Estoppel Statement. (a) After request by Lender, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid, (iv) any offsets or defenses to the payment of the Debt, if any, and (v) that this Agreement, the other Loan Documents have not been modified or if modified, giving particulars of such modification. (b) After request by Borrower, Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender. (c) Borrower shall deliver to Lender, upon request, an estoppel certificate from each Tenant under any Lease (provided that Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to deliver such certificates more frequently than once in any calendar year (or twice during any calendar year in which a Securitization occurs). (d) Borrower shall deliver to Lender, upon request, estoppel certificates from each party under the REA; provided that such certificates may be in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three (3) times during the term of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
Appears in 1 contract
Samples: Loan Agreement (Wells Real Estate Investment Trust Inc)
Estoppel Statement. (a) After request by LenderEach party hereunder shall, Borrower shall within ten (10) Business Days following a request of the other party hereto, furnish Lender with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount Outstanding Principal Balance of the Note, (ii) the Interest Rate of the NoteRate, (iii) the date installments of interest and/or principal were last paid, and (iv) in the case of a statement furnished by Borrower, any offsets or defenses to the payment and performance of the Debt, if any, and (v) that this Agreement, the other Loan Documents have not been modified or if modified, giving particulars of such modificationObligations.
(b) After request by Borrower, Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver to Lender, upon request, an estoppel certificate from each Tenant under any Lease in form and substance reasonably satisfactory to Lender (provided that Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; and provided, further, that Borrower shall not be required to deliver such certificates more frequently than once two (2) times in any calendar year.
(c) Borrower shall deliver to Lender, within thirty (30) days after Lender’s request, estoppel certificates or so-called “good standing letters” from each party under each Franchise Agreement, each Property Management Agreement and each Intermediate Management Agreement (to the extent that the applicable Franchise Agreement, Property Management Agreement or Intermediate Management Agreement entitles Borrower to request an estoppel certificate or “good standing letter”) in form and substance reasonably satisfactory to Lender; provided, that such certificates and/or letters may be in the form required under the applicable Franchise Agreement, Property Management Agreement or Intermediate Management Agreement; and provided, further, that Borrower shall not be required to deliver such certificates and/or letters more than one (1) time in any calendar year unless (i) an Event of Default shall have occurred and be continuing, or twice during any calendar year (ii) such certificates and/or letters are required in which connection with a Securitization occurs)Secondary Market Transaction.
(d) Borrower shall use commercially reasonable efforts to deliver to Lender, upon within thirty (30) days after Lender’s request, estoppel certificates from each party under the REAeach REA in form and substance reasonably satisfactory to Lender; provided provided, that such certificates may be in the form required under the REA; and provided, further, that Borrower shall not be required to deliver such certificates more than three one (31) times during the term of the Loan and not more frequently than once per calendar year (or twice during time in any calendar year in which a Securitization occurs)year.
Appears in 1 contract
Samples: Loan Agreement (American Realty Capital Hospitality Trust, Inc.)
Estoppel Statement. (a) After written request by Lender, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating setting forth (i) the original principal amount of the Note, (ii) the unpaid principal amount of the Note, (iiiii) the Interest Rate of the NoteLoan (including Note A and Note B), (iiiiv) the date installments of interest and/or principal were last paid, (ivv) any offsets or defenses to the payment of the Debt, if any, claimed by Borrower, and (vvi) that the Note, this Agreement, each Mortgage and the other Loan Documents are valid, legal and binding obligations and have not been modified or if modified, giving particulars of such modification; provided, however, that so long as no Event of Default has occurred and is continuing, Borrower shall not be required to provide such statement more than one (1) time in any calendar year.
(b) After For so long as the Property is subject to the MGM/Mandalay Lease, after written request by BorrowerLender, Borrower shall use commercially reasonable efforts to deliver to Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) an estoppel certificate from MGM/Mandalay Tenant certifying to the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default matters required under the Loan Documents which remains uncured MGM/Mandalay Lease; provided, however, that so long as no Event of Default has occurred and is continuing, Borrower shall not be required to seek such statement more than one (1) time in the opinion of any calendar year and provided, further, Borrower (if applicable) shall use commercially reasonable efforts to provide that any such estoppel shall be addressed to Lender and Mezzanine Lender.
(c) For so long as the Property is not subject to the MGM/Mandalay Lease, after written request by Lender, Borrower shall deliver to Lender, upon request, an estoppel certificate from each Tenant under any Lease (provided that Borrower shall only be required to i) use commercially reasonable efforts to obtain an deliver to Lender upon request estoppel certificate certificates from Manager and Casino Operator in form and substance reasonably satisfactory to Lender and (ii) use commercially reasonable efforts to deliver to Lender upon request, tenant estoppel certificates from each commercial Tenant party to a Material Lease at any Tenant not required Individual Property in form and substance reasonably satisfactory to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such LeaseLender; provided, furtherhowever, that so long as no Event of Default has occurred and is continuing, Borrower shall not be required to deliver seek such certificates statement more frequently than once one (1) time in any calendar year (or twice during any calendar year in which a Securitization occurs).
(d) Borrower shall deliver to Lender, upon request, estoppel certificates from each party under the REA; provided that such certificates may be in the form required under the REA; and provided, further, Borrower (if applicable) shall use commercially reasonable efforts to provide that Borrower any such estoppel shall not be required addressed to deliver such certificates more than three (3) times during the term of the Loan Lender and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs)Mezzanine Lender.
Appears in 1 contract
Samples: Loan Agreement (MGM Growth Properties Operating Partnership LP)
Estoppel Statement. (a) After request by LenderLxxxxx, Borrower shall within ten (10) Business Days furnish Lender or any proposed assignee of the Loan with a statement, duly acknowledged and certified, stating setting forth (i) the original principal amount of the Note, (ii) the unpaid principal amount of the Note, (iiiii) the Interest Rate of the Note, (iiiiv) the Maturity Date, (v) the date installments of interest and/or principal were last paid, (iv) any offsets or defenses to the payment of the Debt, if any, most recent Monthly Debt Service Payment Amount was paid and (vvi) that that, except as provided in such statement, to Bxxxxxxx’s knowledge, there are no Events of Default under this Agreement, Agreement or any of the other Loan Documents have Documents; provided that Borrower shall not been modified or if modified, giving particulars be required to deliver such statement more frequently than two (2) times in any calendar year unless an Event of such modificationDefault has occurred and is continuing.
(b) After request by BorrowerBxxxxxxx, Lender shall within ten (10) Business Days furnish Borrower or any proposed assignee of the Loan with a statement, duly acknowledged and certified, stating setting forth (i) the original principal amount of the Note, (ii) the unpaid principal amount of the Note, (iiiii) the Interest Rate of the Note, (iiiiv) the Maturity Date, (v) the date installments of interest and/or principal were last paid the most recent Monthly Debt Service Payment Amount was paid, and (ivvi) whether that, except as provided in such statement, to Lxxxxx’s knowledge, there are no Events of Default under this Agreement or any of the other Loan Documents; provided that Lender shall only deliver such statements if an Event of Default has not Lender has sent occurred and is continuing and, in any notice of default under the Loan Documents which remains uncured event, shall not be required to deliver such statement more frequently than two (2) times in the opinion of Lenderany calendar year.
(c) Borrower shall deliver to Lender, upon request, an estoppel certificate from each Tenant under any Lease (provided that Borrower shall only be required to use commercially reasonable efforts to obtain an deliver to Lender upon request, tenant estoppel certificate certificates from any each commercial Tenant not required leasing space at the Property in form and substance reasonably satisfactory to provide an estoppel certificate under its Lease)Lender; provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to use such efforts to deliver such certificates with respect to more than (i) five (5) Tenants not under a Major Lease in any calendar year, or (ii) more frequently than once one (1) time in any calendar year (or twice during for any calendar year in which Tenants under a Securitization occurs)Major Lease unless an Event of Default has occurred and is continuing.
(d) Borrower shall deliver to Lender, upon request, estoppel certificates from each party under the REA; provided that such certificates may be in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three (3) times during the term of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
Appears in 1 contract
Estoppel Statement. (a) After request by Lender, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating setting forth, to Borrower’s knowledge, (i) the original principal amount of the Loan and the Mortgage Loan, (ii) the unpaid principal amount of the NoteLoan and the Mortgage Loan, (iiiii) the Interest Rate of the NoteLoan and the Mortgage Loan, (iiiiv) the date installments of interest and/or principal were last paid, (ivv) any offsets or defenses to the payment of the Debt, if any, claimed by Borrower, and (vvi) that the Note, this Agreement, the Pledge Agreement and the other Loan Documents are valid, legal and binding obligations and have not been modified or if modified, giving particulars of such modification.
(b) After request by BorrowerBorrower shall (or shall cause Mortgage Borrower to) and Equity Owner shall (or shall cause Operating Lessee to) use commercially reasonable efforts to deliver to Lender upon request, Lender shall within ten (10) Business Days furnish Borrower tenant estoppel certificates from each commercial Tenant leasing space at the Properties pursuant to a Major Lease if required pursuant to such Lease in form and substance provided in connection with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount closing of the NoteLoan, (ii) or consistent with the Interest Rate terms of the Noteapplicable Lease, or otherwise reasonably satisfactory to Lender; provided that Borrower and Equity Owner shall not be required to deliver (iiiand cause Mortgage Borrower and Operating Lessee to deliver) the date installments of interest and/or principal were last paid and such certificates more frequently than one (iv1) whether or not Lender has sent time in any notice of default under the Loan Documents which remains uncured in the opinion of Lendercalendar year.
(c) Borrower shall deliver to Lender, upon request, an estoppel certificate from each Tenant under any Lease (provided that and shall cause Mortgage Borrower shall only be required to to) use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to deliver such certificates more frequently than once in any calendar year (or twice during any calendar year in which a Securitization occurs).
(d) Borrower shall deliver to Lender, Lender upon request, estoppel certificates from the Board of each party under Condominium in form and substance provided in connection with the REA; provided that such certificates may be in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three (3) times during the term closing of the Loan and not more frequently than once per calendar year (Loan, or twice during any calendar year in which a Securitization occurs)consistent with the terms of the applicable Condominium Documents, or otherwise reasonably satisfactory to Lender.
Appears in 1 contract
Estoppel Statement. (a) After request by LenderEach party hereunder shall, Borrower shall within ten (10) Business Days following a request of the other party hereto, furnish Lender with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount Outstanding Principal Balance of the Note, (ii) the Interest Rate of the NoteRate, (iii) the date installments of interest and/or principal were last paid, and (iv) in the case of a statement furnished by Borrower, any known offsets or defenses to the payment and performance of the Debt, if any, and (v) that this Agreement, the other Loan Documents have not been modified or if modified, giving particulars of such modificationObligations.
(b) After request by Borrower, Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver to Lender, promptly upon requestrequest of Lender, an estoppel certificate from each Master Tenant under any Lease (provided that Borrower shall only be required in form and substance reasonably satisfactory to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease)Lender; provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to deliver such certificates more frequently than once three (3) times in any calendar year year.
(c) Borrower shall, promptly upon request of Lender, cause Master Tenant to use commercially reasonable efforts to obtain from Franchisor and deliver to Lender an estoppel certificate stating that (i) the Franchise Agreement is in full force and effect and has not been modified, amended or twice during assigned, (ii) neither Franchisor nor Master Tenant is in default under any calendar year of the terms, covenants or provisions of the Franchise Agreement and Franchisor knows of no event which, but for the passage of time or the giving of notice or both, would constitute a default under the Franchise Agreement, (iii) neither Franchisor nor Master Tenant has commenced any action or given or received any notice for the purpose of terminating the Franchise Agreement and (iv) all sums due and payable to Franchisor under the Franchise Agreement have been paid in which a Securitization occurs)full.
(d) Borrower shall deliver to Lender, upon within thirty (30) days after Lender’s request, use commercially reasonable efforts to obtain estoppel certificates from each party under the REAREA in form and substance reasonably satisfactory to Lender; provided provided, that such certificates may be in the form required under the REA; and provided, further, that Borrower shall not be required to deliver such certificates more than three two (32) times during the term of the Loan and not more frequently than once per calendar year (or twice during in any calendar year in which a Securitization occurs)year.
Appears in 1 contract
Estoppel Statement. (a) After written request by LenderXxxxxx, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating setting forth (i) the original principal amount of the Note, (ii) the unpaid principal amount of the Note, (iiiii) the Interest Rate of the NoteLoan (including Note A and Note B), (iiiiv) the date installments of interest and/or principal were last paid, (ivv) any offsets or defenses to the payment of the Debt, if any, claimed by Xxxxxxxx, and (vvi) that the Note, this Agreement, each Mortgage and the other Loan Documents are valid, legal and binding obligations and have not been modified or if modified, giving particulars of such modification; provided, however, that so long as no Event of Default has occurred and is continuing, Borrower shall not be required to provide such statement more than one (1) time in any calendar year.
(b) After For so long as the Property is subject to the MGM/Mandalay Lease, after written request by BorrowerXxxxxx, Borrower shall use commercially reasonable efforts to deliver to Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) an estoppel certificate from MGM/Mandalay Tenant certifying to the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default matters required under the Loan Documents which remains uncured MGM/Mandalay Lease; provided, however, that so long as no Event of Default has occurred and is continuing, Borrower shall not be required to seek such statement more than one (1) time in the opinion of any calendar year and provided, further, Borrower (if applicable) shall use commercially reasonable efforts to provide that any such estoppel shall be addressed to Lender and Mezzanine Lender.
(c) For so long as the Property is not subject to the MGM/Mandalay Lease, after written request by Xxxxxx, Borrower shall deliver to Lender, upon request, an estoppel certificate from each Tenant under any Lease (provided that Borrower shall only be required to i) use commercially reasonable efforts to obtain an deliver to Lender upon request estoppel certificate certificates from Manager and Casino Operator in form and substance reasonably satisfactory to Lender and (ii) use commercially reasonable efforts to deliver to Lender upon request, tenant estoppel certificates from each commercial Tenant party to a Material Lease at any Tenant not required Individual Property in form and substance reasonably satisfactory to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such LeaseLender; provided, furtherhowever, that so long as no Event of Default has occurred and is continuing, Borrower shall not be required to deliver seek such certificates statement more frequently than once one (1) time in any calendar year (or twice during any calendar year in which a Securitization occurs).
(d) Borrower shall deliver to Lender, upon request, estoppel certificates from each party under the REA; provided that such certificates may be in the form required under the REA; and provided, further, Borrower (if applicable) shall use commercially reasonable efforts to provide that Borrower any such estoppel shall not be required addressed to deliver such certificates more than three (3) times during the term of the Loan Lender and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs)Mezzanine Lender.
Appears in 1 contract
Estoppel Statement. 8.%2.%3.%4. After written request by Lender, Borrower shall within ten (10) days furnish Lender with a statement, duly acknowledged and certified, setting forth (i) the original principal amount of the Note, (ii) the unpaid principal amount of the Note, (iii) the Interest Rate of the Note, (iv) the date installments of interest and/or principal were last paid, (v) any offsets or defenses to the payment of the Debt, if any, claimed by Borrower, and (vi) that the Note, this Agreement, the Pledge Agreement and the other Loan Documents are valid, legal and binding obligations and have not been modified or if modified, giving particulars of such modification.
(a) After In connection with any sale or syndication of an interest in the Loan or Securitization, after request by Lender, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certifiedcertified with respect to the Mortgage Loan, stating setting forth (i) the original principal amount of the Mortgage Note, (ii) the unpaid principal amount of the Note, (ii) the Interest Rate of the Mortgage Note, (iii) the interest rate of the Mortgage Note, (iv) the date installments of interest and/or principal were last paidpaid under the Mortgage Note, (ivv) to Borrower’s knowledge, whether any offsets exist or any defenses to the payment based on specific actions of the Debt, if anyMortgage Lender exist, and (vvi) that this the Mortgage Note, the Mortgage Loan Agreement, the Mortgage and the other Mortgage Loan Documents have not been modified or if modified, giving particulars of such modification.
(b) After request by BorrowerBorrower shall, and shall cause Mortgage Borrower and Operating Company to, deliver to Lender shall within ten (10) Business Days furnish Borrower with a statementupon written request, duly acknowledged and certified, stating tenant estoppel certificates from (i) each material commercial Tenant leasing space at the unpaid principal amount of the NoteProperty, and (ii) Operating Company pursuant to the Interest Rate of the NoteOperating Lease, (iii) the date installments of interest and/or principal were last paid each in form and (iv) whether or not substance reasonably satisfactory to Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver to Lender, upon request, an estoppel certificate from each Tenant under any Lease (provided that Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to cause Mortgage Borrower to deliver such certificates more frequently than once two (2) times in any calendar year (or twice during any calendar year in which a Securitization occurs)year.
(d) Borrower shall deliver to Lender, upon request, estoppel certificates from each party under the REA; provided that such certificates may be in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three (3) times during the term of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
Appears in 1 contract
Samples: Senior Mezzanine Loan Agreement (Ashford Hospitality Prime, Inc.)
Estoppel Statement. (a) After written request by LenderAgent, Borrower shall within ten (10) Business Days furnish Lender Agent with a statement, duly acknowledged and certified, stating certifying (i) the unpaid principal amount of the Note, (ii) the Applicable Interest Rate of the NoteRate, (iii) the date installments of interest and/or principal were last paid, (iv) to Borrower’s knowledge, any offsets or defenses to the payment of the Debt, if any, and (v) that this Agreement, Agreement and the other Loan Documents have not been modified or if modified, giving particulars of such modification.
(b) After written request by Borrower, Lender provided no Event of Default exists, Agent shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating statement certifying (i) the unpaid principal amount of the Note, (ii) the Applicable Interest Rate of the NoteRate, (iii) the date installments of interest and/or principal were last paid and paid, (iv) whether or not Lender Agent has sent any notice of default under the Loan Documents which remains uncured in the opinion of LenderAgent, and (v) that this Agreement and the other Loan Documents have not been modified or if modified, giving particulars of such modification.
(c) Borrower shall use commercially reasonable efforts to obtain and deliver to LenderAgent, upon request, an estoppel certificate from each Tenant under any Lease (provided that Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to request or deliver such certificates more frequently than once one (1) time in any calendar year twelve (12) month period (other than in connection with an Event of Default or twice during any calendar year a Securitization). Failure to deliver an estoppel certificate pursuant to this Section 4.1.8(c) shall not constitute a Default or Event of Default under this Agreement so long as Borrower has used commercially reasonable efforts in which a Securitization occurs)order obtain such estoppel certificate.
(d) Borrower shall use commercially reasonable efforts to obtain and deliver to LenderAgent, upon request, an estoppel certificates certificate from each party counterparty under the REAReciprocal Easement Agreement; provided that such certificates certificate may be in the form required under the REAReciprocal Easement Agreement; provided, further, that Borrower shall not be required to request or deliver such certificates more frequently than three one (31) times during time in any twelve (12) month period (other than in connection with an Event of Default or a Securitization). Failure to deliver an estoppel certificate pursuant to this Section 4.1.8(d) shall not constitute a Default or Event of Default under this Agreement so long as Borrower has used commercially reasonable efforts in order obtain such estoppel certificate.
(e) Borrower shall use its commercially reasonable efforts to deliver to Agent, upon request, an estoppel certificate from Ground Lessor under the term of Ground Lease; provided that such certificate may be in the Loan and form required under the Ground Lease; provided, further, that Borrower shall not be required to request or deliver such certificate more frequently than once per calendar year one (1) time in any twelve (12) month period (other than in connection with an Event of Default or twice during any calendar year a Securitization). Failure to deliver an estoppel certificate pursuant to this Section 4.1.8(e) shall not constitute a Default or Event of Default under this Agreement so long as Borrower has used commercially reasonable efforts in which a Securitization occurs)order obtain such estoppel certificate.
Appears in 1 contract
Samples: Loan Agreement (Black Creek Diversified Property Fund Inc.)
Estoppel Statement. (a) After request by Borrower shall deliver to Lender, Borrower shall within ten (10) Business Days furnish Lender with after Lender’s request, a statement, duly acknowledged and certified, stating setting forth, (i) the original principal amount of the Loan and the Mortgage Loan, (ii) the unpaid principal amount of the Note, (ii) Loan and the Interest Rate of the NoteMortgage Loan, (iii) the interest rate of the Loan and the Mortgage Loan, (iv) the date installments of principal and/or interest and/or principal were last paidpaid in respect of the Loan and the Mortgage Loan, (ivv) any offsets or defenses to the payment and performance of the DebtObligations or the “Secured Obligations” as defined under the Mortgage Loan Agreement, if any, and (vvi) that this Agreement, the other Loan Documents and the Mortgage Loan Documents are valid, legal and binding obligations of Borrower, and have not been modified or (or, if modified, giving particulars of such modification). If Borrower fails to provide to Lender with the certified statement specified in this Section 4.1.8(a) within the time period specified above, then (i) such failure shall, at Lender’s election, constitute an Event of Default upon notice from Lender, and (ii) Borrower shall pay to Lender a fee in the amount of $2,500 immediately upon the occurrence of such failure and again upon the expiration of each 30-day period thereafter until compliance is achieved, which amounts shall constitute a portion of the Obligations and, if unpaid, shall accrue interest at the Default Rate. Notwithstanding the foregoing, Borrower shall not be required to deliver the certified statement specified in this Section 4.1.8
(a) more frequently than twice each Fiscal Year, unless Lender’s request for said certified statement is made (i) during the continuance of an Event of Default or (ii) in connection with any Secondary Market Transaction.
(b) After request by BorrowerBorrower shall cause Mortgage Borrower to deliver to Lender, Lender shall within ten fifteen (1015) Business Days furnish Borrower with a statementdays after Lender’s written request, duly acknowledged an estoppel certificate from Manager in form and certified, stating (i) substance reasonably satisfactory to Lender; provided that such estoppel certificate may be in the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default form required under the Loan Documents which remains uncured in the opinion of LenderManagement Agreement.
(c) Borrower shall cause Mortgage Borrower to deliver to Lender, upon within thirty (30) days after Lender’s request, an estoppel certificate from each Tenant under any Lease (in form and substance reasonably satisfactory to Lender; provided that (i) Mortgage Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that , (ii) such estoppel certificate may be in the form required under such Lease; provided, furtherand (iii) after the final Securitization of the Loan, that Mortgage Borrower shall not be required to deliver such certificates estoppel certificate from any Tenant more frequently than once two (2) times in any calendar year (or twice during any calendar year in which a Securitization occurs)year.
(d) Borrower shall cause Mortgage Borrower to deliver to Lender, upon within fifteen (15) days after Lender’s written request, an estoppel certificates certificate from each party under the REA; provided that such certificates may be Asset Manager in the form required under the REA; provided, further, that Borrower shall not be required and substance reasonably satisfactory to deliver such certificates more than three (3) times during the term of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs)Lender.
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Plymouth Industrial REIT Inc.)
Estoppel Statement. (a) After request by Lender, Borrower shall shall, within ten (10) Business Days days, furnish Lender with a statement, duly acknowledged and certified, stating an Officer's Certificate setting forth (i) the original principal amount of the Loan, (ii) the unpaid principal amount of the NoteLoan, (iiiii) the Applicable Interest Rate of the NoteLoan, (iiiiv) the date installments of interest and/or principal were last paid, (ivv) any offsets or defenses to the payment of the Debt, if any, and (vvi) that the Note, this Agreement, the Pledge Agreement and the other Loan Documents are valid, legal and binding obligations and have not been modified or if modified, giving particulars of such modificationmodification and (vii) such other factual matters that are reasonably requested by Lender.
(b) After request by BorrowerBorrower shall cause to be delivered to Lender, Lender shall within ten (10) Business Days furnish Borrower with a statementdays of Lender's request, duly acknowledged tenant estoppel certificates from Master Tenant in form and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of substance reasonably satisfactory to Lender.
(c) Borrower shall deliver cause to be delivered to Lender, upon within ten (10) days of Lender's request, an tenant estoppel certificate certificates from each Tenant under any Lease (provided that Borrower shall only be required Operator in form and substance reasonably satisfactory to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to deliver such certificates more frequently than once in any calendar year (or twice during any calendar year in which a Securitization occurs)Lender.
(d) After request by Borrower, Lender shall, within ten (10) days, furnish Borrower with a certificate setting forth the items provided for in clauses (i) through (iv) of Section 5.1.15
(a) and whether there is any outstanding notice of default given by Lender. After request by Borrower, Lender shall deliver to direct Mortgage Lender, upon to furnish Borrower, within ten (10) days of such request, estoppel certificates from each party under a certificate setting forth the REA; items provided that such certificates may be for in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three clauses (3i) times during the term through (iv) of Section 5.1.15
(a) of the Mortgage Loan Agreement and not more frequently than once per calendar year whether there is any outstanding notice of default given by Mortgage Lender. After request by Borrower, Lender shall direct Senior Mezzanine Lender, to furnish Borrower, within ten (or twice during 10) days of such request, a certificate setting forth the items provided for in clauses (i) through (iv) of Section 5.1.15 of the applicable Senior Mezzanine Loan Agreement and whether there is any calendar year in which a Securitization occurs)outstanding notice of default given by the applicable Senior Mezzanine Lender.
Appears in 1 contract
Samples: Loan Agreement (Hcp, Inc.)
Estoppel Statement. (a) After request by Lender, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Applicable Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid, (iv) any offsets or defenses to the payment of the Debt, if any, and (v) that the Note, this Agreement, the Pledge Agreement, the Mortgage and the other Loan Documents have not been modified or if modified, giving particulars of such modification. Notwithstanding the foregoing, provided no Default or Event of Default shall have occurred, Lender shall be limited to one (1) request per calendar year.
(b) After request by BorrowerOnly to the extent Borrower is entitled to receive under such applicable Lease, Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver or cause Mezzanine A Borrower to cause Mortgage Borrower to deliver to Lender, upon within thirty (30) days after request, an estoppel certificate from each Tenant under any Lease (provided that Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, provided further that Borrower shall not be required to deliver such certificates more frequently than once two (2) times in any calendar year year.
(c) After request by Lender, Borrower shall within ten (10) Business Days, furnish Lender with a statement, duly acknowledged and certified, setting forth (i) the outstanding principal balance of the Mortgage Loan, (ii) the applicable interest rate of the Mortgage Loan, (iii) the date installments of interest and/or principal were last paid on the Mortgage Loan, (iv) any offsets or twice during any calendar year defenses to the Debt (as defined in which a Securitization occurs)the Mortgage Loan Agreement) under the Mortgage Loan, if any, and (v) that the Mortgage Loan Documents have not been modified or if modified, giving particulars of such modification.
(d) After request by Lender, Borrower shall deliver within ten (10) Business Days, furnish Lender with a statement, duly acknowledged and certified, setting forth (i) the outstanding principal balance of the Mezzanine Loan, (ii) the applicable interest rate of the Mezzanine Loan, (iii) the date installments of interest and/or principal were last paid on the Mezzanine Loan, (iv) any offsets or defenses to Lender, upon request, estoppel certificates from each party the Debt (as defined in the Mezzanine Loan Agreement) under the REA; provided Mezzanine Loan, if any, and (v) that the Mezzanine Loan Documents have not been modified or if modified, giving particulars of such certificates may be in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three (3) times during the term of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs)modification.
Appears in 1 contract
Estoppel Statement. (a) After request by Lender, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount Outstanding Principal Balance of the NoteLoan, (ii) the Applicable Interest Rate of the NoteRate, (iii) the date installments of interest and/or principal were last paid, (iv) any known offsets or defenses to the payment and performance of the DebtObligations, if any, and (v) that this Agreement, Agreement and the other Loan Documents have not been modified or if modified, giving particulars of such modification.
(b) After request by Borrower, Lender Borrower and Leasehold Pledgor shall within ten use commercially reasonable efforts to deliver (10or cause Owner or Operating Lessee to deliver) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver to Lender, upon within thirty (30) days of Lender’s request, an estoppel certificate from each Tenant tenant under any Lease in form and substance reasonably satisfactory to Lender; provided, that neither Borrower nor Leasehold Pledgor shall be required to deliver (provided or cause Owner or Operating Lessee to deliver) such certificates more frequently than the lesser of (x) two (2) times in any calendar year or (y) the number of requests permitted to be made under the applicable Lease in any calendar year; provided, however, that Borrower shall only there will be no limit on the number of times Owner and Operating Lessee may be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to deliver such certificates more frequently than once in any calendar year if an Event of Default has occurred and is continuing (or twice during any calendar year in which a Securitization occurssubject to the applicable terms of each Lease).
(dc) Borrower and Leasehold Pledgor shall use commercially reasonable efforts to deliver (or cause Owner or Operating Lessee to deliver) to Lender, upon within thirty (30) days of Lender’s request, estoppel certificates from each party under the REA; provided that such certificates may be any Operations Agreement, in the form required under the REAand substance reasonably satisfactory to Lender; provided, further, that neither Borrower nor Leasehold Pledgor shall not be required to deliver (or cause Owner or Operating Lessee to deliver) such certificates more than three (3) times during the term of the Loan Term and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
(d) Borrower and Leasehold Pledgor shall use commercially reasonable efforts to deliver (or cause Owner or Operating Lessee to deliver) to Lender, within thirty (30) days of Lender’s request, estoppel certificates from the Ground Lessor, in form and substance reasonably satisfactory to Lender; provided, that neither Borrower nor Leasehold Pledgor shall be required to deliver (or cause Owner or Operating Lessee to deliver) such certificates more than three (3) times during the Term and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
(e) Borrower and Leasehold Pledgor shall use commercially reasonable efforts to deliver to Lender (or cause Owner or Operating Lessee to deliver), within thirty (30) days of Lender’s request, estoppel certificates from each Franchisor, in form and substance reasonably satisfactory to Lender; provided, that neither Borrower nor Leasehold Pledgor shall be required to deliver (or cause Owner or Operating Lessee to deliver) such certificates more than three (3) times during the Term and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Hospitality Investors Trust, Inc.)
Estoppel Statement. (a) After request by Borrower shall deliver to Lender, Borrower shall within ten five (105) Business Days furnish Lender with after Lender’s request (but no more frequently than twice in any twelve (12) month period), a statement, duly acknowledged and certified, stating setting forth (i) the original principal amount of the Loan, (ii) the unpaid principal amount of the Note, (ii) the Interest Rate of the NoteLoan, (iii) the interest rate of the Loan, (iv) the date installments of principal and/or interest and/or principal were last paid, (ivv) any offsets or defenses to the payment and performance of the DebtObligations, if any, and (vvi) that this Agreement, Agreement and the other Loan Documents are valid, legal and binding obligations of Borrower and have not been modified or (or, if modified, giving particulars of such modification).
(b) After request by Borrower, Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver to Lender, upon within thirty (30) days after Lender’s request, an estoppel certificate from each Tenant under any Lease (in form and substance reasonably satisfactory to Lender; provided that (i) Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided , and Borrower shall not be required to commence any actions against any Tenant that fails to deliver any such estoppel statement, (ii) such estoppel certificate may be in the form required under such Lease; provided, furtherand (iii) after the final Securitization of the Loan, that Borrower shall not be required to deliver such certificates estoppel certificate from any Tenant more frequently than once two (2) times in any calendar year (or twice during any calendar year in which a Securitization occurs)year.
(dc) Borrower shall deliver to Lender, upon within thirty (30) days after Lender’s request, an estoppel certificates certificate from each party the board of directors of the condominium association or other applicable governing body under the REACondominium Documents in form and substance reasonably satisfactory to Lender; provided that such certificates estoppel certificate may be in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three (3) times during the term of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs)Condominium Documents.
Appears in 1 contract
Estoppel Statement. (a) After written request by Lender, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating setting forth, to Borrower’s knowledge, (i) the original principal amount of the Note, (ii) the unpaid principal amount of the Note, (iiiii) the Interest Rate of the Note, (iiiiv) the date installments of interest and/or principal were last paid, (ivv) any offsets or defenses to the payment of the Debt, if any, claimed by Borrower, and (vvi) that the Note, this Agreement, the Mortgage and the other Loan Documents are valid, legal and binding obligations and have not been modified or if modified, giving particulars of such modification. Except in connection with a Securitization, notwithstanding the foregoing, provided no Event of Default has occurred and is continuing, Borrower shall not be required to provide such estoppel statement more than two (2) times in any calendar year during the term of the Loan.
(b) After request Borrower shall use commercially reasonable efforts to deliver to Lender upon written request, on or before the date which is five (5) Business Days following the date by Borrowerwhich the applicable Tenant is required to deliver the same pursuant to the terms of the applicable Lease (or, Lender shall if no such time frame is provided, within ten (10) Business Days furnish Borrower with a statementafter Lender’s written request), duly acknowledged tenant estoppel certificates from each commercial Tenant leasing space at the Property in form and certified, stating (i) substance substantially similar to the unpaid principal amount form of estoppel provided by such Tenant at the closing of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether Loan or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver otherwise reasonably acceptable to Lender, upon request, an estoppel certificate from each Tenant under any Lease (provided that Borrower shall only or in such other form as may be required to use commercially reasonable efforts be delivered by Tenant pursuant to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its such Lease); , provided that such certificate may be in the form required under such Lease; provided, further, that so long as no Event of Default has occurred and is continuing Borrower shall not be required to deliver such certificates more frequently than once two (2) times in any calendar year (or twice during any calendar year in which a Securitization occurs).
(d) year. Notwithstanding anything to the contrary contained herein, including this Section 5.1.15, it is understood and agreed that Borrower shall have no obligation (i) to deliver such estoppel certificate to Lenderthe extent that Tenant is not required to provide such estoppel pursuant to the terms of the applicable Lease, upon request, or (ii) to require that any estoppel certificates from each party under the REA; provided that such certificates certificate be in form other than what may be expressly provided for in such Lease, and (iii) any failure to deliver any estoppel certificate where the form same is not required under the REA; providedapplicable Lease (and, furtherin such event, that Borrower in any form other than what may be expressly required under such Lease) shall not be required to deliver such certificates more than three (3) times during the term in no event constitute a Default or Event of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs)Default hereunder.
Appears in 1 contract
Estoppel Statement. (a) After request by Lender, Borrower shall shall, within ten (10) Business Days days, furnish Lender with a statement, duly acknowledged and certified, stating an Officer’s Certificate setting forth (i) the original principal amount of the Loan, (ii) the unpaid principal amount of the NoteLoan, (iiiii) the Applicable Interest Rate of the NoteLoan, (iiiiv) the date installments of interest and/or principal were last paid, (ivv) any offsets or defenses to the payment of the Debt, if any, and (vvi) that the Note, this Agreement, the Pledge Agreement and the other Loan Documents are valid, legal and binding obligations and have not been modified or if modified, giving particulars of such modificationmodification and (vii) such other factual matters that are reasonably requested by Lender.
(b) After request by BorrowerBorrower shall cause to be delivered to Lender, Lender shall within ten (10) Business Days furnish Borrower with a statementdays of Lender’s request, duly acknowledged tenant estoppel certificates from Master Tenant in form and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of substance reasonably satisfactory to Lender.
(c) Borrower shall deliver cause to be delivered to Lender, upon within ten (10) days of Lender’s request, an tenant estoppel certificate certificates from each Tenant under any Lease (provided that Borrower shall only be required Operator in form and substance reasonably satisfactory to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to deliver such certificates more frequently than once in any calendar year (or twice during any calendar year in which a Securitization occurs)Lender.
(d) After request by Borrower, Lender shall, within ten (10) days, furnish Borrower with a certificate setting forth the items provided for in clauses (i) through (iv) of Section 5.1.15(a) and whether there is any outstanding notice of default given by Lender. After request by Borrower, Lender shall deliver to direct Mortgage Lender, upon to furnish Borrower, within ten (10) days of such request, estoppel certificates from each party under a certificate setting forth the REA; items provided that such certificates may be for in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three clauses (3i) times during the term through (iv) of Section 5.1.15(a) of the Mortgage Loan Agreement and not more frequently than once per calendar year whether there is any outstanding notice of default given by Mortgage Lender. After request by Borrower, Lender shall direct Senior Mezzanine Lender, to furnish Borrower, within ten (or twice during 10) days of such request, a certificate setting forth the items provided for in clauses (i) through (iv) of Section 5.1.15 of the applicable Senior Mezzanine Loan Agreement and whether there is any calendar year in which a Securitization occurs)outstanding notice of default given by the applicable Senior Mezzanine Lender.
Appears in 1 contract
Samples: Loan Agreement (Hcp, Inc.)
Estoppel Statement. (a) After request by LenderUpon Landlord's written request, Borrower Tenant shall within ten (10) Business Days furnish Lender with execute, acknowledge and deliver to Landlord, any of Landlord's lenders, and any prospective purchaser of the Property, a statement, duly acknowledged and certified, stating written statement certifying: (i) that this Lease has not been amended (or if it has been amended, attaching the unpaid principal amount of the Note, amendment); (ii) the Interest Rate of the Note, that this Lease has not been canceled or terminated; (iii) the last date installments of interest and/or principal were last paid, payment of the Base Rent and Additional Rent and the time period covered by such payment; (iv) any offsets or defenses that to the payment best of the DebtTenant's knowledge Landlord is not in default under this Lease (or, if anyLandlord is claimed to be in default, stating why); and (v) such other matters as may be reasonably required by Landlord, its lenders, or a prospective purchaser, provided such other matters do not modify the provisions of this Lease. Tenant shall deliver such statement within fifteen (15) days after Landlord's request. If Tenant does not deliver such statement to Landlord within such fifteen (15) day period, Landlord, and any prospective purchaser or lender, may conclusively presume and rely upon the following facts, to which Landlord may certify as attorney-in-fact for and on behalf of Tenant: (A) that this Agreement, the other Loan Documents have Lease has not been modified amended (or if modifiedit has been amended, giving particulars attaching the amendment); (B) that this Lease has not been canceled or terminated except as otherwise represented by Landlord; (C) that not more than one month of Basic Rent or Additional Rent have been paid in advance; and (D) that Landlord is not in default under the Lease. In such event, Tenant shall be estopped from denying the truth of such modificationfacts.
(b) After request by BorrowerUpon Tenant's written request, Lender Landlord shall within ten (10) Business Days furnish Borrower with execute, acknowledge and deliver to Tenant, any of Tenant's lenders, and any permitted assignee of this Lease or Subtenant of the Premises, a statement, duly acknowledged and certified, stating written statement certifying: (i) that this Lease has not been amended (or if it has been amended, attaching the unpaid principal amount of the Note, amendment); (ii) the Interest Rate of the Note, that this Lease has not been canceled or terminated; (iii) the last date installments of interest and/or principal were last paid payment of the Base Rent and Additional Rent and the time period covered by such payment; (iv) whether or that to the best of Landlord's knowledge Tenant is not Lender has sent any notice of in default under this Lease (or, if Tenant is claimed to be in default, stating why); and (v) such other matters as may be reasonably required by Tenant, its lenders, or a permitted assignee or subtenant; provided such other matters do not modify the Loan Documents which remains uncured in the opinion provisions of Lender.
(c) Borrower this Lease. In addition, upon Tenant's written request, Landlord shall execute, acknowledge and deliver to Lender, upon request, an estoppel certificate from each Tenant under or any Lease (provided that Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under of Tenant's lenders a waiver of its Lease); provided that such certificate may be Landlord lien substantially in the form required under such Lease; provided, further, that Borrower attached hereto as Exhibit G. Landlord shall not be required to deliver such certificates more frequently than once in any calendar year statement or waiver within fifteen (or twice during any calendar year in which a Securitization occurs)15) days after Tenant's request.
(d) Borrower shall deliver to Lender, upon request, estoppel certificates from each party under the REA; provided that such certificates may be in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three (3) times during the term of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
Appears in 1 contract
Estoppel Statement. (a) After request by Borrower shall deliver to Lender, Borrower shall within ten (10) Business Days furnish Lender with after Lender’s request, a statement, duly acknowledged and certified, stating setting forth (i) the original principal amount of the Loan, (ii) the unpaid principal amount of the Note, (iiiii) the Interest Rate interest rate of the Note, (iiiiv) the date installments of principal and/or interest and/or principal were last paid, (ivv) any offsets or defenses to the payment and performance of the DebtObligations, if any, of which Borrower has Actual Knowledge, and (vvi) that this Agreement, Agreement and the other Loan Documents are valid, legal and binding obligations of Borrower and have not been modified or (or, if modified, giving particulars of such modification); provided that, unless an Event of Default shall be continuing, Borrower shall not be required to deliver such estoppel certificate more frequently than two (2) times in any calendar year.
(b) After request by Borrower, Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall or shall cause Mortgage Borrower to, or Op Co Pledgor shall or shall cause Operating Lessee to, use commercially reasonably efforts to deliver to Lender upon Lender, upon ’s request, an estoppel certificate from each Tenant under any Lease (in form and substance reasonably satisfactory to Lender; provided that (i) Borrower and Op Co Pledgor shall only be required to cause Mortgage Borrower or Operating Lessee to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its LeaseLease (or not required to provide an estoppel at the frequency with which Lender has requested same); provided that , (ii) such estoppel certificate may be in the form required under such Lease; provided, furtherand (iii) unless an Event of Default shall be continuing, that neither Borrower nor Op Co Pledgor shall not be required to cause Mortgage Borrower or Operating Lessee to deliver such certificates estoppel certificate from any Tenant more frequently than once two (2) times in any calendar year (or twice during any calendar year in which a Securitization occurs)year.
(dc) After written request by Lender, Borrower shall deliver cause Mortgage Borrower to, within ten (10) Business Days, furnish to LenderLender a statement, upon requestduly acknowledged and certified, estoppel certificates from each party setting forth (i) the original principal amount of the Mortgage Loan, (ii) the outstanding principal balance of the Mortgage Loan, (iii) the interest rate of the Mortgage Loan, (iv) the date installments of interest and/or principal were last paid under the REA; provided that such certificates may be Mortgage Loan, (v) any offsets or defenses to the performance of the Obligations (as defined in the form required under Mortgage Loan Agreement), if any, claimed by Mortgage Borrower and (vi) that the REA; providedMortgage Note executed by Mortgage Borrower (subject only to bankruptcy, furtherinsolvency and similar laws affecting rights of creditors generally), that the Mortgage Loan Agreement, the Security Instrument and the other Mortgage Loan Documents are valid, legal and binding obligations of Mortgage Borrower shall and have not be required to deliver been modified or if modified, giving particulars of such certificates more than three (3) times during the term of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs)modification.
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Hersha Hospitality Trust)
Estoppel Statement. (a) After request by LenderEach party hereunder shall, Borrower shall within ten (10) Business Days following a request of the other party hereto, furnish Lender with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount Outstanding Principal Balance of the Note, (ii) the then-current LIBOR Interest Rate of (or the NoteBase Rate, if then applicable), (iii) the date installments of interest and/or principal were last paid, and (iv) in the case of a statement furnished by Borrower, any offsets or defenses to the payment and performance of the Debt, if any, and (v) that this Agreement, the other Loan Documents have not been modified or if modified, giving particulars of such modificationObligations.
(b) After request by Borrower, Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver to Lender, upon request, an estoppel certificate from each Tenant under any Lease in form and substance reasonably satisfactory to Lender (provided that Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; and provided, further, that Borrower shall not be required to deliver such certificates more frequently than once two (2) times in any calendar year.
(c) Borrower shall deliver to Lender, within thirty (30) days after Lender’s request, estoppel certificates or so-called “good standing letters” from each party under each Franchise Agreement, each Property Management Agreement and each Intermediate Management Agreement (to the extent that the applicable Franchise Agreement, Property Management Agreement or Intermediate Management Agreement entitles Borrower to request an estoppel certificate or “good standing letter”) in form and substance reasonably satisfactory to Lender; provided, that such certificates and/or letters may be in the form required under the applicable Franchise Agreement, Property Management Agreement or Intermediate Management Agreement; and provided, further, that Borrower shall not be required to deliver such certificates and/or letters more than one (1) time in any calendar year unless (i) an Event of Default shall have occurred and be continuing, or twice during any calendar year (ii) such certificates and/or letters are required in which connection with a Securitization occurs)Secondary Market Transaction.
(d) Borrower shall use commercially reasonable efforts to deliver to Lender, upon within thirty (30) days after Lender’s request, estoppel certificates from each party under the REAeach REA in form and substance reasonably satisfactory to Lender; provided provided, that such certificates may be in the form required under the REA; and provided, further, that Borrower shall not be required to deliver such certificates more than three one (31) times during the term of the Loan and not more frequently than once per calendar year (or twice during time in any calendar year in which a Securitization occurs)year.
Appears in 1 contract
Samples: Loan Agreement (American Realty Capital Hospitality Trust, Inc.)
Estoppel Statement. (a) After request by Lender, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Applicable Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid, (iv) any offsets or defenses to the payment of the Debt, if any, and (v) that the Note, this Agreement, the Pledge Agreement, the Mortgage and the other Loan Documents have not been modified or if modified, giving particulars of such modification. Notwithstanding the foregoing, provided no Default or Event of Default shall have occurred, Lender shall be limited to one (1) request per calendar year.
(b) After request by BorrowerOnly to the extent Borrower is entitled to receive under such applicable Lease, Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver or cause Mortgage Borrower to deliver to Lender, upon within thirty (30) days after request, an estoppel certificate from each Tenant under any Lease (provided that Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, provided further that Borrower shall not be required to deliver such certificates more frequently than once two (2) times in any calendar year (or twice during any calendar year in which a Securitization occurs)year.
(dc) After request by Lender, Borrower shall deliver within ten (10) Business Days, furnish Lender with a statement, duly acknowledged and certified, setting forth (i) the outstanding principal balance of the Mortgage Loan, (ii) the applicable interest rate of the Mortgage Loan, (iii) the date installments of interest and/or principal were last paid on the Mortgage Loan, (iv) any offsets or defenses to Lender, upon request, estoppel certificates from each party the Debt (as defined in the Mortgage Loan Agreement) under the REA; provided Mortgage Loan, if any, and (v) that the Mortgage Loan Documents have not been modified or if modified, giving particulars of such certificates may be in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three (3) times during the term of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs)modification.
Appears in 1 contract
Estoppel Statement. (a) After written request by LenderLxxxxx, which request following a Securitization shall, provided no Event of Default then exists, not be made more than twice each calendar year, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating setting forth (i) the original principal amount of the Loan, (ii) the unpaid principal amount of the NoteLoan, (iiiii) the Interest Rate of the NoteLoan, (iiiiv) the date installments of interest and/or principal were last paid, (ivv) any offsets or defenses to the payment of the DebtDebt and/or any claims against Lxxxxx then known to Borrower, if any, and (vvi) that the Note, this Agreement, the Mortgage and the other Loan Documents are valid, legal and binding obligations and have not been modified or if modified, giving particulars of such modification, and (vii) whether, to Borrower’s knowledge, there is any Default or Event of Default then continuing.
(b) After Upon request by BorrowerLxxxxx, Lender Borrower shall promptly (and in any event within ten (10) Business Days furnish Borrower with a statementdays after such request), duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent give notice under each Property Document exercising any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver to Lender, upon request, an estoppel certificate from each Tenant under any Lease (provided that Borrower shall only be required to use commercially reasonable efforts right thereunder to obtain an estoppel certificate from any Tenant not required with respect to provide an estoppel Borrower’s obligations under such Property Document, which certificate under its Lease); provided that such certificate may shall be in form and substance reasonably satisfactory to Lender given the form required under terms of such Lease; providedProperty Document, further, provided that Borrower shall not be required to deliver demand such certificates more frequently than once two (2) times in any calendar year (or twice during any calendar year in which a Securitization occurs)so long as no Trigger Period is continuing.
(dc) Upon request by Lxxxxx, Borrower shall deliver promptly (and in any event within ten (10) days after such request), give notice to Lender, upon request, estoppel certificates from each party under the REA; provided commercial Tenant demanding that such certificates may Tenant execute and deliver an estoppel certificate in form and substance reasonably satisfactory to Lender (but in no event shall a Tenant be required to deliver an estoppel certificate in the form not required under the REA; providedby its Lease), further, provided that Borrower shall not be required to deliver demand such certificates more frequently than three two (32) times during the term of the Loan and not more frequently than once per calendar year (or twice during in any calendar year in which a Securitization occurs)so long as no Trigger Period is continuing. Borrower shall deliver to Lender each such estoppel certificate promptly upon Bxxxxxxx’s receipt thereof, and shall use commercially reasonable efforts promptly to obtain same.
Appears in 1 contract
Samples: Building Loan Agreement (ACRES Commercial Realty Corp.)
Estoppel Statement. (a) After request by Lender, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount Outstanding Principal Balance of the NoteLoan, (ii) the Interest Rate of the NoteRate, (iii) the date installments of interest and/or principal were last paid, (iv) any known offsets or defenses to the payment and performance of the DebtObligations, if any, and (v) that this Agreement, Agreement and the other Loan Documents have not been modified or if modified, giving particulars of such modification.
(b) After request by Borrower, Lender Borrower and Leasehold Pledgor shall within ten use commercially reasonable efforts to deliver (10or cause Owner or Operating Lessee to deliver) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver to Lender, upon within thirty (30) days of Lender’s request, an estoppel certificate from each Tenant tenant under any Lease in form and substance reasonably satisfactory to Lender; provided, that neither Borrower nor Leasehold Pledgor shall be required to deliver (provided or cause Owner or Operating Lessee to deliver) such certificates more frequently than the lesser of (x) two (2) times in any calendar year or (y) the number of requests permitted to be made under the applicable Lease in any calendar year; provided, however, that Borrower shall only there will be no limit on the number of times Owner and Operating Lessee may be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to deliver such certificates more frequently than once in any calendar year if an Event of Default has occurred and is continuing (or twice during any calendar year in which a Securitization occurssubject to the applicable terms of each Lease).
(dc) Borrower and Leasehold Pledgor shall use commercially reasonable efforts to deliver (or cause Owner or Operating Lessee to deliver) to Lender, upon within thirty (30) days of Lender’s request, estoppel certificates from each party under the REA; provided that such certificates may be any Operations Agreement, in the form required under the REAand substance reasonably satisfactory to Lender; provided, further, that neither Borrower nor Leasehold Pledgor shall not be required to deliver (or cause Owner or Operating Lessee to deliver) such certificates more than three (3) times during the term of the Loan Term and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Hospitality Investors Trust, Inc.)
Estoppel Statement. (a) After request by Lender, each Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount Outstanding Principal Balance of the such Borrower's applicable Note, (ii) the Interest Rate of the for such Borrower's applicable Note, (iii) the date installments of interest and/or principal were last paid, (iv) any offsets or defenses to the payment and performance of the DebtObligations, if any, and (v) that this Agreement, Agreement and the other Loan Documents to which such Borrower is a party have not been modified or if modified, giving particulars of such modification.
(b) After request by any Borrower, Lender shall within ten (10) Business Days furnish such Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount Outstanding Principal Balance of the such Borrower's applicable Note, (ii) the Interest Rate of the for such Borrower's applicable Note, (iii) the date installments of interest and/or principal were last paid paid, and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Each Borrower shall deliver to Lender, upon requestfive (5) Business Days' notice from Lender, an estoppel certificate from each Tenant under any Lease at such Borrower's Individual Property (provided that such Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided provided, that such certificate may be in the form required under such Lease; and provided, further, that no Borrower shall not be required to deliver such certificates more frequently than once two (2) times in any calendar year (or twice during any calendar year in which a Securitization occurs)year.
(d) Borrower Borrowers shall deliver to Lender, upon requestfive (5) Business Days' notice from Lender, estoppel certificates from each party under the REAMezzanine Loan Documents; provided provided, that such certificates may be in the form required under the REAMezzanine Loan Documents; and provided, further, that Borrower Borrowers shall not be required to deliver such certificates more than three two (32) times during the term of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs)applicable year.
Appears in 1 contract
Estoppel Statement. (a) After request by LenderLxxxxx, Borrower shall within ten (10) Business Days furnish Lender or any proposed assignee of the Loan with a statement, duly acknowledged and certified, stating setting forth (i) the original principal amount of the Note, (ii) the unpaid principal amount of the Note, (iiiii) the Interest Rate of the Note, (iiiiv) the Maturity Date, (v) the date installments of interest and/or principal were last paid, (iv) any offsets or defenses to the payment of the Debt, if any, most recent Monthly Debt Service Payment Amount was paid and (vvi) that that, except as provided in such statement, to Bxxxxxxx’s knowledge, there are no Events of Default under this Agreement, Agreement or any of the other Loan Documents have Documents; provided that Borrower shall not been modified or if modified, giving particulars be required to deliver such statement more frequently than two (2) times in any calendar year unless an Event of such modificationDefault has occurred and is continuing.
(b) After request by BorrowerBxxxxxxx, Lender shall within ten (10) Business Days furnish Borrower or any proposed assignee of the Loan with a statement, duly acknowledged and certified, stating setting forth (i) the original principal amount of the Note, (ii) the unpaid principal amount of the Note, (iiiii) the Interest Rate of the Note, (iiiiv) the Maturity Date, (v) the date installments of interest and/or principal were last paid the most recent Monthly Debt Service Payment Amount was paid, and (ivvi) whether that, except as provided in such statement, to Lxxxxx’s knowledge, there are no Events of Default under this Agreement or any of the other Loan Documents; provided that Lender shall only deliver such statements if an Event of Default has not Lender has sent occurred and is continuing and, in any notice of default under the Loan Documents which remains uncured event, shall not be required to deliver such statement more frequently than two (2) times in the opinion of Lenderany calendar year.
(c) Borrower shall use commercially reasonable efforts to deliver to Lender upon request, tenant estoppel certificates from each commercial Tenant leasing space at the Property in form and substance reasonably satisfactory to Lender; provided that Borrower shall not be required to use such efforts to deliver such certificates with respect to more than (i) five (5) Tenants not under a Major Lease in any calendar year, or (ii) more frequently than one (1) time in any calendar year for any Tenants under a Major Lease unless an Event of Default has occurred and is continuing.
(d) Subject to the terms thereof and the rights of third parties thereunder, Borrower shall use commercially reasonable efforts (without the obligation to expend sums of money or incur any liability) to deliver to Lender, upon requestwithin thirty (30) days of written request therefor by Lxxxxx, an estoppel certificate certificates from the other parties to each Tenant under any Lease (provided Property Document in form and substance reasonably acceptable to Lender; provided, that so long as no Event of Default is then continuing, Borrower shall only not be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to deliver such certificates more frequently than once one (1) time in any calendar year (or twice during except that prior to a Securitization of the entire Loan, Borrower will use such efforts to deliver up to two (2) estoppel certificates in any calendar year in which a Securitization occursyear).
(d) Borrower shall deliver to Lender, upon request, estoppel certificates from each party under the REA; provided that such certificates may be in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three (3) times during the term of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
Appears in 1 contract
Estoppel Statement. (a) After request by Lender, Borrower shall within ten (10) Business Days days furnish Lender with a statement, duly acknowledged and certified, stating setting forth (i) the unpaid original principal amount of the NoteLoan, (ii) the Outstanding Principal Balance, (iii) the Applicable Interest Rate of the NoteLoan, (iiiiv) the date installments of interest and/or principal were last paid, (ivv) any offsets or defenses to the payment performance of the DebtObligations, if any, and (vvi) that the Note, this Agreement, the Pledge Agreement and the other Loan Documents are valid, legal and binding obligations of Borrower and have not been modified or if modified, giving particulars of such modification.
(b) After request by Borrower, Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver to LenderLender on the Closing Date, and thereafter upon request, an (and, in the case of the Alaris Lease and Quintiles Lease, within the time limits provided in the Alaris Lease or the Quintiles Lease, as applicable), tenant estoppel certificate certificates from each Tenant under any Lease (commercial tenant leasing space at the Property in form and substance reasonably satisfactory to Lender, provided that Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to deliver such certificates more frequently than once two (2) times in any calendar year (or, in the case of the Alaris Lease, as provided in the Alaris Lease or twice during any calendar year in which a Securitization occurs)the case of the Quintiles Lease as provided in the Quintiles Lease.
(dc) After request by Lender, Borrower shall deliver to Lenderwithin ten (10) days furnish Lender with a statement, upon requestduly acknowledged and certified, estoppel certificates from each party under setting forth (i) the REA; provided that such certificates may be in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three (3) times during the term original principal amount of the Mortgage Loan, (ii) the unpaid principal amount of the Mortgage Loan, (iii) the interest rate of the Mortgage Loan, (iv) the date installments of interest and/or principal were last paid on the Mortgage Loan, (v) any offsets or defenses to the payment of the Mortgage Loan, if any, and (vi) that the Mortgage Loan Documents are valid, legal and binding obligations of Mortgage Borrower and have not more frequently than once per calendar year (been modified or twice during any calendar year in which a Securitization occurs)if modified, giving particulars of such modification.
Appears in 1 contract
Estoppel Statement. (a) After request by Lender, Borrower shall within ten (10) Business Days days furnish Lender with a statement, duly acknowledged and certified, stating with respect to the Loan setting forth (i) the original principal amount of the Note, (ii) the unpaid principal amount of the Note, (iiiii) the Interest Rate of the Note, (iiiiv) the date installments of interest and/or principal were last paid, (ivv) any offsets or defenses to the payment of the Debt, if any, claimed by Borrower, and (vvi) that the Note, this Agreement, the Pledge Agreement and the other Loan Documents are valid, legal and binding obligations and have not been modified or if modified, giving particulars of such modification; provided, however, that so long as no Event of Default has occurred and is continuing, Borrower shall not be required to provide such statement more than one (1) time in any calendar year.
(b) After request by BorrowerLender, Lender Borrower shall within ten (10) Business Days days furnish Borrower Lender with a statement, duly acknowledged and certified, stating with respect to the Mortgage Loan, setting forth (i) the original principal amount of the Mortgage Note, (ii) the unpaid principal amount of the Note, (ii) the Interest Rate of the Mortgage Note, (iii) the interest rate of the Mortgage Note, (iv) the date installments of interest and/or principal were last paid paid, (v) any offsets or defenses to the payment of the debt, if any, and (ivvi) whether or not Lender has sent any notice of default under that the Mortgage Note, the Mortgage Loan Agreement, the Mortgage and the other Mortgage Loan Documents which remains uncured are valid, legal and binding obligations and have not been modified or if modified, giving particulars of such modification; provided, however, so long as no Event of Default has occurred and is continuing, Borrower shall not be required to provide such statement more than one (1) time in the opinion of Lender.any calendar year; and
(c) Borrower shall cause Mortgage Borrower to deliver to Lender, Lender upon request, an tenant estoppel certificate certificates from each commercial Tenant under any party to a Major Lease (in form and substance reasonably satisfactory to Lender provided that Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to cause Mortgage Borrower to deliver such certificates more frequently than once two (2) times in any calendar year (or twice during provided any calendar year in which a Securitization occurs).
(d) Borrower such estoppel shall deliver be addressed to both Lender, upon request, estoppel certificates from each party under the REA; provided that such certificates may be in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three (3) times during the term of the Loan Mortgage Lender and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs)Mezzanine B Lender.
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Strategic Hotels & Resorts, Inc)
Estoppel Statement. (a) After request by Lender, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount Outstanding Principal Balance of the NoteLoan, (ii) the Applicable Interest Rate of the NoteRate, (iii) the date installments of interest and/or principal were last paid, (iv) any known offsets or defenses to the payment and performance of the DebtObligations, if any, and (v) that this Agreement, Agreement and the other Loan Documents have not been modified or if modified, giving particulars of such modification.
(b) After request by Borrower and Leasehold Pledgor shall use commercially reasonable efforts to deliver (or cause Mezzanine A Borrower, Lender shall within ten (10Mezzanine A Leasehold Pledgor, Owner or Operating Lessee to deliver) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver to Lender, upon within thirty (30) days of Lender’s request, an estoppel certificate from each Tenant tenant under any Lease in form and substance reasonably satisfactory to Lender; provided, that neither Borrower nor Leasehold Pledgor shall be required to deliver (provided or cause Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner or Operating Lessee to deliver) such certificates more frequently than the lesser of (x) two (2) times in any calendar year or (y) the number of requests permitted to be made under the applicable Lease in any calendar year; provided, however, that Borrower shall only there will be no limit on the number of times Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner and Operating Lessee may be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to deliver such certificates more frequently than once in any calendar year if an Event of Default has occurred and is continuing (or twice during any calendar year in which a Securitization occurssubject to the applicable terms of each Lease).
(dc) Borrower and Leasehold Pledgor shall use commercially reasonable efforts to deliver (or cause Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner or Operating Lessee to deliver) to Lender, upon within thirty (30) days of Lender’s request, estoppel certificates from each party under the REA; provided that such certificates may be any Operations Agreement, in the form required under the REAand substance reasonably satisfactory to Lender; provided, further, that neither Borrower nor Leasehold Pledgor shall not be required to deliver (or cause Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner or Operating Lessee to deliver) such certificates more than three (3) times during the term of the Loan Term and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
(d) Borrower and Leasehold Pledgor shall use commercially reasonable efforts to deliver (or cause Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner or Operating Lessee to deliver) to Lender, within thirty (30) days of Lender’s request, estoppel certificates from the Ground Lessor, in form and substance reasonably satisfactory to Lender; provided, that neither Borrower nor Leasehold Pledgor shall be required to deliver (or cause Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner or Operating Lessee to deliver) such certificates more than three (3) times during the Term and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs). -109- Mezzanine B Loan Agreement
(e) Borrower and Leasehold Pledgor shall use commercially reasonable efforts to deliver to Lender (or cause Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner or Operating Lessee to deliver), within thirty (30) days of Lender’s request, estoppel certificates from each Franchisor, in form and substance reasonably satisfactory to Lender; provided, that neither Borrower nor Leasehold Pledgor shall be required to deliver (or cause Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner or Operating Lessee to deliver) such certificates more than three (3) times during the Term and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Hospitality Investors Trust, Inc.)
Estoppel Statement. (a) After request by Lender, Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount Outstanding Principal Balance of the NoteLoan, (ii) the Interest Rate of the NoteRate, (iii) the date installments of interest and/or principal were last paid, (iv) any known offsets or defenses to the payment and performance of the DebtObligations, if any, and (v) that this Agreement, Agreement and the other Loan Documents have not been modified or if modified, giving particulars of such modification.
(b) After request by Borrower, Lender Borrower and Leasehold Pledgor shall within ten use commercially reasonable efforts to deliver (10or cause Owner or Operating Lessee to deliver) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid and (iv) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver to Lender, upon within thirty (30) days of Lender’s request, an estoppel certificate from each Tenant tenant under any Lease in form and substance reasonably satisfactory to Lender; provided, that neither Borrower nor Leasehold Pledgor shall be required to deliver (provided or cause Owner or Operating Lessee to deliver) such certificates more frequently than the lesser of (x) two (2) times in any calendar year or (y) the number of requests permitted to be made under the applicable Lease in any calendar year; provided, however, that Borrower shall only there will be no limit on the number of times Owner and Operating Lessee may be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such Lease; provided, further, that Borrower shall not be required to deliver such certificates more frequently than once in any calendar year if an Event of Default has occurred and is continuing (or twice during any calendar year in which a Securitization occurssubject to the applicable terms of each Lease).
(dc) Borrower and Leasehold Pledgor shall use commercially reasonable efforts to deliver (or cause Owner or Operating Lessee to deliver) to Lender, upon within thirty (30) days of Lender’s request, estoppel certificates from each party under the REA; provided that such certificates may be any Operations Agreement, in the form required under the REAand substance reasonably satisfactory to Lender; provided, further, that neither Borrower nor Leasehold Pledgor shall not be required to deliver (or cause Owner or Operating Lessee to deliver) such certificates more than three (3) times during the term of the Loan Term and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
(d) Borrower and Leasehold Pledgor shall use commercially reasonable efforts to deliver (or cause Owner or Operating Lessee to deliver) to Lender, within thirty (30) days of Lender’s request, estoppel certificates from the Ground Lessor, in form and substance reasonably satisfactory to Lender; provided, that neither Borrower nor Leasehold Pledgor shall be required to deliver (or cause Owner or Operating Lessee to deliver) such certificates more than three (3) times during the Term and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
(e) Borrower and Leasehold Pledgor shall use commercially reasonable efforts to deliver to Lender (or cause Owner or Operating Lessee to deliver), within thirty (30) days of Lender’s request, estoppel certificates from each Franchisor, in form and substance reasonably satisfactory to Lender; provided, that neither Borrower nor Leasehold Pledgor shall be required to deliver (or cause Owner or Operating Lessee to deliver) such certificates more than three (3) times during the Term and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Hospitality Investors Trust, Inc.)
Estoppel Statement. (a) After request by LenderLxxxxx, Borrower shall within ten (10) Business Days furnish Lender or any proposed assignee of the Loan with a statement, duly acknowledged and certified, stating setting forth (i) the original principal amount of the Note, (ii) the unpaid principal amount of the Note, (iiiii) the Interest Rate of the Note, (iiiiv) the Maturity Date, (v) the date installments of interest and/or principal were last paid, (iv) any offsets or defenses to the payment of the Debt, if any, most recent Monthly Debt Service Payment Amount was paid and (vvi) that that, except as provided in such statement, to Bxxxxxxx’s knowledge, there are no Events of Default under this Agreement, Agreement or any of the other Loan Documents have Documents; provided that Borrower shall not been modified or if modified, giving particulars be required to deliver such statement more frequently than two (2) times in any calendar year unless an Event of such modificationDefault has occurred and is continuing.
(b) After request by BorrowerBxxxxxxx, Lender shall within ten (10) Business Days furnish Borrower or any proposed assignee of the Loan with a statement, duly acknowledged and certified, stating setting forth (i) the original principal amount of the Note, (ii) the unpaid principal amount of the Note, (iiiii) the Interest Rate of the Note, (iiiiv) the Maturity Date, (v) the date installments of interest and/or principal were last paid the most recent Monthly Debt Service Payment Amount was paid, and (ivvi) whether that, except as provided in such statement, to Lxxxxx’s knowledge, there are no Events of Default under this Agreement or any of the other Loan Documents; provided that Lender shall only deliver such statements if an Event of Default has not Lender has sent occurred and is continuing and, in any notice of default under the Loan Documents which remains uncured event, shall not be required to deliver such statement more frequently than two (2) times in the opinion of Lenderany calendar year.
(c) Borrower shall deliver to Lender, upon request, an estoppel certificate from each Tenant under any Lease (provided that Borrower shall only be required to use commercially reasonable efforts to obtain an deliver to Lender upon request, tenant estoppel certificate certificates from any each commercial Tenant not required leasing space at the Property in form and substance reasonably satisfactory to provide an estoppel certificate under its Lease)Lender; provided that Borrower shall not be required to use such certificate may be efforts to deliver such certificates with respect to more than (i) five (5) Tenants not under a Major Lease in any calendar year, or (ii) more frequently than one (1) time in any calendar year for any Tenants under a Major Lease unless an Event of Default has occurred and is continuing.
(d) Subject to the terms thereof and the rights of third parties thereunder, Borrower shall use commercially reasonable efforts (without the obligation to expend sums of money or incur any liability) to deliver to Lender, within thirty (30) days of request therefor by Lxxxxx, estoppel certificates from the other parties to each Property Document in form required under such Leaseand substance reasonably acceptable to Lender; provided, furtherthat so long as no Event of Default is then continuing, that Borrower shall not be required to deliver such certificates more frequently than once one (1) time in any calendar year (or twice during except that prior to a Securitization of the entire Loan, Borrower will use such efforts to deliver up to two (2) estoppel certificates in any calendar year in which a Securitization occursyear).
(d) Borrower shall deliver to Lender, upon request, estoppel certificates from each party under the REA; provided that such certificates may be in the form required under the REA; provided, further, that Borrower shall not be required to deliver such certificates more than three (3) times during the term of the Loan and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
Appears in 1 contract
Estoppel Statement. (a) After request by Lender, each Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating setting forth (i) the unpaid original principal amount of the NoteLoan, (ii) the Outstanding Principal Balance, (iii) the Interest Rate of the NoteLoan, (iiiiv) the date installments of interest and/or principal were last paid, (ivv) any offsets or defenses to the payment performance of the DebtObligations, if any, and (vvi) that the Note, this Agreement, the IDOT Guaranty the Mortgages and the other Loan Documents are valid, legal and binding obligations of Borrower and have not been modified or if modified, giving particulars of such modification, and (vii) that Borrower, Principal and Guarantor have complied and are continuing to comply with Section 4.1.35 hereof.
(b) After request by Borrower, Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating setting forth (i) the unpaid original principal amount of the NoteLoan, (ii) the Outstanding Principal Balance, (iii) the Interest Rate of the NoteLoan, (iiiiv) the date installments of interest and/or principal were last paid paid, (v) that the Note, this Agreement, the Mortgages and the other Loan Documents have not been modified or if modified, giving the particulars of such modification, and (ivvi) whether or not Lender has sent any written notice of default under the Loan Documents which remains uncured in the opinion of Lendera Default is then outstanding.
(c) Each Borrower shall, as shall cause IDOT Guarantor to deliver to Lender, Lender upon requestrequest from time to time, an estoppel certificate from each Operating Tenant under any with respect to the related Operating Lease (provided that Borrower shall only be required in form and substance reasonably satisfactory to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such LeaseLender; provided, furtherthat, that Borrower Borrower, IDOT Guarantor and/or such Operating Tenant shall not be required to deliver such certificates certificate more frequently than once two (2) times in any calendar year (or twice during any calendar year in which a Securitization occurs)year.
(d) Borrower Each Borrower, and shall cause IDOT Guarantor to, shall deliver to Lender upon request from time to time, an estoppel certificate from Ground Lessor with respect to the Ground Lease in form and substance reasonably satisfactory to Lender, upon request, estoppel certificates from each party under the REA; provided that such certificates may be in the form required under the REA; provided, furtherthat, that (i) Borrower IDOT Guarantor or shall not only be required to deliver such certificates more than three (3) times during certificate in connection with a Securitization or any sale by the term Lender of the Loan or participation interests therein, and not more frequently than once per calendar year two (or twice during 2) times in any calendar year in which a Securitization occurs)and (ii) the form and substance of such estoppel certificate shall be subject to the terms of the Ground Lease.
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Estoppel Statement. (a) After request by Lender, each Borrower shall within ten (10) Business Days furnish Lender with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount Outstanding Principal Balance of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid, (iviii) any offsets or defenses to the payment and performance of the DebtObligations, if any, and (viv) that this Agreement, Agreement and the other Loan Documents have not been modified or if modified, giving particulars of such modification.
(b) After request by Borrower, Lender shall within ten (10) Business Days furnish Borrower with a statement, duly acknowledged and certified, stating (i) the unpaid principal amount Outstanding Principal Balance of the Note, (ii) the Interest Rate of the Note, (iii) the date installments of interest and/or principal were last paid paid, and (iviii) whether or not Lender has sent any notice of default under the Loan Documents which remains uncured in the opinion of Lender.
(c) Borrower shall deliver to Lender, upon request, an estoppel certificate from each Tenant under any Lease (provided that Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any Tenant not required to provide an estoppel certificate under its Lease); provided that such certificate may be in the form required under such LeaseLease or, with respect to Sole Tenant, in the Sole Tenant’s form of estoppel certificate; provided, further, and provided further that Borrower shall not be required to deliver such certificates more frequently than once two (2) times in any calendar year (or twice during any calendar year in which a Securitization occurs)year.
(d) Borrower shall deliver to Lender, upon request, estoppel certificates from each party under the REA (provided that Borrower shall only be required to use commercially reasonable efforts to obtain an estoppel certificate from any party to the REA who is not required to provide an estoppel certificate under the REA); provided that such certificates may be in the form required under the REA; provided, further, provided further that Borrower shall not be required to deliver such certificates more than three (3) times during the term of the Loan Term and not more frequently than once per calendar year (or twice during any calendar year in which a Securitization occurs).
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Samples: Loan Agreement (Cole Credit Property Trust V, Inc.)
