Estoppel Letter. Tenant shall at any time and from time to time within ten (10) days following request from Landlord execute, acknowledge and deliver to Landlord a statement in writing and signed by Tenant, (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), (ii) acknowledging 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, (iii) certifying the date that Tenant entered into occupancy of the Premises and that Tenant is open for business in the Premises, (iv) certifying the amount of the Fixed Rent and the date to which Rent is paid in advance, if any, (v) evidencing the status of this Lease as may be required either by a lender making a loan affecting, or a purchaser of, the Premises or the Building of any interest of Landlord therein, (vi) certify the amount of the Security Deposit, if any, (vii) certifying that all building standard improvements to be constructed in the Premises by Landlord, if any, are substantially completed except for punch list items which do not prevent Tenant from using the Premises for its intended use, and (viii) certifying such other matters relating to this Lease and/or the Premises as may be requested by either a lender making a loan to Landlord or a purchaser purchasing the Premises or the Building, or any interest of Landlord therein, from Landlord. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the Building or any interest therein. Tenant shall, within ten (10) days following request of Landlord, deliver such other documents including Tenant's financial statements as are reasonably requested in connection with the sale of, or loan to be secured by, the Premises or Building or any interest therein. Tenant's failure to deliver said statement in the time required shall be conclusive upon Tenant that: (i) the Lease is in full force and effect, without modification except as may be represented by Landlord; (ii) there are no uncured defaults in Landlord's performance and Tenant has no right of offset, counterclaim or deduction against Rent under the Leases; and (iii) no more than one month's Fixed Rent has been paid in advance.
Appears in 1 contract
Samples: Commercial Lease (Antivirals Inc)
Estoppel Letter. Tenant shall at any time and from time to time ---------------- within ten (10) days following after written request from Landlord execute, acknowledge execute and deliver to the Landlord any prospective landlord or mortgagee or prospective purchaser of the Building a statement sworn and acknowledged estoppel certificate, in writing form reasonably satisfactory to Landlord and/or Landlord's mortgagee or prospective mortgagee certifying and signed by Tenant, stating as follows: (i) 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 payment of Rent (ii) acknowledging that or if there are notany such defenses or offsets, to Tenant's knowledge, any uncured defaults on specifying the part of Landlord hereunder, or specifying such defaults if any are claimed, (iii) certifying the date that Tenant entered into occupancy of the Premises and that Tenant is open for business in the Premises, same); (iv) certifying the amount of the Fixed Base Rent, Rent Adjustment Deposits and the date to which Rent is paid in advance, if any, other charges under this Lease; (v) evidencing Tenant is in possession of the status of this Lease as may Leased Premises, if such be required either by a lender making a loan affecting, or a purchaser of, the Premises or the Building of any interest of Landlord therein, case; (vi) certify 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 bound by the amount of the Security Deposit, if any, provisions thereof; and (vii) certifying any other accurate statements reasonably required by Landlord or its mortgagee or prospective mortgagee. It is intended that all building standard improvements to be constructed in the Premises by Landlord, if any, are substantially completed except for punch list items which do not prevent Tenant from using the Premises for its intended use, and (viii) certifying any such other matters relating statement delivered pursuant to this Lease and/or the Premises as may be requested by either a lender making a loan to Landlord or a purchaser purchasing the Premises or the Building, or any interest of Landlord therein, from Landlord. 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 of the Building or loan caused by any interest thereinmisstatement contained in such estoppel certificate. Tenant shallhereby 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 ten (10) days following request of day period and such certificate as signed by Landlord or Landlord's beneficiary, deliver such other documents including as the case may be, shall be fully binding on Tenant's financial statements as are reasonably requested in connection with the sale of, or loan to be secured by, the Premises or Building or any interest therein. Tenant's failure if Tenant fails to deliver said statement in a contrary certificate within five (5) days after receipt by Tenant of a copy of the time required shall be conclusive upon certificate executed by Landlord or Landlord's beneficiary, as the case may be, on behalf of Tenant. In addition to any other remedy Landlord may have hereunder, Landlord may, as its option; if Tenant that: does not deliver to Landlord an estoppel certificate as set forth above within fifteen (i15) days after Tenant is request so to do, cancel this Lease effective the Lease is in full force and effectlast day of the then current month, without modification except as may be represented by Landlord; (ii) there are no uncured defaults in Landlord's performance incurring any liability on account thereof, and Tenant has no right of offset, counterclaim or deduction against Rent under the Leases; and (iii) no more than one month's Fixed Rent has been paid in advanceTerm hereby granted is expressly limited accordingly.
Appears in 1 contract
Samples: Lease Agreement (Britesmile Inc)
Estoppel Letter. Tenant shall and Landlord shall, at any time and from time to time within ten (10) business days following request from Landlord the other party or a Security Holder, execute, acknowledge and deliver to Landlord the requesting party or such Security Holder a statement in writing and signed by Tenantwriting, (ia) 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), (iib) acknowledging certifying that there are not, to Tenant's the responding party’s knowledge, any uncured defaults on the part of Landlord the other party hereunder, and that the responding party has no defenses to or offsets against its obligations under this Lease, or specifying such defaults defaults, defenses or offsets if any are claimed, (iiic) certifying the date that Tenant entered into occupancy of the Premises and that Tenant is open for business in the Premises, (ivd) certifying the amount of the Fixed Rent Basic Monthly Rental and the Rental payable under Paragraph 4.2 and the date to which Rent Rental is paid in advance, if any, and certifying that Tenant is entitled to no rent abatement or other economic concessions not specified in this Lease (ve) evidencing the status of this Lease as may be required either by a lender making a loan affecting, or a purchaser of, the Premises Premises, the Building, the Real Property or the Building of any interest of Landlord therein, (vif) certify certifying the amount of the Security Deposit, if any, (viig) certifying that all building standard the leasehold improvements to be constructed in the Premises by Landlord, if any, are substantially completed except for punch list items which do not prevent Tenant from using the Premises for its intended use(or specifying any obligations of Landlord respecting such leasehold improvements), and (viiih) certifying such other matters relating to this Lease and/or the Premises as may be requested by either a lender making a loan to Landlord or a purchaser purchasing of the Premises or Premises, the Building, the Real Property or any interest of Landlord therein, from Landlord. Any such statement may be relied upon by by, and shall upon the requesting party’s request be addressed to, any prospective purchaser or encumbrancer of all or any portion of the Building Real Property or any interest therein. Tenant shall, within ten (10) days following request of Landlord, deliver such other documents including Tenant's financial statements as are reasonably requested in connection with the sale of, or loan to be secured by, the Premises or Building or any interest therein. Tenant's The responding party’s failure to deliver said statement in the time required required, and the failure to respond within five (5) days after a second written notice is received by the responding party, shall be conclusive upon Tenant the responding party that: (i1) the this Lease is in full force and effect, without modification except as may be represented by Landlord; the requesting party, (ii2) there are no uncured defaults in Landlord's requesting party’s performance and Tenant the responding party has no right of offset, counterclaim or deduction against Rent Rental under the Leases; this Lease and (iii3) no more than one month's Fixed Rent ’s Basic Monthly Rental has been paid in advance. In no event shall any estoppel certificate delivered hereunder affect the rights or obligations of Landlord or Tenant as between each other.
Appears in 1 contract
Samples: Lease Agreement (Harmonic Inc)
Estoppel Letter. Tenant shall shall, at any time and from time to time within ten (10) days following request from Landlord Landlord, execute, acknowledge and deliver to Landlord a statement in writing and signed by Tenantwriting, (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), (ii) acknowledging certifying that there are not, to Tenant's ’s knowledge, any uncured defaults on the part of the Landlord hereunder, and that Tenant has no defenses to or offsets against its obligations under this Lease, or specifying such defaults defaults, defenses or offsets if any are claimed, (iii) certifying the date that Tenant entered into occupancy of the Premises (or that Tenant has not entered into occupancy of the Premises), and that whether Tenant is open for business in the Premises, (iv) certifying the amount of the Fixed Rent monthly Base Rent, the then current estimated Operating Expenses and Real Property Taxes payable under Paragraph 6(b), and the date to which any Rent is has been paid in advance, if any, and certifying that Tenant is entitled to no rent abatement or other economic concessions not specified in the Lease (v) evidencing the status of this Lease certifying as may be required either by a lender making a loan affectingto whether there has been an assignment, transfer, mortgage or a purchaser of, the Premises or the Building other encumbrance of any interest of Landlord thereinTenant in the Lease, a sublease of any portion of the Premises or any permission granted to a third party to use the Premises, (vi) certify certifying the amount of the Security DepositCash Collateral and/or Letter of Credit, if any, (vii) certifying that all building standard improvements Improvements to be constructed in the Premises by Landlord, if any, Landlord are substantially completed except for punch list items which do not prevent Tenant from using the Premises for its intended use(or specifying any obligations of Landlord respecting Improvements), and (viii) certifying such other factual matters relating to this Lease and/or the Premises as may reasonably be requested by either a lender making a loan to Landlord or a purchaser purchasing of the Premises or Premises, the Building, the Real Property or any interest of Landlord therein, therein from Landlord. Any such statement may be relied upon by by, and shall upon Landlord’s request be addressed to, any prospective purchaser or encumbrancer of all or any portion of the Building or any interest therein. Tenant shall, within ten (10) days following request of Landlord, deliver such other documents including Tenant's financial statements as are reasonably requested in connection with the sale of, or loan to be secured by, the Premises or Building Real Property or any interest therein. Tenant's ’s failure to deliver said statement in within five (5) business days after Tenant’s receipt of notice from Landlord that Tenant has failed to deliver such statement within the time required ten (10) day period shall be conclusive upon Tenant that: (i) the Lease is in full force and effect, without modification except as may be represented by Landlord; , (ii) there are no uncured defaults in Landlord's ’s performance and Tenant has no right of offset, counterclaim or deduction against Rent under the Leases; Lease and (iii) no more than one month's Fixed ’s Base Rent has been paid in advance. Tenant shall, within ten (10) days following request of Landlord, deliver such other documents including Tenant’s financial statements as are reasonably requested in connection with the sale of, or loan to be secured by, the Real Property or any part thereof or interest therein (provided, however, that Tenant shall not be obligated to prepare any financial statements that have not already been prepared by Tenant, and, so long as Tenant is regulated by the Securities and Exchange Commission, Tenant may satisfy Tenant’s obligations under this Paragraph 17(c) by delivering a copy of Tenant’s most recently filed FOCUS report or such other comparable financial report to the SEC as may be filed by Tenant pursuant to future laws or regulations). All financial statements shall be kept confidential by Landlord and any such third party to which such financial statements are provided in connection with any such sale or loan, and shall only be used for the purposes stated herein. At any time and from time to time, in the context of a sale of Tenant’s business or a financing thereof only, within ten (10) business days following a written request from Tenant, Landlord shall execute and deliver to Tenant a statement certifying (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 so modified is in full force and effect), (ii) the current amounts of and the dates to which the monthly Base Rent and the payments of Operating Expenses and Real Property Taxes payable under Paragraph 6(b) have been paid, (iii) the amount of the Cash Collateral and/or Letter of Credit, if any, and (iv) to the best of Landlord’s knowledge that Tenant is not in default under this Lease (or if Tenant is in default, specifying the nature of such default).
Appears in 1 contract
Samples: Lease Agreement (JMP Group Inc.)
Estoppel Letter. Tenant shall shall, at any time and from time to time within ten (10) days following request from Landlord Landlord, execute, acknowledge and deliver to Landlord a statement in writing and signed by Tenantwriting, (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), (ii) acknowledging certifying that there are not, to Tenant's knowledge, any uncured defaults on the part of the Landlord hereunder, and that Tenant has no defenses to or offsets against its obligations under this Lease, or specifying such defaults defaults, defenses or offsets if any are claimed, (iii) certifying the date that Tenant entered into occupancy of the Premises and that Tenant is open for business in the Premises, (iv) certifying the amount of the Fixed Rent Basic Monthly Rental and the Rental payable under Paragraph 4(b) and the date to which Rent Rental is paid in advance, if any, and certifying that Tenant is entitled to no rent abatement or other economic concessions not specified in the Lease, (v) evidencing the status of this Lease as may be required either by a lender making a loan affecting, or a purchaser of, the Premises Premises, the Building, the Real Property or the Building of any interest of Landlord thereintherein from Landlord, (vi) certify certifying the amount of the Security Deposit, if any, (vii) certifying that all building standard improvements Improvements to be constructed in the Premises by Landlord, if any, Landlord are substantially completed except for punch list items which do not prevent Tenant from using the Premises for its intended use(or specifying any obligations of Landlord respecting Improvements), and (viii) certifying such other matters relating to this Lease and/or the Premises as may reasonably be requested by either a lender making a loan to Landlord or a purchaser purchasing of the Premises or Premises, the Building, the Real Property or any interest of Landlord therein, therein from Landlord. Any such statement may be relied upon by by, and shall upon Landlord's request be addressed to, any prospective purchaser or encumbrancer of all or any portion of the Building Real Property or any interest therein; provided that, prior to delivering any non-public financial information, Tenant shall have the right to receive a written confidentiality agreement imposing reasonable restrictions on the use and disclosure of any such financial information. Tenant shall, within ten (10) days following request of Landlord, deliver such other documents including Tenant's financial statements as are reasonably requested in connection with the sale of, or loan to be secured by, the Premises or Building Real Property or any part thereof or interest therein. Tenant's failure to deliver said statement in the time required shall be conclusive upon Tenant that: (i) the Lease is in full force and effect, without modification except as may be represented by Landlord; , (ii) there are no uncured defaults in Landlord's performance and Tenant has no right of offset, counterclaim or deduction against Rent Rental under the Leases; Lease and (iii) no more than one month's Fixed Rent Basic Monthly Rental has been paid in advance.
Appears in 1 contract
Samples: Office Lease (Micromuse Inc)
Estoppel Letter. 25.1 Tenant shall at any time and from time to time within time, upon not less than ten (10) days following request from Landlord executedays' prior written request, acknowledge execute and deliver in form and substance reasonably satisfactory to Landlord a statement in writing an estoppel letter certifying:
(a) The date upon which the Lease Term commences and signed by Tenant, expires;
(ib) 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), (ii) acknowledging 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, (iii) certifying the date that Tenant entered into occupancy of the Premises and that Tenant is open for business in the Premises, (iv) certifying the amount of the Fixed Rent and the The date to which Rent is paid in advance, has been paid;
(c) That Tenant has accepted the Leased Premises and that all improvements have been satisfactorily completed (or if any, (v) evidencing the status of this Lease as may be required either by a lender making a loan affecting, not so accepted or a purchaser ofcompleted, the Premises or the Building of any interest of Landlord therein, matters objected to by Tenant);
(vid) certify the amount of the Security Deposit, if any, (vii) certifying that all building standard improvements to be constructed in the Premises by Landlord, if any, are substantially completed except for punch list items which do not prevent Tenant from using the Premises for its intended use, and (viii) certifying such other matters relating to this Lease and/or the Premises as may be requested by either a lender making a loan to Landlord or a purchaser purchasing the Premises or the Building, or any interest of Landlord therein, from Landlord. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the Building or any interest therein. Tenant shall, within ten (10) days following request of Landlord, deliver such other documents including Tenant's financial statements as are reasonably requested in connection with the sale of, or loan to be secured by, the Premises or Building or any interest therein. Tenant's failure to deliver said statement in the time required shall be conclusive upon Tenant that: (i) That the Lease is in full force and effecteffect and has not been modified or amended (or if modified or amended, without modification except as may be represented by Landlord; a description of same);
(iie) That there are no uncured defaults in Landlord's performance and by Landlord under the Lease nor any existing condition with respect to which the giving of notice or lapse of time would constitute a default or if Tenant has knowledge of any default or any such condition, a brief description thereof;
(f) That Tenant has received no right notice within the past twenty four (24) months from any insurance company of offsetany defects or inadequacies in the Leased Premises;
(g) That Tenant, counterclaim as tenant under this Lease, has no options or deduction against rights other than as set forth in this Lease or any amendment thereto described in such letter; and
(h) Such other matters that may be necessary or appropriate to qualify Tenant's response to any of the foregoing agreements or that Landlord may reasonably request. If such letter is to be delivered to a purchaser of the Building, it shall further include the agreement of Tenant to recognize such purchaser as Landlord under this Lease, and thereafter to pay Rent under to the Leases; purchaser or its designee in accordance with the terms of this Lease. Tenant acknowledges that any purchaser of the Building may rely upon such estoppel letter and that Landlord may incur substantial damages by reason of any failure on the part of Tenant to provide such letter in a timely manner.
25.2 Landlord shall at any time, upon not less than ten (iii10) no more than one month's Fixed days' prior written request, execute and deliver in form and substance reasonably satisfactory to Tenant an estoppel letter certifying:
(a) The date upon which the Lease Term commences and expires;
(b) The date to which Rent has been paid received;
(c) That Tenant has accepted the Leased Premises and that all improvements have been satisfactorily completed (or if not so accepted or completed, the matters objected to by Tenant);
(d) That the Lease is in advancefull force and effect and has not been modified or amended (or if modified or amended, a description of same);
(e) That there are no defaults by Tenant under the Lease nor any existing condition with respect to which the giving of notice or lapse of time would constitute a default or if Landlord has knowledge of any default or any such condition, a brief description thereof;
(f) That Landlord has received no notice from any insurance company within the past twenty four (24) months of any defects or inadequacies in the Leased Premises;
(g) That Landlord, as landlord under this Lease, has no options or rights other than as set forth in this Lease or any amendment thereto described in such letter; and
(h) Such other matters that may be necessary or appropriate to qualify Landlord's response to any of the foregoing agreements or that Tenant may reasonably request.
Appears in 1 contract
Estoppel Letter. Tenant shall at any time and from time to time within upon not less than ten (10) days following request from Landlord executeprior written request, acknowledge execute and deliver in form and substance satisfactory to Landlord a statement in writing Landlord, an estoppel letter certifying:
1. The date upon which the Lease Term commences and signed by Tenant, (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), (ii) acknowledging 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, (iii) certifying the date that Tenant entered into occupancy of the Premises and that Tenant is open for business in the Premises, (iv) certifying the amount of the Fixed Rent and the terminates 2. The date to which Rent has been paid 3. The amount of any security deposit 4. That Tenant has accepted and is paid in advance, if any, (v) evidencing the status of this Lease as may be required either by a lender making a loan affecting, or a purchaser of, occupying the Premises or the Building of any interest of Landlord therein, (vi) certify the amount of the Security Deposit, if any, (vii) certifying that all building standard improvements to be constructed in the Premises by Landlord, if any, are substantially completed except for punch list items which do not prevent Tenant from using the Premises for its intended use, and (viii) certifying such other matters relating to this Lease and/or the Premises as may be requested by either a lender making a loan to Landlord or a purchaser purchasing the Premises or the Building, or any interest of Landlord therein, from Landlord5. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the Building or any interest therein. Tenant shall, within ten (10) days following request of Landlord, deliver such other documents including Tenant's financial statements as are reasonably requested in connection with the sale of, or loan to be secured by, the Premises or Building or any interest therein. Tenant's failure to deliver said statement in the time required shall be conclusive upon Tenant that: (i) That the Lease is in full force and effecteffect and has not been modified or amended 6. That no defaults of the Landlord under the Lease nor any existing condition upon which the giving of notice or lapse of time would constitute a Default 7. That Tenant has not received any concession 8. That Tenant has received no notice from any insurance company of any defects or inadequacies of the Premises 9. That Tenant has no operations or rights other than as set forth in the Lease 10. Such other matters which Landlord may reasonably request. If the letter is to be delivered to a purchaser of the Building and/or office park, it shall further include the agreement of the Tenant to recognize such purchaser as Landlord under the Lease and to thereafter pay Rent to the purchaser or its designee in accordance with the terms of this Lease, and Tenant acknowledges that any such purchaser will rely on that letter. Tenant's failure to deliver such letter within such time shall be conclusive upon Tenant that this Lease is in full force and effect without any modification except as may be represented by Landlord; (ii) and that there are no uncured defaults defaults. Tenant further agrees that in Landlordthe event of a default by Tenant in the timely delivering of such certificate, Tenant shall also pay all damages, consequential as well as direct, including lost profits sustained by Landlord as a result of any such default. Tenant agrees that the failure to deliver such certificate shall be an event of Default under Clarx Xxxnty Management Corporation Lessor's performance and Tenant has no right of offsetInitials /s/ JB 7490 X Xxxxxx -------------- Xxx Xxxxx, counterclaim or deduction against Rent under the Leases; and (iii) no more than one monthXX 00000 Lessee's Fixed Rent has been paid in advance.Initials /s/ LM /s/ AS --------------
Appears in 1 contract
Samples: Lease Agreement (International Energy Consultants Inc)
