Examples of Seller Estoppel Certificate in a sentence
The representations and warranties of Seller set forth in Sections 7.1 (a)-7.1(aa) hereof, the statements contained in the Seller Estoppel Certificate, if any, and the covenants of Seller set forth in sections 7.4.1 through 7.4.7 shall survive Closing for a period of time equal to fifteen (15) months following the last day of the Purchaser's fiscal year in which Closing takes place.
Each Seller Estoppel Certificate shall survive the Closing for a period of nine (9) months and thereafter be null and void as to any claims not asserted in writing by Buyer prior to the end of such period.
Nothing in this Section 15 shall be deemed to modify, limit or supersede the terms of this Agreement applicable to (i) damages for which Seller may be liable, or any limitations thereon, or (ii) compensation to which Buyer may be entitled, under this Agreement or any Seller Estoppel Certificate.
If any Estoppel Certificate contains statements confirming any of Seller’s representations or warranties set forth herein or in a Seller Estoppel Certificate, then Seller shall be deemed not to have made such representations or warranties as to such Lease.
Seller shall have obtained and delivered to the applicable Buyer, as of the Measurement Date (with respect to Stores to be purchased at the Transition Date Closings, subject only to Section 10.17) or the Subsequent Closing (with respect to any Store(s) to be purchased at such Subsequent Closing), (i) the Landlord Estoppel Certificates for each Lease, and (ii) a Seller Estoppel Certificate for each In-Store Sublease.
Notwithstanding the foregoing, in the event Seller is unable to obtain a Landlord Estoppel Certificate from such other party to such Lease after using reasonable best efforts in accordance with Section 2.3(b), then Seller shall execute and deliver to the applicable Buyer a Seller Estoppel Certificate with respect to such Lease, which delivery shall satisfy the condition set forth in this Section 8.6.
Any representation made by Seller in a Seller Estoppel Certificate shall be treated as a representation made by Seller in Section 5.4(a) of the Agreement and shall be subject to all of the limitations provided in Section 5.4(b) of this Agreement.
If any Estoppel Certificate contains statements confirming, without qualification as to the best knowledge of the tenant or otherwise, any of Seller’s representations or warranties set forth herein or in a Seller Estoppel Certificate, the Seller shall be deemed not to have made such representations or warranties as to such Lease.
If the Purchaser has received Clean Estoppel Certificates from each Anchor and from tenants under Leases relating to at least fifty percent (50%) of the occupied in-line space at a Property, CFCL may elect to satisfy the Estoppel Requirement by delivering a Seller Estoppel Certificate in the form attached hereto as Exhibit O (each, a "Seller Estoppel Certificate") as a substitute for any remaining Estoppel Certificates that have not been obtained and are necessary to meet the Estoppel Requirement.
To this end, a unit circle function is defined with values transitioned from zero to one at the boundary of the circle.The convolution theorem yields p(s)(x, y, z)= p(x, y, z)* h(s)(x, y), (17)( )gwhere h(s) x, y is the radiation filter mask, which can be expressed as23ðg2 ðn2 n (b ) (b )k pffiffiffiffiffiffiffiffiffiffiffiffiffiffi =n1Ir,i,s,jg1[h(n, g)] ur(an )(n)uin (n)u(ag )u(g)dndg,(12)h(s)(x, y) =2ppffixffiffi2ffiffiffi+ffiffiffiffiyffiffiffi2ffi J1 kx2 + y2, (18)sjwhere J1 is the Bessel function of first kind.