppel Certificate. Tenant shall, within fifteen (15) days after of receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto to this Lease as Exhibit DC, or on any other commercially reasonable form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within such the prescribed time shall, at Landlord’s option, constitute a Default under this Lease, and, in any event, shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after of receipt of written notice from TenantTenant but in no event more than once every twelve (12) months, execute, acknowledge and deliver provide to Tenant an estoppel certificate containing substantially signed by Landlord, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the same content shown on Exhibit D nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, and (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord b) acknowledging that there are no not, to Landlord’s knowledge, any uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in hereunder, or specifying such defaults if any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctclaimed.

Appears in 1 contract

Samples: Lease (Illumina Inc)

Estoppel Certificate. Tenant shallshall at any time and from time to time, within fifteen upon not less than ten (1510) business days after receipt of prior written notice from Landlord, execute, acknowledge and deliver to Landlord or to other parties as Landlord may direct, a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaserwriting, (a) certifying that this Lease Agreement is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease Agreement as so modified is in full force and effect) and ), the dates date to which the rental and other charges are paid in advance, if anyand the amount of the Base Rental, Estimated Operating Expense Adjustment, and the commencement and termination dates of the Lease Agreement, and (b) acknowledging (if accurate) that there are not, to Tenant’s 's knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Leased Premises are a part. Tenant’s 's failure to deliver such statement within the prescribed such time shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that that: (i) this Lease Agreement is in full force and effect and effect, without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. LikewiseLandlord, Landlord shall, within fifteen (15ii) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on in Landlord's performance, and (iii) not more than one month's Base Rental, or Estimated Operating Expense Adjustment installment, has been paid in advance. If Landlord desires to finance or refinance the Project, or any part thereof, Tenant agrees to deliver to any lender designated by Landlord such financial statements of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctmake publicly available.

Appears in 1 contract

Samples: Lease Agreement (Flow International Corp)

Estoppel Certificate. 33.1. Tenant shallshall from time to time, within fifteen ten (1510) days after receipt Landlord shall have requested the same of written notice from LandlordTenant, execute, acknowledge and deliver to Landlord a statement written instrument in writing substantially recordable form and otherwise in the such form attached hereto as Exhibit D, or on any other form reasonably requested required by a proposed Lender or purchaser, Landlord (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord has not been modified, supplemented or amended in any certificate prepared by Landlord and delivered to Tenant for execution and way (or, if there have been modifications, supplements or amendments thereto, that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease it is in full force and effect as modified, supplemented or amended and without modification except stating such modifications, supplements and amendments); (b) stating the rent payable and dates to which the rent and other charges hereunder have been paid by Tenant; (c) stating whether or not to the best knowledge of Tenant, Landlord is in Event of Default in the performance of any covenant, agreement or condition contained in this Lease, and if so, specifying each such Event of Default of which Tenant may have knowledge; (d) stating the Lease Commencement Date and Lease Expiration Date, including any optional renewals; and (e) stating any other fact or certifying any other condition reasonably requested by Landlord or requested by any mortgagee or prospective mortgagee or purchaser of the Building or Land or of any interest therein. In the event that Tenant shall fail to return a fully executed copy of such certificate to Landlord within the foregoing ten (10) day period, then Tenant shall be deemed to have approved and confirmed all of the terms, certifications and representations contained in such certificate, and Tenant irrevocably authorizes and appoints Landlord as its attorney-in-fact to execute such certificate on behalf of Tenant. Any such statement delivered pursuant hereto may be represented relied upon by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctowner of the Building or the Land, any mortgagee or prospective mortgagee or purchaser of the Building, Land or any interest therein or any prospective assignee of any mortgagee.

Appears in 1 contract

Samples: Office Building Lease (Novastar Resources Ltd.)

Estoppel Certificate. Tenant shall, within fifteen at any time and from time to time, upon not less than ten (1510) days after receipt of days' prior written notice from Landlord, execute, acknowledge and deliver to Landlord a statement in writing substantially certifying the following information, (but not limited to the following information in the form attached hereto as Exhibit D, or on any other form reasonably event further information is requested by a proposed Lender or purchaser, Landlord): (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect); (ii) and the dates to which the rental and other charges are paid in advance, if any; (iii) the amount of Tenant's security deposit, if any; and (biv) acknowledging (if accurate) that there are not, to Tenant’s 's knowledge, any uncured defaults on the part of Landlord hereunder, and no events or conditions then in existence which, with the passage of time or notice or both, would constitute a default on the part of Landlord hereunder, or specifying such defaults defaults, events or conditions, if any are claimed, . It is expressly understood and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any agreed that any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a partReal Property. Tenant’s 's failure to deliver such statement within the prescribed such time shall be binding upon constitute an admission by Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate contained therein are true and correct. LikewiseTenant hereby irrevocably appoints Landlord as Tenant's attorney-in-fact and in Tenant's name, place and stead to execute any and all documents described in this Article 25 if Tenant fails to do so within the specified time period. Landlord shall, within fifteen but only in connection with Tenant's Transfer of this Lease, merger, consolidation or sale of its assets or obtainment of financing for its business, upon not less than thirty (1530) days after receipt of prior written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially to Tenant a statement in writing certifying the same content shown on Exhibit D following information: (i) that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease, as appropriately modified modified, is in full force and effect); (ii) the dates to reflect that which Tenant's rental and other charges are paid in advance, if any; (iii) the certificate is being executed by Landlord in favor amount of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord 's security deposit, if any; and (iv) acknowledging that there are no not, to Landlord's actual knowledge, any uncured defaults on the part of Tenant hereunder hereunder, and no events or conditions then in existence which, with the passage of time or notice or both, would constitute a default on the part of Tenant hereunder, or specifying such defaults, events or conditions, if any are claimed. It is expressly understood and agreed that this Lease is in full force and effect and without modification except as any such statement may be represented relied upon only by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in Tenant, such certificate are true and correctTransferee and/or Tenant's lender.

Appears in 1 contract

Samples: Standard Office Lease (Auriga Laboratories, Inc.)

Estoppel Certificate. Tenant shall, within agrees that from time to time upon not -------------------- less than fifteen (15) days after receipt of written notice from days' prior request by Landlord, executeor any existing or prospective Mortgagee or Ground Lessor, acknowledge Tenant will, and Tenant will cause any subtenant, licensee, concessionaire or other occupant of the Premises claiming by, through or under Tenant, to complete, execute and deliver to Landlord or Landlord's designee or to any existing or prospective Mortgagee or Ground Lessor, a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, written estoppel certificate certifying (a) certifying that this Lease lease is unmodified and is in full force and effect (oror if there have been modifications, if that this lease, as modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may setting forth the modifications); (b) the amounts of the monthly installments of Base Rent and Additional Rent Estimate then required to be represented paid under this lease; (c) the date to which Rent has been paid; (d) that to the best of Tenant's knowledge, Landlord is not in default under any of the provisions of this lease, or if in default, the nature thereof in detail and what is required to cure same; and (e) such other information concerning the status of this lease or the parties' performance hereunder reasonably requested by Landlord or the party to whom such estoppel certificate is to be addressed. Tenant hereby appoints any one of Landlord or any of Landlord's beneficiaries as attorney-in-fact for Tenant (such power of attorney being coupled with an interest) with full power and authority (but with only such power and authority) to execute and deliver for and in the name of Tenant any such estoppel certificate prepared so requested by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and corrector any existing or prospective Mortgagee or Ground Lessor. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s 's failure to complete, execute and deliver such estoppel certificate within the prescribed time aforesaid 15- day period, shall be binding upon Landlord that there are no uncured defaults on the part deemed to be an Event of Tenant hereunder and that Default under Section 19 of this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctlease.

Appears in 1 contract

Samples: Sublease Agreement (Inventa Technologies Inc)

Estoppel Certificate. Tenant shallwill, within fifteen (15) days after receipt of written notice from following any request by Landlord, execute, acknowledge promptly execute and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, to Landlord an estoppel certificate (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, to Tenant’s 's knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any Landlord, its Lender or prospective purchaser lenders, investors or encumbrancer of all or any portion purchasers of the real property of which Building or the Premises are a partProperty. Tenant’s 's failure to execute and deliver such statement estoppel certificate within the prescribed time ten business days after Landlord's request therefor shall be binding upon a material default by Tenant under this Lease, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, including the right to terminate this Lease and sue xxx damages proximately caused thereby, it being agreed and understood by Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s 's failure to deliver such estoppel certificate within the prescribed time shall be binding in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that there are no uncured defaults on the part of Tenant hereunder and that any statement delivered pursuant to this Lease is in full force and effect and without modification except as paragraph may be represented levied upon by Tenant any Lender or purchaser or prospective Lender or purchaser of the Building, the Property, or any interest in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctthem.

Appears in 1 contract

Samples: Va Linux Systems Inc

Estoppel Certificate. 33.1 Tenant shallshall from time to time, within fifteen ten (1510) days after receipt Landlord shall have requested the same of written notice from LandlordTenant, execute, acknowledge and deliver to Landlord a statement written instrument in writing substantially recordable form and otherwise in the such form attached hereto as Exhibit D, or on any other form reasonably requested required by a proposed Lender or purchaser, Landlord (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord has not been modified, supplemented or amended in any certificate prepared by Landlord and delivered to Tenant for execution and way (or, if there have been modifications, supplements or amendments thereto, that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease it is in full force and effect as modified, supplemented or amended and without modification except stating such modifications, supplements and amendments); (b) stating the rent payable and dates to which the rent and other charges hereunder have been paid by Tenant; (c) stating whether or not to the best knowledge of Tenant, Landlord is in default in the performance of any covenant, agreement or condition contained in this Lease, and if so, specifying each such default of which Tenant may have knowledge; (d) stating the Lease Commencement Date and Lease Expiration Date, including any optional renewals; and (e) stating any other fact or certifying any other condition reasonably requested by Landlord or requested by any mortgages or prospective mortgagee or purchaser of the Building or Land or of any interest therein. In the event that Tenant shall fail to return a fully executed copy of such certificate to Landlord within the foregoing ten (10) day period, then Tenant shall be deemed to have approved and confirmed all of the terms, certifications and representations contained in such certificate, and Tenant irrevocably authorizes and appoints Landlord as its attorney-in-fact to execute such certificate on behalf of Tenant. Any such statement delivered pursuant hereto may be represented relied upon by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correct.owner of the Building or the Land, any mortgagee or prospective mortgagee or purchaser of the Building, Land or any interest therein or any prospective assignee of any mortgagee. ARTICLE XXXIV RULES AND REGULATIONS

Appears in 1 contract

Samples: United Restaurants Inc

Estoppel Certificate. Tenant shall, within fifteen ten (1510) days after receipt of written notice from Landlord's request therefor, execute, acknowledge execute and deliver a statement to Landlord's request therefor, execute and deliver to Landlord an estoppel certificate in writing substantially in favor of Landlord and such other persons as Landlord shall request setting forth the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, following: (a) certifying that ratification of this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, Lease; (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, commencement date and termination date hereof; (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease lease is in full force and effect and without modification has not been assigned, modified, supplemented or amended (except as such writing as shall be stated); (d) that all conditions under this lease to be performed by landlord have been satisfied; (e) there are no defenses or offsets against the enforcement of this Lease by Landlord, or in the alternative, those claimed by Tenant; (f) the amount of advance rent, if any (or none if such is the), paid by Tenant; (g) the date to which rent has been paid; (h) the amount of the security deposit, if any; and (i) such other information as Landlord may be represented by reasonably request. In the event that Tenant fails within ten (10) days after Landlord in any certificate prepared by Landlord and has delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially pursuant to this Section to properly execute and deliver the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure landlord, Tenant shall be deemed to deliver have consented to such estoppel certificate within the prescribed time as written, provided, however, that such non-consent shall not relieve Tenant from its responsibilities for default under this Lease by reason of its failure to return an estoppel certificate as written, provided, however, that such non-consent shall not relieve Tenant from its responsibilities for default under this Lease by reason of its failure to return an estoppel certificate in accordance with this Section. Mortgage lenders and/or purchasers shall be binding entitled to rely upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented any estoppel certificate executed by Tenant in any certificate prepared by or which Tenant and delivered is deemed to Landlord for execution and that all other statements set forth in such certificate are true and correcthave consented.

Appears in 1 contract

Samples: Lease Agreement (Medcross Inc)

Estoppel Certificate. Tenant shallagrees from time to time, within fifteen ten (1510) days after receipt request of written notice from Landlord, execute, acknowledge and to deliver a statement in writing substantially in the form attached hereto as Exhibit Dto Landlord, or on any other form reasonably requested by a proposed Lender or purchaserLandlord's designee, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, an estoppel certificate stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect effect, that this Lease has not been modified (or stating all modifications, written or oral, to this Lease), the date to which Rent has been paid, the unexpired portion of this Lease, that TO TENANT'S KNOWLEDGE there are no current defaults by Landlord or Tenant under this Lease (or specifying any such defaults), and without modification except such other matters pertaining to this Lease as may be represented reasonably requested by Landlord in any certificate prepared Landlord. Failure by Landlord Tenant to execute and delivered to Tenant for execution and that all other statements set forth in deliver such certificate shall constitute an acceptance of the Premises and acknowledgment by Tenant that the statements included are true and correctcorrect without exception. LikewiseTenant agrees that if Tenant fails to execute and deliver such certificate within such ten (10) day period, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge may execute and deliver an estoppel such certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect Tenant's behalf and that the such certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon on Tenant. Landlord and Tenant intend that there are no uncured defaults on the part of Tenant hereunder and that any statement delivered pursuant to this Lease is in full force and effect and without modification except as Paragraph may be represented relied upon by any mortgagee, beneficiary, purchaser or prospective purchaser of the Project or any interest therein. The parties agree that Tenant's obligation to furnish such estoppel certificates in a timely fashion is a material inducement for Landlord's execution of the Lease, and shall be an event of default if Tenant fails to fully comply or makes any material misstatement in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctcertificate.

Appears in 1 contract

Samples: Sublease Agreement (Mp3 Com Inc)

Estoppel Certificate. Tenant shallshall execute and deliver to Landlord, within fifteen (15) ten days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge's request, any uncured defaults on the part of Landlord hereunder, estoppel certificate or specifying such defaults if any are claimed, and (c) setting forth such further information with respect other statement to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by furnished to any prospective purchaser or encumbrancer of all or any portion lender against the Premises. Such estoppel certificate shall acknowledge and certify each of the real property of which following matters, to the Premises are a part. Tenant’s failure to deliver such statement within extent each may be true: that the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification not subject to any rental offsets, claims or defenses to its enforcement; the commencement and termination dates of the Term; that Tenant is paying rent on a current basis; that any Landlord's Work required to be furnished under the Lease has been completed in all respects; that the Lease constitutes the entire agreement between Tenant and Landlord relating to the Premises; that Tenant has accepted the Premises and is in possession thereof; that the Lease has not been modified, altered or amended except as may be represented in specified respects by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution specified instruments; and that all other statements set forth Tenant has no notice of any prior assignment, hypothecation or pledge of rents or the Lease. Tenant shall also, upon request of Landlord, certify and agree for the benefit of any Mortgagee against the Premises or the Building that Tenant will not look to such Mortgagee: as being liable for any act or omission of Landlord; as being obligated to cure any defaults of Landlord under the Lease which occurred prior to the time Mortgagee, its successors or assigns, acquired Landlord's interest in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt the Premises by foreclosure or otherwise; as being bound by any payment of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented Base Rent or Additional Rent by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth more than one month in such certificate are true and correctadvance; or as being bound by Landlord to any amendment or modification of the Lease without Mortgagee's written consent.

Appears in 1 contract

Samples: Lease (Sports Arenas Inc)

Estoppel Certificate. Tenant shall, shall at any time and from time to time within fifteen ten (1510) days after receipt of written notice request from Landlord, execute, acknowledge Landlord execute and deliver to Landlord or any prospective Landlord or mortgagee or prospective mortgagee a statement sworn and acknowledged estoppel certificate, in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender satisfactory to Landlord and/or Landlord's mortgagee or purchaser, prospective mortgagee certifying and stating as follows: (ai) certifying that this Lease has not been modified or amended (or if modified or amended, setting forth such modifications or amendments); (ii) this Lease (as so modified or amended) is unmodified and in full force and effect (or, or if modified, stating the nature of such modification and certifying that this Lease as so modified is not in full force and effect, the reasons therefor); (iii) the Tenant has no offsets or defenses to its performance of the terms and provisions of this Lease, including the dates to which rental and other charges payment of Rent (or if there are paid any such defenses or offsets, specifying the same); (iv) Tenant is in advancepossession of the Premises, if anysuch be the case; (v) if an assignment of rents or leases has been served upon Tenant by a mortgagee or prospective mortgagee, (b) acknowledging (if accurate) that there are not, Tenant has received such assignment and agrees to Tenant’s knowledge, any uncured defaults on be bound by the part of Landlord hereunder, or specifying such defaults if any are claimed, provisions thereof; and (cvi) setting forth any other accurate statements reasonably required by Landlord or its mortgagee or prospective mortgagee. It is intended that any such further information with respect statement delivered pursuant to this Lease or the Premises as may be reasonably requested thereon. Any such statement subsection may be relied upon by any prospective purchaser or encumbrancer mortgagee and their respective successors and assigns and Tenant shall be liable for all loss, cost or expense resulting from the failure of all any sale or funding of any portion loan caused by any material misstatement contained in Such estoppel certificate. Tenant hereby irrevocably appoints Landlord as attorney-in-fact for the Tenant with full power and authority to execute and deliver in the name of the real property of which the Premises are a part. Tenant’s failure Tenant such estoppel certificate if Tenant fails to deliver the same within such statement within the prescribed time ten (10) day period and such certificate as signed by Landlord shall be fully binding upon on Tenant, if Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any fails to deliver a contrary certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen five (155) days after receipt by Tenant of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that a copy of the certificate is being executed by Landlord in favor on behalf of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correct.

Appears in 1 contract

Samples: Lease Agreement (Webvalley Inc)

Estoppel Certificate. Tenant shall, shall at any time and from time to time within fifteen ten (1510) days after receipt of written notice request from Landlord, execute, acknowledge Landlord execute and deliver to Landlord or any prospective landlord or mortgagee or prospective mortgagee a statement sworn and acknowledged Estoppel Certificate, in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender satisfactory to Landlord and/or Landlord's mortgagee and/or any prospective landlord or purchaser, prospective mortgagee certifying and stating as follows: (ai) certifying that this Lease has not been modified or amended (or if modified or amended, setting forth such modifications or amendments); (ii) this Lease (as so modified or amended) is unmodified and in full force and effect (or, or if modified, stating the nature of such modification and certifying that this Lease as so modified is not in full force and effect, the reasons therefor); (iii) the Tenant has no offsets or defenses to its performance of the terms and provisions of this Lease, including the dates to which rental and other charges payment of Rent (or if there are paid any such defenses or offsets, specifying the same); (iv) Tenant is in advancepossession of the Premises, if anysuch be the case; (v) if an assignment of rents or leases has been served upon Tenant by a mortgagee or prospective mortgagee, (b) acknowledging (if accurate) that there are not, Tenant has received such assignment and agrees to Tenant’s knowledge, any uncured defaults on be bound by the part of Landlord hereunder, or specifying such defaults if any are claimed, provisions thereof; and (cvi) setting forth any other accurate statements reasonably required by Landlord or its mortgagee or prospective mortgagee. It is intended that any such further information with respect statement delivered pursuant to this Lease or the Premises as may be reasonably requested thereon. Any such statement subsection may be relied upon by any prospective purchaser or encumbrancer mortgagee and their respective successors and assigns and Tenant shall be liable for all loss, cost or expense resulting from the failure of all any sale or funding of any portion loan caused by any material misstatement contained in such Estoppel certificate. Tenant hereby irrevocably appoints Landlord as attorney-in-fact for the Tenant with full power and authority to execute and deliver in the name of the real property of which the Premises are a part. Tenant’s failure Tenant such Estoppel Certificate if Tenant fails to deliver the same within such statement within the prescribed time ten (10) day period and such certificate as signed by Landlord shall be fully binding upon on Tenant, if Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any fails to deliver a contrary certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen five (155) days after receipt by Tenant of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that a copy of the certificate is being executed by Landlord in favor on behalf of Tenant). Landlord’s failure , but Tenant shall not have any liability arising out of or related to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate Estoppel Certificates prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correcton behalf of Tenant.

Appears in 1 contract

Samples: Executive Center (Zamba Corp)

Estoppel Certificate. Tenant shallagrees, within fifteen at any time and from time to time, upon not less than ten (1510) days after receipt of days' prior written notice from by Landlord, to execute, acknowledge and deliver to Landlord a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modifiedthere have been modifications, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect as modified and without modification except stating any such modification; (ii) certifying that Tenant has accepted possession of the Premises; (iii) stating that no rents and charges under this Lease have been paid more than thirty (30) days in advance' (iv) stating the address to which notices to Tenant should be sent; (v) certifying that Tenant, as of the date of any such certification, has no charge, lien or claim of set off under this Lease otherwise, against Rents and Charges; and (vi) stating whether or not, to the best of Tenants knowledge, landlord is in default in the performance of any covenant, agreement or condition contained in this Lease, and, if so, specifying each such default of which Tenant may have knowledge. Any statement delivered pursuant hereto may be relied upon by any prospective mortgagee of the Building or of Landlord's interest or any prospective assignee of any such mortgage. Tenant further agrees that it will not seek to terminate this Lease by reason of any act or omission of Landlord until Tenant shall have given written notice of such act or omission to any mortgagees of Landlord as may be represented have been given to Tenant by Landlord in any certificate prepared by Landlord from time to time, at such address or addresses and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt until a reasonable period of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall have elapsed following the giving of such notice, during which period of time Landlords mortgagees shall have the right, but shall not be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered obligated, to Landlord for execution and that all other statements set forth in remedy such certificate are true and correctact or omission.

Appears in 1 contract

Samples: Lease Agreement (Coronado Industries Inc)

Estoppel Certificate. Tenant shall, within fifteen shall at any time upon not less than ten (1510) days after receipt of days' prior written notice from Landlord, Landlord execute, acknowledge acknowledge, and deliver to Landlord a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, certifying (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect) ), the amount of any security deposit, and the dates date to which rental the rent and other charges are paid in advance, if any, ; and (b) acknowledging (if accurate) that there are not, to Tenant’s 's knowledge, any uncured defaults on the part of the Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be conclusively relied upon by any prospective purchaser or encumbrancer of all or any portion of to the real property of which the Premises are a partPremises. At Landlord's option, Tenant’s 's failure to deliver such statement within the prescribed such time shall be binding a material breach of this Lease or shall be conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that (i) this Lease is in full force and effect and effect, without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. LikewiseLandlord, Landlord shall, within fifteen (15ii) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on in Landlord's performance, and (iii) not more than one month's rent has been paid in advance or such failure may be considered by Landlord as a default by Tenant under this Lease. If Landlord desires to finance, refinance, or sell the Premises, or any part thereof, Tenant hereby agrees to deliver to any lender or purchaser designated by Landlord summary financial statements of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented reasonably required by Tenant such lender or purchaser. All such financial statements shall be received by Landlord and such lender or purchaser in any certificate prepared by Tenant confidence and delivered to Landlord shall be used only for execution and that all other statements the purposes herein set forth in such certificate are true and correctforth.

Appears in 1 contract

Samples: Office Lease (Ask Jeeves Inc)

Estoppel Certificate. Tenant shallshall at any time and from time to time, within fifteen upon not less than ten (1510) days after receipt of prior written notice from Landlord, execute, acknowledge and deliver to Landlord or to other parties as Landlord may direct, a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaserwriting, (a) certifying that this Lease Agreement is unmodified modified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease Agreement as so modified is in full force and effect) and ), the dates date to which the rental and other charges are paid in advance, if anyand the amount of the Base Rental, Estimated Operating Expense Adjustment, and the commencement and termination dates of the Lease Agreement, and (b) acknowledging (if accurate) that there are not, to Tenant’s 's knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Leased Premises are a part. Tenant’s 's failure to deliver such statement within the prescribed such time shall be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that that: (i) this Lease Agreement is in full force and effect and effect, without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. LikewiseLandlord, Landlord shall, within fifteen (15ii) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on in Landlord's performance, and (iii) not more than one month's Base Rental, or Estimated Operating Expense Adjustment installment, has been paid in advance. If Landlord desires to finance or refinance the Project, or any part thereof, Tenant agrees to deliver to any lender designated by Landlord such financial statements of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented reasonably required by Tenant such financial institution. All such financial statements shall be received by Landlord in any certificate prepared by Tenant confidence and delivered to Landlord shall be used only for execution and that all other statements the purpose herein set forth in such certificate are true and correctforth.

Appears in 1 contract

Samples: Lease Agreement (Digital River Inc /De)

Estoppel Certificate. Tenant shallagrees, within fifteen (15) days after receipt of written notice from time to time as may be requested by Landlord, to execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure following: an estoppel letter certifying to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of party as Landlord hereunder and reasonably may designate, including any mortgagee, that this Lease lease is in full force and effect and without modification except has not been amended, modified or superceded, that Landlord has satisfactorily completed all construction work required by this lease (subject to completion of punchlist items), that Tenant has accepted the leased premises and is now in possession thereof, that Tenant has no defense offsets or counterclaims hereunder or otherwise against Landlord with respect to this lease or the leased premises and Landlord is not in default hereunder (or if any of the foregoing not be the case, specifying in reasonable detail the extent and nature thereof, that Tenant has no knowledge of any pledge or assignment of this lease or rentals hereunder, that rent is accruing under this lease but has not been paid more than one month in advance and the date to which rent has been paid; and any other instrument as may be represented by Landlord in any certificate prepared by Landlord and delivered reasonably requested to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being be executed by Landlord in favor Tenant by any mortgagee of the Property or Building or any interest therein, so long as the rights of Tenant as provided for by this lease are not materially affected by any much other instrument. Tenant). Landlord’s failure to deliver such 's estoppel certificate within the prescribed time letter shall be binding upon in the form as Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and corrector its mortgagee shall hereafter prescribe.

Appears in 1 contract

Samples: Lease Agreement (Diamond Entertainment Corp)

Estoppel Certificate. Tenant shallshall at any time (without Tenant charging Landlord for same), and within fifteen ten (1510) days after from Tenant's receipt of Landlord's written notice from request therefor (time being of the essence), execute and deliver in recordable form and in substance satisfactory to Landlord, executeon a form prepared by Landlord, acknowledge and deliver a statement in writing substantially in an estoppel certificate certifying the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates date to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, Rent has been paid; confirming the amount of any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and Security Deposit; certifying that this Lease is in full force and effect and without modification except has not been modified or amended (or if modified or amended, denominating the same) and that there are no defenses or offsets to this Lease (or if any be claimed, specifying the same); confirming, if true, that all of Landlord's Work, as may be represented by required under Exhibit B-1 to this Lease, has been satisfactorily completed; confirming, if true, that there are no defaults of Landlord in under this Lease or any certificate prepared by Landlord and delivered to existing condition which, upon the giving of notice or lapse of time would constitute a default; confirming, if true, that Tenant for execution and that all has no option or rights other statements than as set forth in this Lease; and confirming or certifying (to the extent true) to such certificate are true and correctother matters as Landlord may reasonably request. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that If the certificate is being executed by to be delivered to a purchaser of the Building and/or the Complex, it shall further include the agreement of Tenant to recognize such purchaser as Landlord under this Lease, and thereafter to pay Rent to the purchaser or its designee in favor of accordance with this Lease. Tenant acknowledges that any such purchaser or other party may rely on such estoppel certificate. Tenant). Landlord’s 's failure to deliver such estoppel a certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements period set forth above shall be, at Landlord's option, an event of default under this Lease, notwithstanding anything to the contrary contained in such certificate are true and correctthis Lease.

Appears in 1 contract

Samples: Agreement (Playtex Products Inc)

Estoppel Certificate. (a) Tenant shallagrees, within upon not less than fifteen (15) days after receipt of prior written notice from request by Landlord, execute, acknowledge and to deliver to Landlord a statement in writing substantially in the form attached hereto as Exhibit Dsigned by Tenant, addressed to Landlord, any mortgagee or assignee of Landlord's interest in, or on purchaser of, the Premises or the Building or the Property or any other form reasonably requested by a proposed Lender or purchaserpart thereof, certifying (ai) certifying that this Lease is unmodified and in full force and effect (oror if there have been modifications, if modified, stating identifying the nature of such modification modifications and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advance, if any, (b) acknowledging (if accurate) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect as modified); (ii) the date upon which Tenant began paying Fixed Rent and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered the dates to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewisewhich the Fixed Rent has been paid; (iii) that, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially to the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor best of Tenant). Landlord’s failure to deliver such estoppel certificate within 's knowledge, the prescribed time shall be binding upon Landlord is not in default under any provision of this Lease, or, if in default, the nature thereof; (iv) that there has been no prepayment of Fixed Rent other than that provided for in this Lease; and (v) that there are no uncured defaults on defenses or offsets against the part enforcement of Tenant hereunder and that this Lease is in full force and effect and without modification except or stating those claimed by Tenant. Such certificate shall also include such other factual information as may reasonably be represented required by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such mortgagee, proposed mortgagee, assignee, purchaser or Landlord. Any such certificate are true may be relied upon by Landlord, any mortgagee, proposed mortgagee, assignee, purchaser and correctany other party to whom such certificate is addressed. The estoppel certificate may contain the following: "Notwithstanding any other provision of this Estoppel Certificate to the contrary, nothing herein shall be construed as a waiver of (i) any right which Tenant may have to audit any payments made under the Lease, (ii) any right to claim that any such payments were not properly charged or calculated in accordance with the Lease, or (iii) any right to recover from the applicable present, former or future landlord (including Landlord) any such payments made to such landlord which were in excess of the amount properly due under the Lease."

Appears in 1 contract

Samples: Lease Agreement (Wells Real Estate Fund Xi L P)

Estoppel Certificate. Tenant shall, within fifteen will at any time and from time to time upon not less than ten (1510) days after receipt of business days’ prior written notice from by Landlord, execute, acknowledge and deliver to Landlord a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaser, (a) certifying that whether this Lease Agreement is unmodified and in full force and effect (oror if there have been modifications, if modified, stating whether the nature of such modification and certifying that this Lease as so modified same is in full force and effect) effect as modified and stating the modifications, and the dates to which rental Rent have been paid and other charges are whether any such Rent has been paid in advance, and stating whether or not to the best knowledge of the signer of such certificate either party is in default in the keeping, observance or performance of any covenant, agreement, term, provision or condition contained in this Lease Agreement and, if anyso, (b) acknowledging (if accurate) that there are not, to Tenant’s specifying each such default of which the signer may have knowledge, it being intended that any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (c) setting forth such further information with respect to this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all mortgagee, or any portion prospective purchaser, lessee, sublessee, mortgagee, or assignee of any mortgage, of the real property of which Premises or any part thereof. If Tenant shall fail or otherwise refuse to execute an estoppel certificate, in accordance with the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements provisions set forth in such certificate are true and correct. Likewise, Landlord shallherein, within fifteen ten (1510) business days after receipt of written notice from Tenantthe Landlord requesting same, executethen and upon such event, acknowledge Tenant shall be deemed to have appointed Landlord and Landlord shall thereupon be regarded as the irrevocable attorney-in-fact of Tenant duly authorized to execute and deliver an estoppel the required certificate containing substantially the same content shown for and on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor behalf of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correct.

Appears in 1 contract

Samples: Lease Agreement (Samsara Vision, Inc)

Estoppel Certificate. Tenant shall, within fifteen (15a) days after receipt of written notice Within 10 Business Days following request from Landlord, executeany Superior Mortgagee or any Superior Lessor, acknowledge and Tenant shall deliver to Landlord a statement executed and acknowledged by Txxxxx, in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchasersatisfactory to Landlord, (ai) certifying stating the Commencement Date, the Rent Commencement Date and the Expiration Date, and that this Lease is unmodified and then in full force and effect and has not been modified (or, or if modified, setting forth all modifications), (ii) setting forth the date to which Fixed Rent and any Additional Rent have been paid, together with the amount of monthly Fixed Rent, Tax Payment and Operating Payment then payable, (iii) stating whether or not, to the best of Tenant’s knowledge, Landlord is in default under this Lease, and, if Tenant asserts that Landlord is in default, setting forth the specific nature of any such defaults, (iv) stating whether Landlord has failed to complete any work required to be performed by Landlord under this Lease, (v) stating whether there are any sums payable to Tenant by Landlord under this Lease, (vi) stating the nature amount of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which rental and other charges are paid in advancesecurity deposit, if any, under this Lease, (bvii) acknowledging (if accurate) that stating whether there are notany subleases affecting the Premises, (viii) stating the address of Tenant to Tenant’s knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimedwhich all notices and communications under this Lease shall be sent, and (cix) setting forth responding to any other matters reasonably requested by Landlord, such further information with respect Superior Mortgagee or such Superior Lessor. Tenant acknowledges that any statement delivered pursuant to this Lease or the Premises as may be reasonably requested thereon. Any such statement Section 6.02(a) may be relied upon by any prospective purchaser or encumbrancer owner of the Real Property or the Building, or all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within interest in the prescribed time shall be binding upon Landlord that there are no uncured defaults on Real Property or the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented Building or under any Superior Lease, or by Tenant in any certificate prepared Superior Mortgagee or assignee thereof, or by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctany Superior Lessor or assignee thereof.

Appears in 1 contract

Samples: Lease (FaceBank Group, Inc.)

Estoppel Certificate. Tenant shallwill, within fifteen (15) days after receipt of written notice from following any request by Landlord, execute, acknowledge promptly execute and deliver a statement in writing substantially to Landlord an estoppel certificate in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender or purchaserC, (ai) certifying that this Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification and certifying that this Lease Lease, as so modified modified, is in full force and effect, (ii) and stating the dates date to which rental the rent and other charges are paid in advance, if any, (biii) acknowledging (if accurate) that there are not, to Tenant’s 's knowledge, any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (civ) setting forth certifying such further other information with respect to about this Lease or the Premises as may be reasonably requested thereonby Landlord, its Lender or prospective lenders, investors or purchasers of the Building or the Property. Any Tenant's failure to execute and deliver such estoppel certificate within ten days after Landlord's request therefor shall be a material default by Tenant under this Lease, and Landlord shall have all of the rights and remedies available to Landlord as Landlord would otherwise have in the case of any other material default by Tenant, including the right to terminate this Lease and sue for damages proximately causex xhereby, it being agreed and understood by Tenant that Tenant's failure to so deliver such estoppel certificate in a timely manner could result in Landlord being unable to perform committed obligations to other third parties which were made by Landlord in reliance upon this covenant of Tenant. Landlord and Tenant intend that any statement delivered pursuant to this paragraph may be relied upon by any prospective Lender or purchaser or encumbrancer prospective Lender or purchaser of all the Building, the Property, or any portion of interest in them. Landlord will, following any request by Tenant, promptly execute and deliver to Tenant an estoppel certificate in the real property of which the Premises are a part. Tenant’s failure to deliver such statement within the prescribed time shall be binding upon Tenant that there are no uncured defaults on the part of Landlord hereunder and form attached as Exhibit C, (i) certifying that this Lease is unmodified and in full force and effect, or, if modified, stating the nature of such modification and certifying that this Lease, as so modified, is in full force and effect effect, (ii) stating the date to which the rent and without modification except as may be represented by Landlord other charges are paid in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correct. Likewiseadvance, Landlord shallif any, within fifteen (15iii) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord acknowledging that there are no not, to Landlord's knowledge (without any duty of inquiry), any uncured defaults on the part of Tenant hereunder hereunder, or specifying such defaults if any are claimed, and that (iv) certifying such other information about this Lease is in full force and effect and without modification except as may be represented reasonably requested by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correct.Tenant. 13.7

Appears in 1 contract

Samples: Vantive Corp

Estoppel Certificate. Tenant shallagrees, within fifteen at any time, and from time to time, upon not less than ten (1510) days after receipt of prior written notice from Landlord, to execute, acknowledge acknowledge, and deliver to Landlord, a notarized statement in writing substantially in the form attached hereto as Exhibit D, or on addressed to Landlord and/or any other form reasonably requested party designated by a proposed Lender or purchaser, Landlord certifying (a) certifying that this Lease is unmodified (or if this Lease has been modified specifying any such modification) and in full force and effect effect, (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effectb) and the dates to which rental rent, additional rent, and other charges are paid in advance, if anyhave been paid, (bc) acknowledging (if accurate) that there are whether or not, to the best of Tenant’s 's knowledge, there exists any uncured defaults on default by Landlord or Tenant in the part performance of Landlord hereunder, any term or condition of this Lease and if so specifying the nature of each such defaults if any are claimeddefault, and (cd) setting forth such further other information with respect as Landlord may reasonably require; it being intended that any such statement delivered pursuant to this Lease or the Premises as may be reasonably requested thereon. Any such statement Article may be relied upon by Landlord, and by any mortgagee or prospective purchaser mortgagee under any mortgage affecting the Building and/or the land on which the Building is located, and by any purchaser, prospective purchaser, net lessee or encumbrancer of all or any portion prospective net lessee of the real property of Building and/or the land on which the Premises are a partBuilding is located. Tenant’s failure to deliver such statement within the prescribed time Time shall be binding upon Tenant that there are no uncured defaults on deemed of the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered essence with regard to Tenant for execution and that all other statements Tenant's material obligations set forth in such certificate are this Article and Tenant's failure to timely fulfill the requirements contained in this Article shall be deemed a material default under the terms of this Lease giving rise to all of Landlord's rights, including but not limited to Landlord's right to terminate this Lease, and in addition Tenant shall be liable for all damages, (excluding consequential damages) which may be substantial, sustained by Landlord due, in whole or in part, to Tenant's failure to timely provide Landlord with the Tenant's statement described in this Article. Tenant agrees, at any time, upon demand of Landlord, to immediately deliver to landlord an original execution counterpart of this Lease (including all modifications and relevant correspondence) or an exact copy of this Lease (including all modifications and relevant correspondence) certified by Tenant to be a true and correct. Likewise, Landlord shall, within fifteen (15) days after receipt complete copy of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctLease.

Appears in 1 contract

Samples: Disturbance and Attornment Agreement (Barnesandnoble Com Inc)

Estoppel Certificate. Tenant shall, within fifteen (15) 10 business days after receipt of written notice from Landlord, execute, acknowledge and deliver a statement in writing substantially in the form attached hereto as Exhibit D, or on any other form reasonably requested by a proposed Lender lender or purchaser, (ai) certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect) and the dates to which the rental and other charges are paid in advance, if any, (bii) acknowledging (if accurate) that there are not, to Tenant’s knowledge, not any uncured defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed, and (ciii) setting forth such further information with respect to the status of this Lease or the Premises as may be reasonably requested thereon. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the real property of which the Premises are a part. Tenant’s failure to deliver such statement within such time shall, at the prescribed time shall option of Landlord, be binding conclusive upon Tenant that there are no uncured defaults on the part of Landlord hereunder and that this Lease is in full force and effect and without modification except as may be represented by Landlord in any certificate prepared by Landlord and delivered to Tenant for execution and that all other statements set forth in such certificate are true and correctexecution. Likewise[***] INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, Landlord shall, within fifteen (15) days after receipt of written notice from Tenant, execute, acknowledge and deliver an estoppel certificate containing substantially the same content shown on Exhibit D (as appropriately modified to reflect that the certificate is being executed by Landlord in favor of Tenant). Landlord’s failure to deliver such estoppel certificate within the prescribed time shall be binding upon Landlord that there are no uncured defaults on the part of Tenant hereunder and that this Lease is in full force and effect and without modification except as may be represented by Tenant in any certificate prepared by Tenant and delivered to Landlord for execution and that all other statements set forth in such certificate are true and correctAS AMENDED.

Appears in 1 contract

Samples: Lease Agreement (NextCure, Inc.)

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