Review of Tenant Estoppels. Seller shall deliver to each tenant of the Property an estoppel certificate in substantially the form of Exhibit E attached hereto (the "Tenant Estoppels"), and shall request that the tenants complete and sign the Tenant Estoppels and return them to Seller. Seller shall deliver copies of the completed Tenant Estoppels to Purchaser as Seller receives them by means of transmittal letters that indicate that Purchaser has five (5) business days to object to the Tenant Estoppels sent therewith. Purchaser shall notify Seller within five (5) business days of receipt of any Tenant Estoppel in the event Purchaser determines such Tenant Estoppel is not acceptable to Purchaser along with the reasons for such determination. In the event that Seller's transmittal letter indicates that Purchaser has five (5) business days to object to the Tenant Estoppels delivered therewith and Purchaser fails to give such notice within such five (5) business day period, then any such Tenant Estoppel shall be deemed to be acceptable to Purchaser. In the event that Seller fails to obtain the Tenant Estoppels (or in lieu thereof, at Seller's option, Seller estoppels therefor) that are satisfactory to Purchaser with respect to tenants of the Property that meet the tenant estoppel standards described on Exhibit F attached hereto on or before five (5) days prior to Closing, Purchaser shall have the right to terminate this Agreement by written notice to Seller. If this Agreement is terminated pursuant to the foregoing provisions of this paragraph, then neither party shall have any further rights or obligations hereunder (except for any indemnity obligations of either party pursuant to the other provisions of this Agreement), the Deposit shall be returned to Purchaser, and the sole liability of Seller shall be as provided in the fifth sentence of Section 2.2 above. If Purchaser fails to give Seller a notice of termination as set forth above, Purchaser shall be deemed to have approved the Tenant Estoppels (and Seller estoppels, if applicable) and to have elected to proceed with the purchase of the Property pursuant to the terms hereof. Any Tenant Estoppel which is received from a tenant after Seller provides its own estoppel may be substituted for Seller's estoppel and Seller shall have no further liability thereunder, provided that such Tenant Estoppel contains no changes or, if changed, is otherwise reasonably acceptable to Purchaser. The provisions of this Section 3.4 shall survive the Closing.
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Review of Tenant Estoppels. Seller shall deliver to each tenant of the Property an estoppel certificate in substantially the form of Exhibit E attached hereto (or the form of estoppel certificate a tenant is obligated to deliver pursuant to its Lease, such form being referred to herein as the "Lease Tenant Estoppels") (all of such tenant estoppels, including the Lease Tenant Estoppels, are referred to herein as the "Tenant Estoppels"), and shall request that the tenants complete and sign the Tenant Estoppels and return them to Seller. Seller shall deliver copies of the completed Tenant Estoppels to Purchaser as Seller receives them by means of transmittal letters that indicate that Purchaser has five (5) business days to object to the Tenant Estoppels sent therewiththem. Purchaser shall notify Seller within five three (53) business days of receipt of any Tenant Estoppel in the event Purchaser determines such Tenant Estoppel is not acceptable to Purchaser along with the reasons for such determination. In the event that Seller's transmittal letter indicates that Purchaser has five (5) business days to object to the Tenant Estoppels delivered therewith and Purchaser fails to give such notice within such five three (53) business day period, period then any such Tenant Estoppel shall be deemed to be acceptable to Purchaser. Notwithstanding anything in this Agreement to the contrary, however, Purchaser acknowledges and agrees that it may not disapprove a Lease Tenant Estoppel by reason of the fact that it does not contain matters other than matters that the Tenant is required to state in its Lease Tenant Estoppel. In the event that Seller fails to obtain the Tenant Estoppels from (or in lieu thereof, at Seller's option, Seller estoppels therefora) that are satisfactory to Purchaser with respect to tenants each of the Property that meet the tenant estoppel standards described tenants listed on Exhibit F attached hereto (the "Major Tenants"), and (b) a sufficient number of the remaining tenants such that Purchaser shall have received in the aggregate Tenant Estoppel certificates from tenants (including the Major Tenants) leasing seventy-five percent (75%) of the space in the Improvements that is leased by Tenants (including the Major Tenants), that are in a form satisfactory or deemed satisfactory to Purchaser on or before five (5) days prior to Closing, Purchaser shall have the right to terminate this Agreement by written notice to Seller. If this Agreement is terminated pursuant to the foregoing provisions of this paragraph, then the Deposit shall be returned to Purchaser, the Loan Deposit shall be returned by Seller (if the Loan Deposit has theretofore been provided by Purchaser to Seller, and except to the extent provided in Article X), neither party shall have any further rights or obligations hereunder (except for any indemnity obligations of either party pursuant to the other provisions of this Agreement), the Deposit and each party shall be returned to Purchaser, and the sole liability of Seller shall be as provided in the fifth sentence of Section 2.2 abovebear its own costs incurred hereunder. If Purchaser fails to give Seller a notice of termination as set forth above, Purchaser shall be deemed to have approved the Tenant Estoppels (and Seller estoppels, if applicable) and to have elected to proceed with the purchase of the Property pursuant to the terms hereof. Any Tenant Estoppel which is received from a tenant after Seller provides its own estoppel may be substituted for Seller's estoppel and Seller shall have no further liability thereunder, provided that such Tenant Estoppel contains no changes or, if changed, is otherwise reasonably acceptable to Purchaser. The provisions of this Section 3.4 shall survive the Closing.
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Samples: Purchase and Sale Agreement (Maguire Properties Inc)
Review of Tenant Estoppels. Seller shall deliver to each tenant of the Property an estoppel certificate in substantially the form of Exhibit E F attached hereto (the "Tenant Estoppels"), and shall request that the tenants complete and sign the Tenant Estoppels and return them to Seller. Seller shall deliver copies of the completed Tenant Estoppels to Purchaser as Seller receives them by means of transmittal letters them. If Purchaser determines that indicate that Purchaser has five (5) business days to object to the an executed Tenant Estoppels sent therewith. Estoppel is unacceptable, Purchaser shall notify Seller of such determination within five three (53) business days of Purchaser's receipt of any such executed Tenant Estoppel from Seller, and shall include in the event Purchaser determines such Tenant Estoppel is not acceptable to Purchaser along with the notice a statement of Purchaser's reasons for such determination. In the event that Seller's transmittal letter indicates , provided that Purchaser has five (5) business days to may not object to any executed Tenant Estoppel which is in conformity with Exhibit F and the terms of the Lease in question. Any executed Tenant Estoppels delivered therewith and Estoppel as to which Purchaser fails to give such notice of objection within such five three (53) business day period, then any such Tenant Estoppel period shall be deemed to be acceptable to Purchaser. In the event that Seller fails to obtain the Tenant Estoppels (or or, in lieu thereof, at Seller's option, Seller estoppels thereforestoppels) that are satisfactory acceptable to Purchaser with respect to tenants of the Property that meet the tenant estoppel standards described on Exhibit F G attached hereto on at or before five (5) days prior to the Closing, Purchaser shall have the right to terminate this Agreement by written notice to Seller. If this Agreement is terminated pursuant to the foregoing provisions of this paragraph, then neither party shall have any further rights or obligations hereunder (except for any indemnity obligations of either party pursuant to the other provisions of this Agreement), the Deposit and any accrued interest thereon shall be returned to Purchaser, Purchaser and the sole liability of Seller each party shall be as provided in the fifth sentence of Section 2.2 abovebear its own costs incurred hereunder. If Purchaser fails to give Seller a notice of termination as set forth above, Purchaser shall be deemed to have approved the Tenant Estoppels (and or Seller estoppelsestoppels in lieu thereof, if applicable) and to have elected to proceed with the purchase of the Property pursuant to the terms hereof. Any Tenant Estoppel which is received from a tenant after Seller provides its own estoppel in lieu thereof may be substituted for Seller's estoppel and estoppel, after which Seller shall have no further liability thereunder, provided that such Tenant Estoppel contains no changes or, if changed, is otherwise reasonably acceptable to Purchaser. The provisions of this Section 3.4 shall survive the Closing.
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Review of Tenant Estoppels. Promptly after the Effective Date, Seller shall deliver to each tenant of the Property an estoppel certificate in substantially the form of Exhibit E E-1 attached hereto (the "Tenant Estoppels"), and shall request that the tenants complete and sign the Tenant Estoppels and return them to Seller. Seller shall deliver copies of the any and all completed Tenant Estoppels to Purchaser as Seller receives them by means of transmittal letters that indicate them; provided, however, that Purchaser has five shall not be obligated to close hereunder unless Tenant Estoppels, dated not more than sixty (560) business days to object prior to the date of the Closing, are delivered to Purchaser for at least seventy-five per cent (75%) of those tenants leasing twenty-five thousand (25,000) square feet of rentable space or more. If Seller does not deliver the required number of Tenant Estoppels sent therewithto Purchaser, as aforesaid, then Seller shall provide Purchaser at the Closing with a Seller's estoppel, in the form attached hereto as Exhibit E-2 (the "Seller's Certificate") for those space tenants necessary to satisfy the required number of Tenant Estoppels to be delivered by Seller to Purchaser. Purchaser Seller's liability with respect to any Seller's estoppel to the extent delivered to Purchaser, as aforesaid, shall notify Seller within five survive the Closing until the earlier to occur 12 of: (5i) business days one (1) year from the date of receipt of any the Closing; or (ii) the date that a Tenant Estoppel in satisfying the event Purchaser determines such Tenant Estoppel requirements of this Agreement is not acceptable to Purchaser along with obtained from the reasons for such determination. In the event applicable tenant (it being understood and agreed that Seller's transmittal letter indicates that Purchaser has five (5) business days to object to the Tenant Estoppels delivered therewith and Purchaser fails to give such notice within such five (5) business day period, then any such a Tenant Estoppel shall be deemed to be acceptable satisfy the requirements of this Agreement if (i) such Tenant Estoppel does not contain any material changes from the forms attached hereto, and (ii) does not contain any information that differs materially from the information set forth in Exhibits Q and S attached hereto). Purchaser shall have no obligation to Purchaser. In consummate the event that Seller fails to obtain the Tenant Estoppels (or in lieu thereoftransaction contemplated hereby unless, at Seller's option, Seller estoppels therefor) that are satisfactory to Purchaser with respect to tenants of the Property that meet the tenant estoppel standards described on Exhibit F attached hereto on or before five (5) days prior to Closing, Purchaser shall have receives a Tenant Estoppel or a Seller's Certificate for 75% of those tenants leasing 25,000 square feet of rentable space or more which does not contain any material changes from the right to terminate this Agreement by written notice to Seller. If this Agreement is terminated pursuant to forms attached hereto and does not contain any information that differs materially from the foregoing provisions of this paragraph, then neither party shall have any further rights or obligations hereunder (except for any indemnity obligations of either party pursuant to the other provisions of this Agreement), the Deposit shall be returned to Purchaser, and the sole liability of Seller shall be as provided in the fifth sentence of Section 2.2 above. If Purchaser fails to give Seller a notice of termination as information set forth above, Purchaser shall be deemed to have approved the Tenant Estoppels (in Exhibits Q and Seller estoppels, if applicable) and to have elected to proceed with the purchase of the Property pursuant to the terms hereof. Any Tenant Estoppel which is received from a tenant after Seller provides its own estoppel may be substituted for Seller's estoppel and Seller shall have no further liability thereunder, provided that such Tenant Estoppel contains no changes or, if changed, is otherwise reasonably acceptable to Purchaser. The provisions of this Section 3.4 shall survive the ClosingS attached hereto.
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Review of Tenant Estoppels. Seller shall deliver to each tenant of the Property an estoppel certificate in substantially the form of Exhibit E attached hereto (the "Tenant Estoppels"), and shall request that the tenants complete and sign the Tenant Estoppels and return them to Seller. Seller shall deliver copies of the completed Tenant Estoppels to Purchaser as Seller receives them by means of transmittal letters that indicate that Purchaser has five (5) business days to object to the Tenant Estoppels sent therewiththem. Purchaser shall notify Seller within five three (53) business days of receipt of any Tenant Estoppel in the event Purchaser determines such Tenant Estoppel is not acceptable to Purchaser along with the reasons for such determination. In the event that Seller's transmittal letter indicates that Purchaser has five (5) business days to object to the Tenant Estoppels delivered therewith and Purchaser fails to give such notice within such five three (53) business day period, period then any such Tenant Estoppel shall be deemed to be acceptable to Purchaser. In the event that Seller fails to obtain the Tenant Estoppels (or in lieu thereof, at Seller's option, Seller estoppels therefor) that are satisfactory to Purchaser with respect to all of the tenants of the Property that meet the tenant estoppel standards described on Exhibit F attached hereto on or before five (5) days prior to ClosingProperty, Purchaser shall have until the right Approval Date to terminate this Agreement by written notice to Seller. If this Agreement is terminated pursuant to the foregoing provisions of this paragraph, then neither party shall have any further rights or obligations hereunder (except for any indemnity obligations of either party pursuant to the other provisions of this Agreement), the Deposit shall be returned to Purchaser, Purchaser and the sole liability of Seller each party shall be as provided in the fifth sentence of Section 2.2 abovebear its own costs incurred hereunder. If Purchaser fails to give Seller a notice of termination as set forth above, Purchaser shall be deemed to have approved the Tenant Estoppels (and Seller estoppels, if applicable) and to have elected to proceed with the purchase of the Property pursuant to the terms hereof. Any Tenant Estoppel which is received from a tenant after Seller provides its own estoppel may be substituted for Seller's estoppel and Seller shall have no further liability thereunder, provided that such Tenant Estoppel contains no changes or, if changed, is otherwise reasonably acceptable to Purchaser. The provisions of this Section 3.4 shall survive the Closing.
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Samples: Sale Agreement (Arden Realty Inc)
Review of Tenant Estoppels. Within five (5) days of the Effective Date, Seller shall deliver to each tenant of the Property an estoppel certificate in substantially the form of Exhibit E G attached hereto (the "Tenant Estoppels"), ) and shall request that the tenants complete and sign the Tenant Estoppels and return them to Seller; provided, however, Purchaser acknowledges that each tenant shall only be obligated to return an estoppel certificate as set forth in said tenant's lease. Seller shall deliver copies of the completed Tenant Estoppels to Purchaser as Seller receives them by means of transmittal letters that indicate that and deliver the originals thereof to Purchaser has five (5) business days to object to at the Tenant Estoppels sent therewithClosing. Purchaser shall notify Seller within five three (53) business days of receipt of any Tenant Estoppel in the event Purchaser determines such Tenant Estoppel is not reasonably acceptable to Purchaser along with the reasons for such determination. In the event that Seller's transmittal letter indicates that Purchaser has five (5) business days to object to the Tenant Estoppels delivered therewith and Purchaser fails to give such notice within such five three (53) business day period, period then any such Tenant Estoppel shall be deemed to be acceptable to Purchaser. In the event that Seller fails to obtain the Tenant Estoppels or at a minimum, estoppel certificates containing the information required under said tenants' leases (or in lieu thereofthereof (except for Flack & Kurtz), at Seller's option, Seller estoppels thereforXxxler xxxxppels therefor in the form of the Tenant Estoppel set forth in Exhibit G for not more than ten (10%) percent of the currently occupied space at the Property as of the Effective Date) that are reasonably satisfactory to Purchaser with respect on or before three (3) business days prior to tenants Closing from (a) Flack & Kurtz and (b) those tenantx xxxupyxxx xt least sixty (60%) percent of the rentable square feet of the Property that meet (which shall include the tenant estoppel standards described on Exhibit F attached hereto on or before five (5) days prior to Closingrentable square feet occupied by Flack & Kurtz), Purchaser in the aggregate, xxxx Purxxxxxr shall have the right to terminate this Agreement by written notice to Seller. If this Agreement is terminated pursuant to the foregoing provisions of this paragraph, then neither party shall have any further rights or obligations hereunder (except for any indemnity obligations of either party pursuant to the other provisions of this AgreementAgreement other than the obligations set forth in Article 11 hereof, which shall void and thereupon of no force or effect), the Deposit shall be returned to Purchaser, Purchaser and the sole liability of Seller each party shall be as provided in the fifth sentence of Section 2.2 abovebear its own costs incurred hereunder. If Purchaser fails to give Seller a notice of termination as set forth above, Purchaser shall be deemed to have approved the Tenant Estoppels (and Seller estoppels, if applicable) and to have elected to proceed with the purchase of the Property pursuant to the terms hereof. Except as otherwise provided in the succeeding sentence, the representations and warranties set forth in any Seller estoppels shall survive the Closing for a period of one (1) year and Seller's liability to Purchaser for a breach of any representation or warranty set forth in any Seller estoppels shall be subject to Section 5.3 hereof. Any Tenant Estoppel which is received from a tenant after Seller provides its own estoppel may be substituted for Seller's estoppel and Seller shall have no further liability thereunder, provided that such Tenant Estoppel contains no changes or, if changed, is otherwise reasonably acceptable to Purchaser. The provisions of this Section 3.4 shall survive the Closing.
Appears in 1 contract
Samples: Sale Agreement (Corporate Realty Income Fund I L P)
Review of Tenant Estoppels. Seller shall deliver to -------------------------- each tenant of the Property Properties an estoppel certificate in substantially the form of Exhibit E attached hereto (the "Tenant Estoppels"), ) and shall request that the --------- ---------------- tenants complete and sign the Tenant Estoppels and return them to Seller. No Tenant Estoppel shall be dated more than thirty (30) days prior to the Closing Date. Seller shall deliver copies of the completed Tenant Estoppels to Purchaser Buyer as Seller receives them by means of transmittal letters that indicate that Purchaser has five (5) business days to object to the Tenant Estoppels sent therewiththem. Purchaser Buyer shall notify Seller within five three (53) business days of receipt of any Tenant Estoppel in the event Purchaser if Buyer determines that such Tenant Estoppel is not acceptable to Purchaser Buyer, along with the reasons for such determination. In the event that Seller's transmittal letter indicates that Purchaser has five (5) business days to object to the Tenant Estoppels delivered therewith and Purchaser If Buyer fails to give such notice within such five three (53) business day period, then any such Tenant Estoppel shall be deemed to be acceptable to PurchaserBuyer. In the event that If Seller fails to obtain the Tenant Estoppels from (i) at least seventy-five percent (75%) of the Tenants leasing greater than five thousand (5,000) square feet of space within each of the Properties and (ii) at least fifty percent (50%) of the Tenants leasing five thousand (5,000) square feet of space or in lieu thereofless within each of the Properties, at Seller's option, Seller estoppels therefor) that are satisfactory to Purchaser Buyer with respect to tenants of the Property that meet the tenant estoppel standards described on Exhibit F attached hereto Properties on or before five ten (510) business days prior to Closingthe Closing Date, Purchaser Buyer shall have the right to terminate this Agreement by written notice to Seller. If this Agreement is terminated pursuant to the foregoing provisions of this paragraph, then neither party shall have any further rights or obligations hereunder (except for any indemnity obligations of either party pursuant to the other provisions of this Agreement), the Deposit and all interest thereon shall be returned to PurchaserBuyer, and the sole liability of Seller each party shall be as provided in the fifth sentence of Section 2.2 abovebear its own costs incurred hereunder. If Purchaser Buyer fails to give Seller a notice of termination as set forth above, Purchaser Buyer shall be deemed to have approved the Tenant Estoppels (and Seller estoppels, if applicableEstoppels (as defined below) and to have elected to proceed with the purchase of the Property Properties pursuant to the terms hereof. Any Seller shall deliver an estoppel certificate in substantially the form of Exhibit E attached hereto as to any --------- premises for which a Tenant Estoppel which has not been obtained (the "Seller ------- Estoppels"), with such estoppel certificate to be executed by the --------- landlord/owner of the leased premises. In the event a Tenant Estoppel is received from a tenant obtained after the Closing Date, such Tenant Estoppel shall replace the Seller provides its own estoppel may be substituted for Seller's estoppel Estoppel to the extent they are not inconsistent, and Seller shall not have no further any obligations or liability thereunder, provided under the Seller Estoppel to the extent that such Tenant Estoppel contains no changes or, if changed, it is otherwise reasonably acceptable to Purchaserso replaced. The provisions of this Section 3.4 shall survive the Closing.
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