Tenant Estoppels. Seller shall have obtained and delivered to Purchaser, at least one (1) Business Day before the Closing Date, executed Tenant Estoppels from tenants comprising at least seventy-five percent (75%) of the occupied rentable area of the Building, including a Tenant Estoppel from (a) HDR Engineering, Inc., (b) Intelius, Inc., (c) Sucker Punch Productions, LLC, and (d) Global Scholar, Inc. (the “Required Estoppel Percentage”), with such Tenant Estoppels not indicating any material defaults under the applicable Lease or any material inconsistencies with respect to the facts or information set forth in the applicable Lease, except to the extent the same have been disclosed in Schedule 5.1.7(vii). If necessary to achieve the Required Estoppel Percentage for the Building, Seller, at its option, may deliver to Purchaser a representation letter substantially in the form of Exhibit C-2 (each, a “Seller Estoppel”) with respect to one or more Leases; provided, however, such Seller Estoppels shall not collectively represent in excess of ten percent (10%) of the occupied rentable area of the Building. Seller’s liability under each Seller Estoppel shall expire and be of no further force or effect on the earlier of: (A) nine (9) months following the Closing Date, or (B) the date that Purchaser receives a Tenant Estoppel (not indicating any material defaults under the applicable Lease or any material inconsistencies with respect to the facts or information set forth in the applicable Lease, except to the extent the same have been disclosed in Schedule 5.1.7(vii)) from the applicable tenant. In addition, Seller’s liability under any Seller Estoppel shall be subject to the limitations of Sections 5.4 and 10.2 hereof. A Tenant Estoppel shall be deemed acceptable regardless of whether a guarantor of the Lease executes the joinder by guarantor contained in the Tenant Estoppel; provided, however, that in such instances where the applicable guaranty requires the guarantor to execute an estoppel, such guarantor estoppel shall be (i) required to be deemed an acceptable Tenant Estoppel, and (ii) in substantially the form of, and to the extent required by, the applicable guaranty.
Tenant Estoppels. (a) Each Seller shall prepare and deliver to each Tenant at such Seller’s Property an estoppel certificate in the form of Exhibit A attached hereto (the “Tenant Estoppel”) and request each such Tenant to execute and deliver the Tenant Estoppel to such Seller. Each Seller shall use commercially reasonable efforts to obtain the prompt return of the executed Tenant Estoppels in substantially the same form as Exhibit A attached hereto from each Tenant at such Seller’s Property prior to the Closing, without the obligation to make any payments or grant any concessions under the Leases. If a Tenant returns an executed Tenant Estoppel (or Lease Required Estoppel or Statement of Lease as defined below) to such Seller, such Seller shall promptly deliver to the Buyer, or make available on Seller’s transaction website, a copy of such executed Tenant Estoppel (or Lease Required Estoppel or Statement of Lease, if applicable) following such Seller’s receipt of such Tenant Estoppel (or Lease Required Estoppel or Statement of Lease, if applicable).
Tenant Estoppels. Lender shall have received an executed tenant estoppel letter, which shall be in form and substance satisfactory to Lender, from each tenant under a Major Lease.
Tenant Estoppels. Borrower shall exercise reasonable commercial efforts to deliver estoppel letters from Tenants occupying not less than eighty percent (80%) of the gross leasable area of the Property; provided, however, that, in the event that Borrower is unable to deliver some or all of the estoppels described above in this Section 3.1.11, Lender agrees that the requirement to deliver such letters to Lender shall be waived by Lender as a condition precedent to the closing of the Loan so long as Borrower delivers on or before the Closing Date, a certificate executed by Borrower with respect to all applicable leases which shall be in substantially the same form and contain the same terms as set forth in Lender's standard form of estoppel certificate. Borrower shall deliver to Lender an estoppel letter executed by Anchor Tenant in form reasonably acceptable to Lender.
Tenant Estoppels. Promptly following the mutual execution of this Agreement, Seller shall prepare, and deliver to each of the tenants, written estoppel certificates in the form attached hereto as Exhibit "E" and incorporated herein by reference (the "Tenant Estoppels"). Seller shall use commercially reasonable efforts to obtain signed Tenant Estoppels from each of the existing tenants on or before the Contingency Date. If by the Contingency Date Seller has not received and delivered to Buyer a Tenant Estoppel from each existing tenant or Buyer has disapproved the content of any Tenant Estoppel, Buyer shall have the right to terminate this Agreement upon written notice to Seller on or before the Contingency Date. Buyer's failure to timely disapprove any Tenant Estoppel shall be deemed Buyer's approval thereof. Notwithstanding the following, Buyer shall not have the right to disapprove any Tenant Estoppel which is in form and substance materially the same as the form attached hereto as Exhibit "E" and which is not materially inconsistent with the rent roll and Leases delivered to Buyer and does not otherwise disclose any quarrel or disagreement with Seller. Additionally, if any Tenant Estoppel is not timely received by Buyer, Seller shall prior to the Close of Escrow, deliver to Buyer (and Buyer shall accept in lieu of a Tenant Estoppel) an estoppel certified by Seller (to Seller's actual knowledge) with respect only to the following matters: the amount of base rent payable by such tenant (and the date through which such base rent has been paid); the amount of the security deposit held by Seller; the term of such lease including options; the amount and date of the last payment of any pass-through expenses; and a representation that there are no known defaults under such Lease (or stating any known defaults). Such certification shall survive the Close of Escrow for a maximum period of twelve (12) months (provided, however, if Seller subsequently delivers a Tenant Estoppel from such tenant(s) or Buyer obtains a Tenant Estoppel from such tenant(s), Seller shall thereafter be released from such certification if such Tenant Estoppel confirms the matters in the estoppel certified by Seller).
Tenant Estoppels. FWRLP shall have received (A) a tenant estoppel letter in the form attached hereto as Exhibit F from, at a minimum, those tenants at the Property satisfying the requirements described on Exhibit F-1 attached hereto (or in such form as required by the Lender), confirming the information set forth in the Leases and Rent Schedule attached hereto as Exhibit B for such tenants and containing no material changes therefrom, and (B) any subordination and attornment agreements required by the Lender.
Tenant Estoppels. Lender shall have received an executed tenant estoppel letter, which shall be in form and substance satisfactory to Lender, from (a) each tenant occupying ten percent (10%) of more of the gross leasable area of the Property, (b) each tenant leasing an entire building at the Property, (c) each tenant paying base rent in an amount equal to or exceeding five percent (5%) of the Gross Income from Operations from the Property occupied by such tenant and (d) including the area leased by those described in clauses (a), (b) and (c), lessees of not less than seventy-five percent (75%) of the gross leasable area of the Property.
Tenant Estoppels. At Lender’s request, Borrower shall use commercially reasonable efforts to obtain and furnish to Lender written estoppels in form and substance satisfactory to Lender, executed by tenants under commercial Leases in the Project and confirming the term, rent and other provisions and matters relating to the Leases.
Tenant Estoppels. Seller will use commercially reasonable efforts to obtain and deliver to Purchaser estoppel certificates from the Tenants identified on Schedule 6.3 and at Seller's discretion Seller may obtain other estoppel certificates. Each estoppel certificate will be in the form of Exhibit 6.3-1 or in the form prescribed in the applicable Tenant's Lease. If any Tenant identified on Schedule 6.3 fails to deliver an estoppel certificate before Closing, Seller will deliver an estoppel certificate in the form of Exhibit 6.3-2 in respect of that Tenant's Lease. If Seller obtains an estoppel certificate from any Tenants, Seller's representations and warranties made in Section 4.5(b) and (d) and (e) will terminate and be null and void with respect to all matters represented that relate to the applicable Tenants if such estoppel certificates contain no exceptions noted by the Tenant, and if such estoppel certificate contains exceptions noted by the Tenant then such representations and warranties will terminate and be null and void only with respect to those matters represented that relate to the applicable Tenant and that are confirmed without exception by such estoppel certificate, and if the matter to which the Tenant takes exception in the estoppel certificate is not a matter included in the Seller's rent rolls dated September 30, 2001 and is not a matter relating to the physical (but not uninsured damages relating to the Tenant's property) or environmental condition of the Property and is not already covered by a Seller representation in Section 4.5(b), (d) and (e) and is a matter included in the form of Seller estoppel attached as Exhibit 6.3-2, then Seller may but shall not be required to deliver a Seller estoppel with respect to such Tenant for the excepted matter. If the Tenant estoppel includes exceptions and Seller elects not to deliver a Seller estoppel with respect to such Tenant for the excepted matter then such exception (including matters included in the Seller's rent rolls dated September 30, 2001) shall be considered in determining the occurrence of a Seller Material Adverse Effect pursuant to clause (iv) of the definition thereof. If Seller provides an estoppel certificate in respect of any Tenant's Lease and the Tenant delivers an estoppel certificate after Closing, Seller's estoppel certificate in respect of that Lease will be null and void as if the Seller estoppel certificate had not been delivered at Closing if the estoppel certificate from the Tenant ...
Tenant Estoppels. Seller shall have delivered to Buyer the Tenant Estoppels from the Required Tenants, or Seller Estoppels, if any, on or before three (3) days prior to the Closing Date, as required under Section 8 below.
