Common use of Estoppel Letter Clause in Contracts

Estoppel Letter. Tenant and Landlord shall, at any time and from time to time within ten (10) business days following request from the other party or a Security Holder, execute, acknowledge and deliver to the requesting party or such Security Holder a statement in writing, (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), (b) certifying that there are not, to the responding party’s knowledge, any uncured defaults on the part of 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, defenses or offsets if any are claimed, (c) certifying the date that Tenant entered into occupancy of the Premises and that Tenant is open for business in the Premises, (d) certifying the amount of the Basic Monthly Rental and the Rental payable under Paragraph 4.2 and the date to which 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 (e) evidencing the status of this Lease as may be required either by a lender making a loan affecting, or a purchaser of, the Premises, the Building, the Real Property or any interest therein, (f) certifying the amount of the Deposit, if any, (g) certifying that the leasehold improvements to be constructed in the Premises by Landlord, if any, are completed (or specifying any obligations of Landlord respecting such leasehold improvements), and (h) certifying such other matters relating to this Lease and/or the Premises as may be requested by a lender making a loan to Landlord or a purchaser of the Premises, the Building, the Real Property or any interest therein. Any such statement may be relied upon by, and shall upon the requesting party’s request be addressed to, any prospective purchaser or encumbrancer of all or any portion of the Real Property or any interest therein. The responding party’s failure to deliver said statement in the time 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 the responding party that: (1) this Lease is in full force and effect, without modification except as may be represented by the requesting party, (2) there are no uncured defaults in requesting party’s performance and the responding party has no right of offset, counterclaim or deduction against Rental under this Lease and (3) no more than one month’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.

Estoppel Letter. Tenant and Landlord shall, at any time and from time to time within ten (10) business days following request from the other party or a Security HolderLandlord, execute, acknowledge and deliver to the requesting party or such Security Holder Landlord a statement in writing, (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), (bii) certifying that there are not, to the responding partyTenant’s knowledge, any uncured defaults on the part of the other party Landlord hereunder, and that the responding party Tenant has no defenses to or offsets against its obligations under this Lease, or specifying such defaults, defenses or offsets if any are claimed, (ciii) 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, (div) certifying the amount of the Basic Monthly Rental monthly Base Rent, the then current estimated Operating Expenses and the Rental Real Property Taxes payable under Paragraph 4.2 6(b), and the date to which Rental is any Rent has been paid in advance, if any, and certifying that Tenant is entitled to no rent abatement or other economic concessions not specified in this the Lease (ev) evidencing certifying as to whether there has been an assignment, transfer, mortgage or other encumbrance of any interest of Tenant in the status Lease, a sublease of this Lease as may be required either by any portion of the Premises or any permission granted to a lender making a loan affecting, or a purchaser of, third party to use the Premises, the Building, the Real Property or any interest therein, (fvi) certifying the amount of the DepositCash Collateral and/or Letter of Credit, if any, (gvii) certifying that the leasehold improvements all Improvements to be constructed in the Premises by Landlord, if any, Landlord are completed (or specifying any obligations of Landlord respecting such leasehold improvementsImprovements), and (hviii) certifying such other factual matters relating to this Lease and/or the Premises as may reasonably be requested by a lender making a loan to Landlord or a purchaser of the Premises, the Building, the Real Property or any interest thereintherein from Landlord. Any such statement may be relied upon by, and shall upon the requesting partyLandlord’s request be addressed to, any prospective purchaser or encumbrancer of all or any portion of the Real Property or any interest therein. The responding partyTenant’s failure to deliver said statement in the time required, and the failure to respond within five (5) business days after a second written Tenant’s receipt of notice is received by from Landlord that Tenant has failed to deliver such statement within the responding party, required ten (10) day period shall be conclusive upon the responding party Tenant that: (1i) this the Lease is in full force and effect, without modification except as may be represented by the requesting partyLandlord, (2ii) there are no uncured defaults in requesting partyLandlord’s performance and the responding party Tenant has no right of offset, counterclaim or deduction against Rental Rent under this the Lease and (3iii) no more than one month’s Basic Monthly Rental Base Rent has been paid in advance. In no event 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 estoppel certificate delivered hereunder affect financial statements that have not already been prepared by Tenant, and, so long as Tenant is regulated by the rights 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 obligations 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 as between each otheris in default, specifying the nature of such default).

Estoppel Letter. Tenant and Landlord shall, shall at any time and from time to time within ten (10) business days following request from the other party or a Security Holder, Landlord execute, acknowledge and deliver to the requesting party or such Security Holder Landlord a statement in writingwriting and signed by Tenant, (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), (bii) certifying acknowledging that there are not, to the responding party’s Tenant's knowledge, any uncured defaults on the part of the other party Landlord hereunder, and that the responding party has no defenses to or offsets against its obligations under this Lease, or specifying such defaults, defenses or offsets defaults if any are claimed, (ciii) certifying the date that Tenant entered into occupancy of the Premises and that Tenant is open for business in the Premises, (div) certifying the amount of the Basic Monthly Rental and the Rental payable under Paragraph 4.2 Fixed Rent and the date to which Rental Rent 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 (ev) 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 or the Building, the Real Property or Building of any interest of Landlord therein, (fvi) certifying certify the amount of the Security Deposit, if any, (gvii) certifying that the leasehold all building standard improvements to be constructed in the Premises by Landlord, if any, are substantially completed (or specifying any obligations of Landlord respecting such leasehold improvements)except for punch list items which do not prevent Tenant from using the Premises for its intended use, and (hviii) 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 of purchasing the Premises, Premises or the Building, the Real Property or any interest of Landlord therein, from Landlord. Any such statement may be relied upon by, and shall upon the requesting party’s request be addressed to, by any prospective purchaser or encumbrancer of all or any portion of the Real Property Building or any interest therein. The responding party’s 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, and the failure to respond within five (5) days after a second written notice is received by the responding party, required shall be conclusive upon the responding party Tenant that: (1i) this the Lease is in full force and effect, without modification except as may be represented by the requesting party, Landlord; (2ii) there are no uncured defaults in requesting party’s Landlord's performance and the responding party Tenant has no right of offset, counterclaim or deduction against Rental Rent under this Lease the Leases; and (3iii) no more than one month’s Basic Monthly Rental 's Fixed Rent 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.

Estoppel Letter. Tenant and Landlord shall, shall at any time and from time to time within ten (10) business days following request from the other party or a Security Holdertime, execute, acknowledge and deliver to the requesting party or such Security Holder a statement in writing, (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), (b) certifying that there are not, to the responding party’s knowledge, any uncured defaults on the part of 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, defenses or offsets if any are claimed, (c) certifying the date that Tenant entered into occupancy of the Premises and that Tenant is open for business in the Premises, (d) certifying the amount of the Basic Monthly Rental and the Rental payable under Paragraph 4.2 and the date to which Rental is paid in advance, if any, and certifying that Tenant is entitled to no rent abatement or other economic concessions upon not specified in this Lease (e) evidencing the status of this Lease as may be required either by a lender making a loan affecting, or a purchaser of, the Premises, the Building, the Real Property or any interest therein, (f) certifying the amount of the Deposit, if any, (g) certifying that the leasehold improvements to be constructed in the Premises by Landlord, if any, are completed (or specifying any obligations of Landlord respecting such leasehold improvements), and (h) certifying such other matters relating to this Lease and/or the Premises as may be requested by a lender making a loan to Landlord or a purchaser of the Premises, the Building, the Real Property or any interest therein. Any such statement may be relied upon by, and shall upon the requesting party’s request be addressed to, any prospective purchaser or encumbrancer of all or any portion of the Real Property or any interest therein. The responding party’s failure to deliver said statement in the time required, and the failure to respond within less than five (5) days after days’ prior written request from Landlord, its successors or assigns, execute and deliver in form and substance satisfactory to Landlord, its successors and assigns, and any mortgagee or beneficiary under a second written notice is received deed of trust affecting the Leased Premises, an estoppel letter certifying: The date upon which the Lease Term commences and expires; The date to which rent had been paid; 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); That the responding party, shall be conclusive upon the responding party that: (1) this Lease is in full force and effecteffect and has not been modified or amended (or if modified or amended, without modification except a description of same); That there are no defaults 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; That Tenant has not received any concession; That Tenant has received no notice from any insurance company of any defects or inadequacies in the Leased Premises; That Tenant has no options or rights other than as set forth in this Lease or any amendment thereto described in such letter; and Such other matters as may be represented by necessary or appropriate to qualify Tenant’s response to any of the requesting partyforegoing statements or which Landlord may reasonably request. If such letter is to be delivered to a purchaser of the Building, (2) there are no uncured defaults in requesting party’s performance and it shall further include the responding party has no right agreement of offset, counterclaim or deduction against Rental Tenant to recognize such purchaser as Landlord under this Lease Lease, and (3) no more than one month’s Basic Monthly Rental has been paid thereafter to pay rent to the purchaser or its designee in advanceaccordance with the terms of this Lease. In no event shall Tenant acknowledges that any purchaser or prospective mortgagee of the Building may rely upon such estoppel certificate delivered hereunder affect letter and that Landlord may incur substantial damages by reason of any failure on the rights or obligations part of Landlord or Tenant as between each otherto provide such letter in a timely manner.

Estoppel Letter. Tenant and Landlord shall, at any time and from time to time within ten (10) business days following request from the other party or a Security HolderLandlord, execute, acknowledge and deliver to the requesting party or such Security Holder Landlord a statement in writing, (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), (bii) certifying that there are not, to the responding party’s Tenant's knowledge, any uncured defaults on the part of the other party Landlord hereunder, and that the responding party Tenant has no defenses to or offsets against its obligations under this Lease, or specifying such defaults, defenses or offsets if any are claimed, (ciii) certifying the date that Tenant entered into occupancy of the Premises and that Tenant is open for business in the Premises, (div) certifying the amount of the Basic Monthly Rental and the Rental payable under Paragraph 4.2 4(b) and the date to which 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 the Lease, (ev) evidencing the status of this Lease as may be required either by a lender making a loan affecting, or a purchaser of, the Premises, the Building, the Real Property or any interest thereintherein from Landlord, (fvi) certifying the amount of the Deposit, if any, (gvii) certifying that the leasehold improvements all Improvements to be constructed in the Premises by Landlord, if any, Landlord are completed (or specifying any obligations of Landlord respecting such leasehold improvementsImprovements), and (hviii) certifying such other matters relating to this Lease and/or the Premises as may reasonably be requested by a lender making a loan to Landlord or a purchaser of the Premises, the Building, the Real Property or any interest thereintherein from Landlord. Any such statement may be relied upon by, and shall upon the requesting party’s Landlord's request be addressed to, any prospective purchaser or encumbrancer of all or any portion of the 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. The responding party’s 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. Tenant's failure to deliver said statement in the time required, and the failure to respond within five (5) days after a second written notice is received by the responding party, required shall be conclusive upon the responding party Tenant that: (1i) this the Lease is in full force and effect, without modification except as may be represented by the requesting partyLandlord, (2ii) there are no uncured defaults in requesting party’s Landlord's performance and the responding party Tenant has no right of offset, counterclaim or deduction against Rental under this the Lease and (3iii) no more than one month’s '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.